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Westpac Stapled Preferred Securities (Westpac SPS II)

Transfer of Westpac SPS II on 30 September 2014

The information on this website page is for Australian residents only.

Westpac SPS II (ASX code "WBCPB") are no longer trading and were removed from official quotation on 30 September 2014.
 

On 30 September 2014, all outstanding Westpac SPS II on issue were transferred to the Nominated Party, being The Hongkong and Shanghai Banking Corporation Limited, Sydney Branch (HSBC), and holders of Westpac SPS II received:

  • $100 for each Westpac SPS II from HSBC; plus

  • The final distribution of $1.1424 per Westpac SPS II (provided the Westpac SPS II were held on 22 September 2014 – being the record date for the final distribution).
     

Following the transfer to HSBC, Westpac bought back all outstanding Westpac SPS II for their face value and arranged for their cancellation. Refer to the Transfer and Buyback confirmation notice lodged on the ASX on 30 September 2014:

 

Transfer and Buy-back notice: 30 September 2014 (PDF 46KB)

 

The Transfer Notice was lodged with the ASX on 30 July 2014 and was mailed, along with a letter, to holders of Westpac SPS II. See below the Transfer Notice, letter to SPS II holders and the Deed Poll referred to in the transfer notice:

Letter to SPS II holders: 30 July 2014 (PDF 56KB)

Transfer Notice: 30 July 2014 (PDF 53KB)

Deed poll: 30 July 2014 (PDF 342KB)

Amendments to Westpac SPS II terms

On 7 May 2014 Westpac announced amendments to the terms of Westpac SPS II to facilitate a Reinvestment Offer for Westpac Capital Notes 2, and Transfer to a nominated party on 30 September 2014.

 The amended terms were lodged with the ASX on 7 May 2014 and are available below:

ASX announcement: 7 May 2014 Amendments to Westpac SPS II Preference Share Terms
(PDF 234KB)


The Reinvestment Offer is now closed.
For more information about the Reinvestment Offer for Westpac Capital

Notes 2, visit the Westpac Capital Notes 2 website  or go to:

ASX announcement: 7 May 2014 Reinvestment Offer for Eligible Westpac SPS II Holders (PDF 43KB)

What were Westpac SPS II?

Each Westpac SPS II was a stapled security consisting of a:

  • Perpetual, unsecured, non-cumulative subordinated Note issued by Westpac's New York branch; stapled to
  • A Preference Share issued by Westpac.


Westpac SPS II were subordinated, unguaranteed securities, which paid fully franked, non-cumulative floating rate, quarterly distributions. Westpac SPS II were listed on the Australian Securities Exchange (ASX) under the code WBCPB and could be traded like any other securities listed on the ASX.


Further details on Westpac SPS II, were included in the Prospectus dated 2 March 2009.

Distributions on Westpac SPS II

Westpac SPS II offer holders preferred, non-cumulative and floating rate distributions. Westpac SPS II distributions were fully franked and accordingly offered investors received a combination of cash distributions and franking credits. However, their ability to use franking credits depended on their individual tax position. 


Distributions were calculated as follows:
(Distribution Rate x Issue Price x N) divided by 365.

The Distribution Rate was a floating rate and was set on the first Business Day of each Distribution Period using the following formula:
(Bank Bill Rate + Margin) x (1 - Tax Rate).
 

  • The margin was 3.80%

  • The Tax Rate is the Australian corporate tax rate applicable to the franking account of Westpac as at the Distribution Payment Date expressed as a decimal in the formula, 0.30

  • The issue price was $100.00 per Westpac SPS II

  • N = the number of days in the Distribution Period
     

The 90 day Bank Bill Rate was set on the first day of each Distribution Period.

 

Distribution payment history

Distribution Payment Date Distribution rate per annum  Cash amount of Distribution per Westpac SPS II  Number of days in the Distribution Period 
30 September 2014 4.5325% $1.1424 92
30 June 2014# 4.5173% $1.1262 91
31 March 2014 4.4835% $1.1055 90
31 December 2013 4.4497% $1.1216 92
30 September 2013 4.6253% $1.1658 92
1 July 2013 4.7950% $1.1955 91
2 April 2013 4.7670% $1.1754 90
31 December 2012 4.9630% $1.2509 92
2 October 2012 5.1427% $1.2962 92
2 July 2012 5.6420% $1.4066 91
2 April 2012 5.7493% $1.4334 91
3 January 2012 5.9698% $1.5047 92
30 September 2011 6.1437% $1.5485 92
30 June 2011 6.0818% $1.5163 91
31 March 2011 6.1320% $1.5120 90
31 December 2010 6.076% $1.5315 92
30 September 2010 6.048% $1.5244 92
30 June 2010 5.7528% $1.4343 91
31 March 2010 5.5370% $1.3653 90
31 December 2009 5.0073% $1.2621 92
30 September 2009 4.8720% $1.2280 92
30 June 2009 4.8568% $1.2242 92

# Eligible Westpac SPS II Holders who elected to participate in the Reinvestment Offer, received a pro-rata distribution of $1.0396 per reinvested Westpac SPS II on 30 June 2014. The pro-rata distribution was in respect of the period from (but excluding) 31 March 2014 to (and including 23 June 2014). This was the final distribution received on reinvested Westpac SPS II. For further information please refer to the Westpac Capital Notes 2 Prospectus on the Westpac Capital Notes 2 Offer page.

