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Australia and New Zealand Banking Group Ltd. — Capital/Financing Update 2007
Dec 20, 2007
10425_rns_2007-12-20_ebfe7896-dab8-4b92-a619-60d080160e07.pdf
Capital/Financing Update
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Appendix 3B New issue announcement
Rule 2.7, 3.10.3, 3.10.4, 3.10.5
Appendix 3B
New issue announcement, application for quotation of additional securities and agreement
Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.
Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000, 30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.
Name of entity
AUSTRALIA AND NEW ZEALAND BANKING GROUP LIMITED ( “ ANZ ” )
ABN
11 005 357 522
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough space).
| 1 +Class of+securities issued or to be issued 2 Number of+securities issued or to be issued (if known) or maximum number which may be issued 3 Principal terms of the+securities (eg, if options, exercise price and expiry date; if partly paid +securities, the amount outstanding and due dates for payment; if +convertible securities, the conversion price and dates for conversion) |
Fully paid ordinary shares |
|---|---|
| 51,282,533 | |
| Terms of the securities will be the same as the terms of the existing ordinary shares. |
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 1
Appendix 3B New issue announcement
- 4 Do the[+] securities rank equally in all Yes. respects from the date of allotment with an existing[+] class of quoted +securities?
If the additional securities do not rank equally, please state:
-
the date from which they do
-
the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment
-
the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
-
5 Issue price or consideration
-
6 Purpose of the issue (If issued as consideration for the acquisition of assets, clearly identify those assets)
| 20,500,208Shares at $27.33 |
|
|---|---|
| 28,270,906Shares at $27.71 |
|
| 1,419,904Shares at Nil Consideration |
|
| 931,126Shares at $28.24 |
|
| 9,250Shares at $12.98 |
|
| 18,750Shares at $13.91 |
|
| 24,000Shares at $14.20 |
|
| 750Shares at $14.61 |
|
| 8,625Shares at $16.33 |
|
| 4,841Shares at $17.34 |
|
| 18,645Shares at $17.55 |
|
| 8,017Shares at $17.60 |
|
| 14,770Shares at $18.03 |
|
| 15,614Shares at $18.22 |
|
| 1,500Shares at $18.55 |
|
| 35,627Shares at $20.68 |
|
| 160,389 shares issued on exercise of options. | |
| 20,500,208 shares issued under Dividend | |
| Reinvestment Plan (“DRP”). | |
| 1,419,904 shares issued under Bonus Option | |
| Plan (“BOP”). | |
| 931,126 shares issued to trustee to hold for the | |
| beneficial interest of employees under the ANZ | |
| Employee Share Acquisition Plan. | |
| 28,270,906 shares issued to UBS Nominees | |
| Pty Ltd (ABN 32 001 450 522) pursuant to the | |
| Underwriting Agreement dated 25 October 2007 | |
| between ANZ and UBS AG, Australian Branch | |
| (ABN 47 088 129 613) (“UBS”), under which | |
| UBS agrees to fully underwrite the balance of | |
| ANZ’s 2007 final dividend, payable on 21 | |
| December 2007, which has not been reinvested | |
| by shareholders participating in the DRP or | |
| foregone by shareholders under the BOP. |
- See chapter 19 for defined terms.
