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Westpac Banking Corp SECURITIES AND EXCHANGE COMMISSION FORM 6-K Current report of foreign issuer pursuant to Rules 13a-16 and 15d-16 Amendments Filing Date: 2008-10-02 | Period of Report: 2008-10-02 SEC Accession No. 0001104659-08-061624 (HTML Version on secdatabase.com) FILER WESTPAC BANKING CORP Mailing Address Business Address 575 FIFTH AVENUE 575 FIFTH AVENUE CIK:719245| IRS No.: 986008211 | Fiscal Year End: 0930 39TH FLOOR 39TH FLOOR Type: 6-K | Act: 34 | File No.: 001-10167 | Film No.: 081102347 NEW YORK NY 10017-2422 NEW YORK NY 10017-2422 SIC: 6029 Commercial banks, nec 2125511800 Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 October 2, 2008 Commission File Number 1-10167 WESTPAC BANKING CORPORATION (Translation of registrants name into English) 275 KENT STREET, SYDNEY, NEW SOUTH WALES 2000, AUSTRALIA (Address of principal executive office) Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F. Form 20-F x Form 40-F o Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): o Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): o Indicate by check mark whether the registrant by furnishing the information contained in this form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Act of 1934. Yes o No x If Yes is marked, indicate the file number assigned to the registrant in connection with Rule 12g3-2(b):82- Index to Exhibits Exhibit No. Description 1 Media Release St.George/Westpac merger Scheme Booklet released 2 Scheme Booklet Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 3 Scheme Booklet Supplement 2 SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. WESTPAC BANKING CORPORATION (Registrant) Date: October 2, 2008 By: /s/ Manuela Adl Manuela Adl SVP & Chief Operating Officer 3 Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Exhibit 1 Media Release 29 September 2008 St.George/Westpac merger Scheme Booklet released St.George Bank Limited today released the Scheme Booklet for the proposed merger with Westpac Banking Corporation. In the Scheme Booklet the St.George Board unanimously recommends that its shareholders vote in favour of the merger proposal, in the absence of a superior proposal. St.George Chairman, John Curtis, said: For St.George shareholders, the merger proposal provides an opportunity to receive an attractive upfront premium and also participate in the value which can be created in a larger and stronger financial services company particularly in uncertain economic times. The proposed merger is expected to generate significant benefits for shareholders, customers and employees including through revenue opportunities, cost synergies and lower funding costs, Mr Curtis said. Westpac Chairman, Ted Evans, said both the St.George and Westpac Boards support the merger proposal. In bringing the two organisations together we are seeking to preserve the best of both, and thereby create a large, more diverse company with opportunities for growth. We expect this transaction to deliver value for shareholders and create an even stronger financial institution, Mr Evans said. The release of the Scheme Booklet follows the Federal Court of Australia today making orders for the convening of a meeting of St.George shareholders to vote on the scheme of arrangement to give effect to the proposed merger. The Scheme Booklet has been registered with the Australian Securities & Investments Commission (ASIC). It is also available on the St.George merger proposal website: www.stgeorgemerger.com.au. The Scheme Booklet is expected to be mailed to St.George shareholders by Monday 13 October 2008. The Board of St.George unanimously recommends that St.George shareholders vote in favour of the merger proposal, in the absence of a superior proposal. In addition, the independent expert, Grant Samuel, considers that the merger proposal is fair and reasonable, and has therefore concluded that, in its opinion, the merger proposal is in the best interests of St.George shareholders, in the absence of a superior proposal. The reasons for the St.George directors recommendation are set out in the Scheme Booklet. Also contained in the Scheme Booklet is a summary of the independent experts report. St.George shareholders are advised to read the Scheme Booklet thoroughly before deciding whether or not to vote in favour of the merger proposal. St.George has also released a Scheme Booklet Supplement which contains additional information regarding the merger proposal, including the independent Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document 