How to treat Westpac SPS II distributions in your individual tax return

Investors in Westpac SPS II should consult their own professional tax advisers regarding the consequences of acquiring, holding and disposing of Westpac SPS II in light of their particular circumstances, including how the distributions should be treated in their tax returns.
 

However, it is expected that for Australian resident investors, while the Notes remain stapled to the Preference Shares, distributions on the Westpac SPS II should be treated as non-share dividends and must be included in assessable income.
 

For Westpac SPS II investors required to prepare and lodge an individual tax return, the distributions on Westpac SPS II should generally be shown as income in the section entitled “Dividends”. The amount of distributions, excluding any franking credits, should be shown as the “Franked amount”. The amount of franking credits attached to the distributions should be shown as the “Franking credit”. In this way, Westpac SPS II distributions and any franking credits attached should generally be treated in the same way as dividends and franking credits received on an investment in Westpac ordinary shares.
 

The ATO issued a class ruling on 22 April 2009 that applies to investors who acquired Westpac SPS II from the Initial Purchaser under the Prospectus dated 2 March 2009. View a copy of the Class Ruling.

2012 and 2013 income tax returns

 This additional information will assist Australian resident individual holders of Westpac SPS II in preparing their 2012 and 2013 income tax returns. It is of a general nature only and it is recommended that investors seek their own professional advice on the taxation implications of investing in Westpac SPS II.
 

The Westpac SPS II distribution together with the attached franking credits for the quarter ended 30 June 2012 was paid on 2 July 2012* and should be included in assessable income in the income tax return for the year ending 30 June 2013. As a result you will only need to include the three quarterly distributions paid in the 2011/2012 income year in your income tax return for the year ended 30 June 2012.
 

Your income tax returns for the 2012 and 2013 income years will include Westpac SPS II distributions for the following periods, which reflect the dates the distributions were or are expected to be paid.
 

Income year ended 30 June 2012

  • Distribution for the quarter ended 30 September 2011 - paid 30 September 2011
  • Distribution for the quarter ended 31 December 2011 - paid 3 January 2012
  • Distribution for the quarter ended 31 March 2012 - paid 2 April 2012
     

Income year ended 30 June 2013

  • Distribution for the quarter ended 30 June 2012 - paid 2 July 2012*
  • Distribution for the quarter ended 30 September 2012 - expected to be payable 2 October 2012
  • Distribution for the quarter ended 31 December 2012 - expected to be payable 31 December 2012
  • Distribution for the quarter ended 31 March 2013 - expected to be payable 2 April 2013
     

The Westpac SPS II distribution for the quarter ended 30 June 2013 - expected to be paid on 1 July 2013 - will fall into the 2014 income year.
 

* As 30 June 2012 was not a business day, the Westpac SPS II distribution payment was made on the next business day, 2 July 2012, in accordance with the terms of the Westpac SPS II.

Information for former St.George hybrid holders

In accordance with the Exchange Notice issued by St.George Bank Limited (St.George) on 2 March 2009, St.George SPS, St.George CPS and St.George CPS II (St.George Hybrids) were redeemed by St.George on 31 March 2009 for their face value of $100 each. A final dividend for each St.George Hybrid was also paid on 31 March 2009.

Transaction confirmation statements and dividend advices were mailed to St.George Hybrid holders on 31 March 2009.


A copy of the Exchange Notice and taxation summary of the income tax implications of redemption of St.George Hybrids is attached below.

Exchange Notice and Taxation Summary (PDF 437KB)

Further enquiries

If you have any questions regarding the Westpac SPS II, please email our registrar, Link Market Services Limited (Link) at westpac@linkmarketservices.com.au or call the Westpac SPS II Information Line on 1300 551 909 Monday to Friday between 8.30am and 5.30pm (Sydney time).

ASX announcements


Nothing contained on this website or in the Prospectus constitutes financial product advice and this website, and the Prospectus have been prepared without taking into account your investment objectives, financial situation or particular needs. If, after reading this website and the Prospectus, you are unclear or have any questions, then you should consult your financial adviser or other professional adviser.
 

The information set out here is for Australian Residents only. Terms used on this site have the same meaning as those in the Westpac SPS II Prospectus dated 2 March 2009 and lodged with the Australian Securities and Investments Commission on that date.
 

Westpac SPS II were not registered under the US Securities Act, and were not offered or sold in the United States or to, or for the account or benefit of, a US Person. Therefore Westpac SPS II could not be sold, directly or indirectly, in the United States or to, or for the account or benefit of, US Persons, except in accordance with an available exemption from the registration requirements of the US Securities Act.