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MYSTATE LIMITED — M&A Activity 2025
Feb 6, 2025
65395_rns_2025-02-06_237f3c7f-77e2-4bde-a99e-9273681841ba.pdf
M&A Activity
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7 February 2025
Supreme Court of New South Wales approves Scheme
Auswide Bank Ltd (ASX: ABA) ( Auswide ) is pleased to announce that the Supreme Court of New South Wales ( Court ) has today made orders approving the proposal for MyState Bank Limited (a wholly owned subsidiary of MyState Limited (ASX:MYS)) to acquire 100% of the fully paid ordinary shares in Auswide by way of a scheme of arrangement ( Scheme ) as described in the Scheme Booklet in relation to the Scheme released to the ASX on 23 October 2024 ( Scheme Booklet ).
Auswide expects to lodge an office copy of the Court orders with the Australian Securities and Investments Commission ( ASIC ) on Monday, 10 February 2025, at which time the Scheme will become legally effective. Auswide will also request that the quotation of Auswide shares on the ASX be suspended from close of trading on Monday, 10 February 2025.
Scheme Consideration
Subject to the Scheme becoming effective, on implementation of the Scheme (expected to occur on Wednesday, 19 February 2025), eligible Auswide shareholders will receive 1.112 New MyState Shares for each Auswide Share held on the Record Date at 7.00pm (AEDT) (6.00pm Queensland time) on Wednesday, 12 February 2025 ( Scheme Consideration ). Ineligible Foreign Shareholders will receive their pro rata share of the Proceeds under the Sale Facility instead of Scheme Consideration (expected to be by no later than Wednesday, 19 March 2025).
Timetable
The remaining key dates of the Scheme are set out below:
| Date | Event |
|---|---|
| Monday, 10 February 2025 | Effective DateCourt order is lodged with ASIC and Scheme takes effect and last day oftradingin Auswide Shares |
| Close of trading on Monday,10 February2025 | Suspension from TradingSuspension of Auswide Shares from tradingon ASX |
| Tuesday, 11 February 2025 | New MyState Shares commence trading on a deferred settlement basisNew MyState Shares expected to commence trading on a deferredsettlement basis |
| 7.00pm (AEDT) (6.00pmQueensland time),Wednesday, 12 February2025 | Record DateRecord date for determining entitlement to receive Scheme Consideration |
| Wednesday, 19 February2025 | Implementation DateDate the Scheme will be implemented and Scheme Consideration will bepaid to Scheme Participants |
| Thursday, 20 February 2025 | New MyState Shares commence trading on a normal settlement basisFirst day of trading in New MyState Shares on ASX on a normal settlementbasis |
| Friday, 21 February 2025 | Dispatch of holding statements for New MyState Shares |
|---|---|
| Issue of holding statements (or equivalent documents) to Scheme | |
| Participants(other than Ineligible Foreign Shareholders)1 | |
| By no later than Wednesday, | Ineligible Foreign Shareholders |
| 19 March 2025 | Payment of Proceeds to Ineligible Foreign Shareholders |
Shareholder Information Line
For further information, please refer to the Scheme Booklet. If you have any questions regarding the Scheme or the Scheme Booklet, you should contact the Auswide Shareholder Information Line on 1300 271 819 (within Australia) or +61 3 9415 4812 (outside Australia) on Monday to Friday (excluding public holidays in Australia) between 8.30am and 5.00pm (AEDT) until 28 February 2025 or visit https://events.miraqle.com/auswide-scheme.
Unless otherwise defined, capitalised terms in this announcement have the meaning given to them in the Scheme Booklet.
This announcement has been authorised by the Company Secretary.
Doug Snell Bill Schafer BCom CA Managing Director Chief Financial Officer and Company Secretary +61 0414 887 659 +61 7 4150 4075 [email protected] [email protected]
About Auswide Bank Ltd
Auswide Bank became Australia’s tenth and Queensland’s third Australian owned bank, listed and trading on the ASX, on April 1, 2015. The company had operated as a building society since 1966. Auswide Bank has an Australian Credit Licence and an Australian Financial Services Licence issued by ASIC and is an Authorised Deposit-taking Institution prudentially supervised by the Australian Prudential Regulation Authority. Auswide Bank offers Australians an extensive range of personal and business banking products & services issued directly or in partnership with leading service providers via an omni-channel distribution strategy which includes branches, strategic relationships and online & digital channels.
1 Ineligible Foreign Shareholders will be entitled to receive their pro rata share of the Proceeds under the Sale Facility, instead of the Scheme Consideration, as described in sections 3.11 and 3.12 of the Scheme Booklet.