RAM Income Capital Issues $100 Million Bond Securities with BBSW+3.00% Yield

RAM Income Capital’s Bond Placement to Raise AUD 100 Million

RAM Income Capital Ltd has announced plans to raise up to AUD 100 million through a placement of bond securities. The company intends to issue a maximum of 1,000,000 securities under the ASX security code RAMHA, with each security priced at AUD 100.00. This placement represents a significant capital-raising initiative designed to support the company’s ongoing investment activities and portfolio expansion strategy. The bonds will be issued on 12 August 2026, subject to ASX approval and satisfaction of any applicable conditions.

The security being issued is classified as an existing class of bond securities, meaning it will rank equally in all respects from the issue date with existing issued securities in the same class. This equal ranking ensures consistent treatment between new bondholders and existing security holders, with no preference or subordination applied to the newly issued securities. The use of an existing class simplifies the regulatory framework and provides investors with familiarity regarding the security structure and terms.

BBSW+3.00% Coupon Structure and 2032 Maturity Profile

The bond securities carry a coupon rate of BBSW+3.00% per annum, a structure commonly used in Australian fixed-income markets to provide investors with a combination of a floating benchmark component and a fixed spread. The BBSW (Bank Bill Swap Rate) component adjusts periodically to reflect prevailing short-term interest rates, while the 3.00% fixed spread provides consistency and predictability for investors’ returns. This hybrid approach offers investors protection from falling rates while maintaining exposure to short-term rate movements in the Australian economy.

The bonds have a maturity date of 10 April 2032, providing investors with a defined investment horizon of approximately 6 years from the proposed issue date. The company announcement notes that the securities carry a cumulative redemption step structure (CUM RED STEP), which may involve adjustments to terms at specified points during the bond’s life. The extended maturity period provides RAM Income Capital with medium-term capital stability to execute its investment strategy without pressure to refinance in the near term.

Joint Lead Managers and Fee Structure for Bond Placement

RAM Income Capital has appointed three joint lead managers to manage the bond placement: Real Asset Management Pty Ltd, Ord Minnett Limited, and Westpac Institutional Bank. These three financial institutions bring significant distribution networks and investor relationships to the placement process. The inclusion of a major Australian bank, Westpac Institutional Bank, alongside specialist investment managers demonstrates the company’s commitment to accessing a broad investor base for the bond offering.

The fee structure for the placement establishes a combined cost of 1.0% of gross proceeds, divided between a JLM Fee of 0.25% and a Selling Fee of 0.75%, payable to each joint lead manager according to their individual allocation. For a AUD 100 million placement, this equates to total management and selling fees of AUD 1.0 million, split among the three joint lead managers based on their respective contributions to capital raised. These fees are within market norms for Australian corporate bond placements of comparable size and cover underwriting, marketing, distribution, and settlement activities. Additional costs relating to ASX fees, legal fees, and registry fees will be incurred separately and are noted as material expenses in connection with the proposed issue.

Capital Deployment Strategy for Portfolio Investment Growth

The stated purpose for the bond placement is to raise additional capital for investment in additional portfolio investments by RAM Income Capital Ltd. This capital-raising activity aligns with the company’s core business model, which appears to centre on building and managing a diversified portfolio of investments. The AUD 100 million in proceeds will provide the company with financial firepower to pursue acquisition opportunities and expand its asset base in line with strategic objectives.

By accessing the bond market for capital, RAM Income Capital demonstrates a balanced approach to funding, complementing other potential sources such as equity issuance or internal cash generation. The use of medium-term bonds allows the company to lock in funding costs and deploy capital over time without the urgency of near-term refinancing pressures. The company announcement indicates that the dividend or distribution policy will not change as a result of this bond placement, suggesting that existing income distribution commitments to security holders will be maintained throughout the capital deployment phase.

ASX Quotation and Secondary Market Considerations

The bond securities have been assigned the ASX security code RAMHA and are being applied for quotation on the ASX. Quotation on the exchange will provide investors with liquidity and transparency, allowing secondary market trading of the bonds throughout their life to maturity. The company will comply with ASX Listing Rules requirements for the new securities, including notification of the final issue numbers and confirmation of quotation once the placement concludes.

