Capabilities

• Transactional Banking
• Loan Markets
• Securitisation
• Public Debt markets
• Structured and Portfolio Asset Finance

Transactional Banking

NSW Government
Westpac provides transactional banking services to all NSW Government Agencies (excluding state-owned corporations) for a five-year term that has been in effect since 1 April 2008.

The services provided include transactional banking, purchasing card facilities and customer payment and collection. While Westpac is the incumbent service provider to a large number of government agencies, the additional bodies include eight area health services and 2,300 schools.

This deal consolidates Westpac's position as the pre-eminent provider of transactional banking in Australia, including the governments of New South Wales, Tasmania, Victoria, South Australia and the Northern Territory.

Federal Government
Westpac also provides extensive transactional banking services to the Commonwealth, with over 90 Federal Government names clustered in various Departments and Agencies in the portfolio. Westpac is focussed on meeting the unique compliance obligations (Core Protocols) and service requirements of the Commonwealth and has contributed to various Government thought leadership and innovation initiatives.

Recent efforts have resulted in strong growth in this sector in 2009, including growth in both transactional revenues and term deposits. Furthermore, a large number of Federal Government agencies have awarded Westpac their transactional banking business during this period which can be expected to continue to drive this growth in coming years.

Loan Markets

Loan Markets
Westpac has been a leader in Australian loan markets, a position illustrated by the volume and value of transactions we have executed over the course of 2008 and 2009. Westpac has been a consistent leader in the loan markets in Australia and New Zealand over recent years through strong client focus, innovative solutions and superior execution capabilities. In 2009, Westpac was the Arranger on client transactions with a value in excess of US$25.6 billion against total market volumes of approximately US$40 billion (US$24.6 billion in Australia and approximately US$1.0 billion in New Zealand).

Westpac's leadership position is illustrated both by the mandates and the recognition it has received in prominent and unique leverage, project and infrastructure transactions, and across the broader Australian and New Zealand syndicated and bilateral loan markets.

Syndications
Westpac Institutional Bank continues to be a leader in the Australian syndicated loan market, demonstrated by our No.1 Mandated Arranger league table ranking for the first half of 2010.¹ This has continued on from our strong performance in 2009, where we arranged client transactions in excess of US$25.6 billion against total market volumes of circa US$40 billion (US$24.6 billion in Australia and approximately US$1.0 billion in New Zealand). In an environment of restricted capital, clients have relied on our significant market experience and distribution capabilities to ensure their financing needs are met. Our achievements have been highlighted through Lead Arranger roles on some of the largest transactions to date during 2010, including Asciano, Australand Holdings, Billabong International and Sonic Healthcare.

1 Thomson Reuters: First Half 2010 Australia Loans - Mandated Arranger

Leveraged & Acquisition Finance
Westpac Institutional Bank's Leveraged and Acquisition Finance team has completed over 25 transactions during the last three years and continues to be one of the leading players in the market. Our strong capability covers from mid- to larger sized transactions and we have been a Mandated Lead Arranger on a number of key leveraged transactions over the course of the last year, including being a Mandated Lead Arranger of Archer Capital's purchase of MYOB, Advent Private Capital's investment in Genesis Care, CHAMP's purchase of Centric Wealth, Ironbridge's purchase of Easternwell, Catalyst's purchase of Actrol parts, and Crescent Capital's purchase of Bay Audiology Quadrant's purchase of Media Monitors, Providence's purchase of Study Group and Carlyle and TPG's bid for Healthscope.²

2 Shareholder vote scheduled for 22nd September 2010

Project and Infrastructure Finance
Westpac Institutional Bank has broad experience in Australasian project finance, and strong capabilities to lead large and ground-breaking transactions. Recently, we successfully closed and syndicated a seven-year syndicated debt facility for the Victorian Desalination Plant, a Public-Private Partnership (PPP) transaction for the state of Victoria. The Victorian Desalination Plant is a $3.5 billion plant, which will supply up to 150 billion litres of water a year to Melbourne, South Gippsland and Western Port towns. The PPP was the largest undertaken in Australia for the year and has been funded during a time of significant scarcity of capital. Westpac Institutional Bank is ranked in the top few Lead Arrangers in Australasian project finance and was number one based on the Dealogic Project Finance Review for the nine months to 30 September 2009.

Securitisation

Over the past 18 months, Westpac Institutional Bank has been active in the public ABS market, and has lead arranged and lead managed several transactions including:

• $1,000 Million Progress 2010-1 Trust (AMP Bank)
• $850 Million REDS Trust Series 2010-1 (Bank of Queensland)
• $650 Million Harvey Trust Series 2010-1 (Credit Union Australia)
• $673 Million SMHL Series 2010-1 (Members Equity Bank)
• $1,000 Million Torrens Series 2010-1 (Bendigo and Adelaide Bank)
• $300 Million Illawarra Series 2010-1 (IMB Limited)
• $1,500 Million Torrens Series 2010-2 (Bendigo and Adelaide Bank)
• $252 Million Conquest Series 2010-2 (Mystate Financial)
• $416 Million Firstmac Series 1-2010 (Firstmac Limited).

Westpac Institutional Bank's Securitisation team finances in excess of $15 billion of assets in Australia and New Zealand through its balance sheet and Waratah Receivables Corporation, which is also one of the largest Asset-Backed Commercial Paper (ABCP) securitisation conduits in the Australian market.

Public Debt markets

Westpac Institutional Bank is a leader in AUD and NZD wholesale and retail bond markets. We consistently rank number one in relevant deal league tables and our product expertise ranges from plain vanilla highly rated deals through to complex structured capital transactions. We can provide our clients with access to both large wholesale investors and small retail accounts and have the depth of experience to be able to offer relevant and appropriate structuring and execution advice. Through alliances with other capital market leaders, like Bank of America Merrill Lynch, we can also give our local clients access to the US market. Our liability management team has conducted the large majority of transactions completed in Australia since 2000 and we can offer our clients unrivalled help when public debt requires restructuring.

Structured and Portfolio Asset Finance

Westpac Institutional Bank is a leading equipment financier in Australia and New Zealand, with a portfolio of assets in excess of A$10 billion. Our team of Asset Finance specialists has extensive experience in arranging and structuring innovative financing solutions across a full range of products in both Structured and Portfolio Asset Finance. We support our clients through comprehensive 'whole of life' asset financing, which facilitates capital efficient balance sheet funding to augment growth. Recent notable transactions include: structured asset finance transactions across flagship aircraft operators in Australia and Asia; motor vehicle fleet for Australian State and Federal Government; execution of significant Master Lease facilities in Australia and New Zealand across the spectrum of corporate industry specialisation; and port, infrastructure and IT assets for the New Zealand Government and District Health Boards.