Westpac Banking Corporation · ASX:WBC
Westpac Banking — Merger or Acquisition (June 2015)
20 slides from Westpac Banking's merger presentation, Jun 16, 2015
Slide 1: Westpac Offer of Shares in BT Investment Management Limited
Westpac Offer of Shares in BT Investment Management Limited 16 June 2015 Westpac Banking Corporation ABN 33 007 457 141. Not for distribution or release in the United States
Slide 2: Disclaimer
Disclaimer NOT FINANCIAL PRODUCT ADVICE This presentation has been prepared by Westpac Banking Corporation (Westpac). This presentation is not financial product advice or investment advice nor a recommendation to acquire BT Investment Management ordinary shares and has been prepared without taking i
Slide 3: Disclaimer (continued)
Disclaimer (continued) FORWARD LOOKING STATEMENTS This document may contain certain forward-looking statements. The words 'anticipate', 'believe', 'expect', 'project', 'forecast', 'estimate', 'timely', 'intend', 'outlook', 'should', 'could', 'may', 'target', 'plan' and other similar expressions are
Slide 4: Westpac to conduct a partial sell-down in BTIM
Westpac to conduct a partial sell-down in BTIM Transaction summary • Westpac has announced its intention to sell part of its shareholding in BTIM via a fully-underwritten Institutional Offer of 55 million BTIM shares and a Retail Offer to Eligible BTIM and Westpac shareholders of up to 27 million BT
Slide 5: Offer Structure
Offer Structure Institutional Offer Retail Offer • Size: 55 million BTIM shares • Size: up to 27 million BTIM shares • Eligibility: BTIM or Westpac shareholders (in • Eligibility: Institutional investors in Australia Australia and New Zealand) on their respective and certain offshore jurisdictions i
Slide 6: Key dates
Key dates Event Date Retail Offer Record Date (7pm Sydney time) Thursday, 11 June 2015 BTIM Trading halt and announcement of Westpac partial sell-down Tuesday, 16 June 2015 Institutional Offer opens Tuesday, 16 June 2015 Institutional Offer closes Wednesday, 17 June 2015 BTIM shares recommence tradi
Slide 7: Financial implications for Westpac
Financial implications for Westpac • Sale is estimated to generate a gain of between $0.6bn - $0.7bn after tax – Based on sale of around 82m shares and includes an expected unrealised fair value gain on BTIM shares retained – Gain will be recorded in reported earnings but excluded from cash earnings
Slide 8: Appendix A: Risks
Westpac Offer of Shares in BT Investment Management Limited APPENDIX A: RISKS Westpac Banking Corporation ABN 33 007 457 141. Not for distribution or release in the US
Slide 9: Risks
Risks This section discusses some of the risks associated with an investment in BTIM. BTIM's business is subject to a number of risk factors, many of which are outside the control of BTIM, both specific to its business and of a general nature which may impact on its future performance and forecasts.
Slide 10: Risks (continued)
Risks (continued) Loss of key employees BTIM’s investment performance, retention of FUM and ability to attract new FUM is highly dependent on a small number of highly skilled investment managers. BTIM’s future growth is also dependent on its ability to attract and retain additional skilled investmen
Slide 11: Risks (continued)
Risks (continued) Competitive environment The funds management industry is highly competitive, with a significant number of existing investment professionals and new entrants regularly developing new products and establishing funds management businesses. Increased or better competition may result in
Slide 12: Risks (continued)
Risks (continued) Brand The use of the ‘BT’ brand is important to BTIM's distribution strategy and relationships in Australia. The use of the ‘BT’ brand by BTIM is governed by the Name Licensing Agreement with Westpac. The Name Licensing Agreement is due to expire on 1 October 2018. The inability to
Slide 13: Risks (continued)
Risks (continued) Information technology BTIM depends on information technology systems and platforms to operate its business. A disruption to, or failure of, one or more of these internal or third party systems in the normal course of business (which could lead to third party disruptions, liability
Slide 14: Risks (continued)
Risks (continued) Litigation BTIM may be exposed to litigation from time to time with third parties (including clients, regulators and investment professionals) in relation to professional negligence, investment losses or product liability claims. To the extent that the costs of such litigation are
Slide 15: Risks (continued)
Risks (continued) Price of BTIM shares may fluctuate There is no guarantee that the market price of BTIM shares will increase in the future, nor that the market price in the future will be the same as the current trading price of BTIM shares. The market price of BTIM shares may fall due to the facto
Slide 16: Risks (continued)
Risks (continued) Taxation Any change to the current rate of company income tax in jurisdictions where BTIM operates may impact on shareholder returns. Any changes to the current rates of income tax applying to individuals and trusts may similarly impact on shareholder returns. Liquidity risk The BT
Slide 17: Appendix B: International Selling Restrictions
Westpac Offer of Shares in BT Investment Management Limited APPENDIX B: INTERNATIONAL SELLING RESTRICTIONS Westpac Banking Corporation ABN 33 007 457 141. Not for distribution or release in the US
Slide 18: International selling restrictions
International selling restrictions This document does not constitute an offer of ordinary shares of BTIM ("Shares") in any jurisdiction in which it would be unlawful. In particular, this document may not be distributed to any person, and the Shares may not be offered or sold, in any country outside
Slide 19: International selling restrictions (continued)
International selling restrictions (continued) Norway This document has not been approved by, or registered with, any Norwegian securities regulator under the Norwegian Securities Trading Act of 29 June 2007. Accordingly, this document shall not be deemed to constitute an offer to the public in Norw
Slide 20: International selling restrictions (continued)
International selling restrictions (continued) United Kingdom Neither the information in this document nor any other document relating to the offer has been delivered for approval to the Financial Conduct Authority in the United Kingdom and no prospectus (within the meaning of section 85 of the Fina