Appendix 3B Page 2
1/1/2003
Appendix 3B New issue announcement
| 7 Dates of entering+securities into uncertificated holdings or despatch of certificates 8 Number and +class of all +securities quoted on ASX (_including_the securities in clause 2 if applicable) |
11,201 Shares 05-Dec-07 5,423 Shares 06-Dec-07 6,445 Shares 07-Dec-07 19,985 Shares 10-Dec-07 18,638 Shares 11-Dec-07 8,774 Shares 12-Dec-07 954,078 Shares 13-Dec-07 38,147 Shares 14-Dec-07 8,549 Shares 17-Dec-07 8,598 Shares 18-Dec-07 4,354 Shares 19-Dec-07 7,323 Shares 20-Dec-07 50,191,018 Shares 21-Dec-07 |
11,201 Shares 05-Dec-07 5,423 Shares 06-Dec-07 6,445 Shares 07-Dec-07 19,985 Shares 10-Dec-07 18,638 Shares 11-Dec-07 8,774 Shares 12-Dec-07 954,078 Shares 13-Dec-07 38,147 Shares 14-Dec-07 8,549 Shares 17-Dec-07 8,598 Shares 18-Dec-07 4,354 Shares 19-Dec-07 7,323 Shares 20-Dec-07 50,191,018 Shares 21-Dec-07 |
|---|---|---|
| Number | +Class | |
| 1,919,777,590 | Fully paid ordinary shares |
|
| 10,000,000 | 2003 ANZ Stapled Exchangeable Preferred Securities |
|
| AUD1195m 5.00% Transferable Certificate of Deposits (“TCD”) due May 2008 AUD600m Floating Rate TCD due May 2008 AUD400m Floating Rate TCD due March 2009 AUD27m Floating Rate Senior Notes due September 2009 AUD1025m 6.00% TCD due March 2009 AUD800m 6.00% TCD due March 2010 AUD1050m Floating Rate TCD due March 2010 AUD310m 7.00% TCD due September 2010 AUD365m Floating Rate TCD due September 2010 AUD500m 6.00% TCD due March 2011 AUD800m Floating Rate TCD due March 2011 AUD600m 6.50% TCD due November 2011 AUD750m Floating Rate TCD due November 2011 AUD150m 7.25% TCD due September 2012 AUD205m Floating Rate TCD due September 2012 AUD350m 6.50% Subordinated Notes due May 2014 AUD380m Floating Rate Subordinated Notes due May 2014 |
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 3
Appendix 3B New issue announcement
| 9 Number and+class of all +securities not quoted on ASX (_including_the securities in clause 2 if applicable) 10 Dividend policy (in the case of a trust, distribution policy) on the increased capital (interests) |
AUD300m 6.00% Subordinated Notes due August 2015 AUD400m Floating Rate Subordinated Notes due August 2015 AUD300m 6.25% Subordinated Notes due May 2016 AUD300m Floating Rate Subordinated Notes due May 2016 AUD350m 6.50% Subordinated Notes due March 2017 AUD350m Floating Rate Subordinated Notes due March 2017 AUD100m 7.30% Subordinated Notes due August 2017 AUD100m Floating Rate Subordinated Notes due August 2017 AUD290m 7.75% Subordinated Notes due October 2017 AUD310m Floating Rate Subordinated Notes due October 2017 |
AUD300m 6.00% Subordinated Notes due August 2015 AUD400m Floating Rate Subordinated Notes due August 2015 AUD300m 6.25% Subordinated Notes due May 2016 AUD300m Floating Rate Subordinated Notes due May 2016 AUD350m 6.50% Subordinated Notes due March 2017 AUD350m Floating Rate Subordinated Notes due March 2017 AUD100m 7.30% Subordinated Notes due August 2017 AUD100m Floating Rate Subordinated Notes due August 2017 AUD290m 7.75% Subordinated Notes due October 2017 AUD310m Floating Rate Subordinated Notes due October 2017 |
|---|---|---|
| Number | +Class | |
| 20,528,946 | Options on issue | |
| 350,000 | 2003 Redeemable Preference Shares. |
|
| 750,000 | 2003 Redeemable Preference Shares (Series 2). |
|
| 500,000 | December 2004 Euro Preference Shares |
|
| 9,000 | June 2007 Sterling Preference Shares |
|
| Same as existing fully paid ordinary shares. |
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval required?
- See chapter 19 for defined terms.