1 experts report. The Scheme Booklet Supplement is available on the St.George merger proposal website: www.stgeorgemerger.com.au. Shareholders meetings The St.George shareholders meetings to vote on the merger proposal will be held on Thursday 13 November 2008 at Exhibition Hall 1, Sydney Convention Centre, Darling Harbour, Sydney commencing at 10.00am (Sydney time). Timetable Key dates and times (Sydney time) as set out in the Scheme Booklet include: Tuesday 11 November 2008 at 12pm Last date and time by which proxy forms for the shareholders meetings must be received Tuesday 11 November 2008 at 7pm Date and time for determining eligibility to vote at the shareholders meetings Thursday 13 November 2008 at 10am St.George shareholders meetings to be held at Exhibition Hall 1, Sydney Convention and Exhibition Centre, Darling Harbour, Sydney Monday 17 November 2008 Court hearing for approval of the scheme of arrangement to give effect to the merger Monday 24 November 2008 at 7pm Expected scheme record date for determining entitlement to the Share Scheme Consideration (being the issue of 1.31 Westpac shares for each St.George share) Monday 1 December 2008 Expected implementation date for scheme. Issue of new Westpac shares and transfer of St.George shares to Westpac SAINTS holders and award option holders The Scheme Booklet also contains information about separate schemes of arrangement proposed for SAINTS holders and for award option holders. The Scheme Booklet will also be despatched to these security holders. Further information Further information in relation to the merger proposal is available by contacting the St.George InfoLine on 1800 804 457 (within Australia) or +61 3 9415 4024 (outside Australia) between 9.00am and 5.00pm (Sydney time) or by visiting www.stgeorgemerger.com.au Ends. For Further Information Jeremy Griffith David Lording St.George Corporate Relations Westpac Media Relations Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Ph: 02 9236 1328 Ph: 02 8253 3510 Ph: 0411 259 432 Ph: 0419 683 411 2 Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document Exhibit 2 Scheme Booklet This is an important document and requires your immediate attention. You should read this document in its entirety prior to deciding whether or not to vote in favour of the Merger Proposal. In addition to information for St.George Shareholders, this document provides information regarding a SAINTS Scheme and Option Scheme. Your Directors recommend that SAINTS Holders vote in favour of the SAINTS Scheme and Award Option Holders vote in favour of the Option Scheme, in each case in the absence of a superior proposal. If you are in any doubt as to how to deal with this document, please consult your financial, legal, tax or other professional adviser immediately. For a proposal to merge St.George Bank Limited (ABN 92 055 513 070) and Westpac Banking Corporation (ABN 33 007 457 141) VOTE YES Your Directors unanimously recommend that you vote in favour of the Merger Proposal, in the absence of a superior proposal Financial adviser to Legal adviser to St.George Bank Limited St.George Bank Limited St.George Bank Limited (ABN 92 055 513 070) Overview of this Scheme Booklet What is this Scheme Booklet for? This booklet contains information about the proposed merger of St.George and Westpac by way of a scheme of arrangement (referred to in this Scheme Booklet as the Merger Proposal). It provides holders of St.George Bank Limited ordinary shares (St.George Shareholders) with information to consider before voting on the Merger Proposal at the Share Scheme Meeting and Extraordinary General Meeting to be held on Thursday 13 November 2008. This booklet also provides: · SAINTS Holders with information to consider before voting on the SAINTS Scheme at the SAINTS Scheme Meeting to be held on Thursday 13 November 2008 after the Share Scheme Meeting and Extraordinary General Meeting (see Section 10 of this Scheme Booklet for details); and Copyright © 2012 www.secdatabase.com. All Rights Reserved. Please Consider the Environment Before Printing This Document · Award Option Holders with information to consider before voting on the Option Scheme at the Option Scheme Meeting to be held on Thursday 13 November 2008 after the SAINTS Scheme Meeting (see Section 11 of this Scheme Booklet for details). Why should St.George Shareholders vote? If you are a St.George Shareholder, you will have a say in whether the Merger Proposal is implemented.
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