The announcement notes that any on-sale of the securities proposed to be issued within 12 months of their date of issue will comply with the secondary sale provisions in sections 707(3) and 1012C(6) of the Corporations Act by virtue of a cleansing notice. This regulatory compliance framework provides both the issuer and investors with clarity regarding trading rights and restrictions in the months immediately following the issue date. The reference to potential cleansing notices under section 708A(5), 708AA(2)(f), 1012DA(5), or 1012DAA(2)(f) ensures that the placement structure is designed with consideration for secondary market access and investor exit optionality.

Existing Security Class Status and Ranking Equality

The RAMHA bond securities being issued are classified as an existing class, meaning they are not a new security class being introduced to the market. This status indicates that RAM Income Capital has previously issued securities under this code or a similar bond structure, and the new placement is adding to an established security series. The existing class designation typically results in simpler ASX administrative processes and may already involve existing investor familiarity with the security terms and characteristics.

An important feature confirmed in the announcement is that the newly issued securities will rank equally in all respects from their issue date with the existing issued securities in that class. This means there is no waterfall hierarchy, subordination, or priority differences between the new bonds and any previously issued bonds of the same class. All holders benefit from identical terms, payment schedules, maturity dates, and creditor protections, creating a unified security class without dilution of rights for earlier investors or advantages for new entrants.

Regulatory Approval Conditions and Timetable

The company announcement confirms that no external approvals need to be obtained or other conditions satisfied before the placement can proceed on an unconditional basis. This streamlined approval pathway suggests that RAM Income Capital operates within a regulatory framework that permits corporate bond placements of this nature without additional governmental, regulatory, or shareholder consent requirements beyond standard ASX notification processes.

The proposed issue date of 12 August 2026 provides a clear timeline for investors and market participants. Settlement of the bonds is scheduled for this date, following ASX approval of the placement. The timeline allows sufficient opportunity for documentation finalisation, joint lead manager roadshows, investor subscription processes, and settlement preparations. From the announcement date of 27 July 2026 to the proposed issue date, a period of approximately 16 days is available for the completion of regulatory and administrative procedures, indicating a relatively compressed timetable typical of institutional bond placements.

Absence of Restricted Securities and Voluntary Escrow Arrangements

The company announcement confirms that none of the securities proposed to be issued will be restricted securities for the purposes of the ASX Listing Rules. Restricted securities typically carry trading restrictions or lock-up periods that limit the holder’s ability to sell or transfer the security, and are commonly used to manage shareholder alignment or comply with regulatory requirements. The absence of restriction status means that purchasers in this placement will have unrestricted trading rights from the issue date, subject only to standard market manipulation and insider trading prohibitions under the Corporations Act.

Additionally, the announcement states that none of the securities will be subject to voluntary escrow arrangements. Voluntary escrow is a contractual commitment by security holders to refrain from selling their holdings for a specified period, often used to demonstrate shareholder commitment or manage market expectations. The lack of escrow provisions indicates that bondholders will have complete trading freedom from settlement, allowing them to buy, sell, or redeem their positions in accordance with their individual investment strategies and cash requirements.

No Underwriting and Execution Risk Considerations

The company announcement explicitly confirms that the proposed bond issue will not be underwritten. In a standard underwritten placement, the joint lead managers would contractually commit to subscribe for any securities not taken up by other investors, thereby guaranteeing the full raise amount. The absence of underwriting in this structure means that the joint lead managers are acting in a best-efforts capacity, seeking to place the securities with institutional and retail investors but without a guarantee that the full 1,000,000 securities will be issued.

In a non-underwritten placement, there is execution risk that the company may raise less capital than the maximum AUD 100 million targeted, depending on investor demand and market conditions. However, non-underwritten structures are common in the Australian bond market for investment-grade issuers with established market access and reputable lead managers. The placement is subject to market reception, investor appetite, and prevailing interest rate conditions. The joint lead managers’ allocation of fees on a 0.25% JLM plus 0.75% selling fee basis incentivises active marketing and investor engagement to maximise the capital raised.