Appendix 3B Page 4
1/1/2003
Appendix 3B New issue announcement
| 12 Is the issue renounceable or non- renounceable? 13 Ratio in which the+securities will be offered 14 +Class of+securities to which the offer relates 15 +Record date to determine entitlements 16 Will holdings on different registers (or subregisters) be aggregated for calculating entitlements? 17 Policy for deciding entitlements in relation to fractions 18 Names of countries in which the entity has+security holders who will not be sent new issue documents Note: Security holders must be told how their entitlements are to be dealt with. Cross reference: rule 7.7. 19 Closing date for receipt of acceptances or renunciations 20 Names of any underwriters 21 Amount of any underwriting fee or commission 22 Names of any brokers to the issue 23 Fee or commission payable to the broker to the issue 24 Amount of any handling fee payable to brokers who lodge acceptances or renunciations on behalf of+security holders 25 If the issue is contingent on +security holders’ approval, the date of the meeting |
|
|---|---|
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 5
Appendix 3B New issue announcement
| 26 | Date entitlement and acceptance |
|---|---|
| form and prospectus or Product | |
| Disclosure Statement will be sent to | |
| persons entitled | |
| 27 | If the entity has issued options, and |
| the terms entitle option holders to | |
| participate on exercise, the date on | |
| which notices will be sent to option | |
| holders | |
| 28 | Date rights trading will begin (if |
| applicable) | |
| 29 | Date rights trading will end (if |
| applicable) | |
| 30 | How do+security holders sell their |
| entitlements_in full_through a | |
| broker? | |
| 31 | How do+security holders sell_part_ |
| of their entitlements through a | |
| broker and accept for the balance? | |
| 32 | How do+security holders dispose |
| of their entitlements (except by sale | |
| through a broker)? | |
| 33 | +Despatch date |
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of securities
34 Type of securities ( tick one )
-
(a) a Securities described in Part 1
-
(b)[All other securities ]
Example: restricted securities at the end of the escrowed period, partly paid securities that become fully paid, employee incentive share securities when restriction ends, securities issued on expiry or conversion of convertible securities
Entities that have ticked box 34(a)
- See chapter 19 for defined terms.
Appendix 3B Page 6
1/1/2003
Appendix 3B New issue announcement
Additional securities forming a new class of securities
Tick to indicate you are providing the information or documents
35 If the[+] securities are[+] equity securities, the names of the 20 largest holders of the additional[+] securities, and the number and percentage of additional[+] securities held by those holders
36 If the[+] securities are[+] equity securities, a distribution schedule of the additional +securities setting out the number of holders in the categories 1 - 1,000 1,001 - 5,000 5,001 - 10,000 10,001 - 100,000 100,001 and over
37 A copy of any trust deed for the additional[+] securities
Entities that have ticked box 34(b)
38 Number of securities for which +quotation is sought 39 Class of +securities for which quotation is sought
40 Do the[+] securities rank equally in all respects from the date of allotment with an existing[+] class of quoted +securities? If the additional securities do not rank equally, please state: • the date from which they do • the extent to which they participate for the next dividend, (in the case of a trust, distribution) or interest payment • the extent to which they do not rank equally, other than in relation to the next dividend, distribution or interest payment
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 7
Appendix 3B New issue announcement
41 Reason for request for quotation now Example: In the case of restricted securities, end of restriction period (if issued upon conversion of another security, clearly identify that other security)
Number +Class
42 Number and[+] class of all[+] securities quoted on ASX ( including the securities in clause 38)
- See chapter 19 for defined terms.
Appendix 3B Page 8
1/1/2003
Appendix 3B New issue announcement
Quotation agreement
-
1 +Quotation of our additional +securities is in ASX’s absolute discretion. ASX may quote the[+] securities on any conditions it decides.
-
2 We warrant the following to ASX.
-
The issue of the[+] securities to be quoted complies with the law and is not for an illegal purpose.
-
There is no reason why those[+] securities should not be granted[+] quotation.
-
An offer of the[+] securities for sale within 12 months after their issue will not require disclosure under section 707(3) or section 1012C(6) of the Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers for the securities in order to be able to give this warranty
-
Section 724 or section 1016E of the Corporations Act does not apply to any applications received by us in relation to any[+] securities to be quoted and that no-one has any right to return any[+] securities to be quoted under sections 737, 738 or 1016F of the Corporations Act at the time that we request that the[+] securities be quoted.
-
If we are a trust, we warrant that no person has the right to return the +securities to be quoted under section 1019B of the Corporations Act at the time that we request that the[+] securities be quoted.
-
3 We will indemnify ASX to the fullest extent permitted by law in respect of any claim, action or expense arising from or connected with any breach of the warranties in this agreement.
-
4 We give ASX the information and documents required by this form. If any information or document not available now, will give it to ASX before[+] quotation of the[+] securities begins. We acknowledge that ASX is relying on the information and documents. We warrant that they are (will be) true and complete.
Sign here: ............................................................ Date: 21 December 2007 Company Secretary
Print name: John Priestley
== == == == ==
- See chapter 19 for defined terms.
24/10/2005 Appendix 3B Page 9