Investor Presentaiton
ANZ Capital Notes 9
KEY TERMS: MANDATORY CONVERSION DATE
Mandatory Conversion
•
On 20 September 2033 (Mandatory Conversion Date), subject to satisfaction of the Mandatory Conversion Conditions, the Notes will mandatorily
Convert into a variable number of ANZGHL Ordinary Shares at a 1% discount to the 20 business day VWAP¹, unless previously Converted,
Redeemed or Resold or Written Off following a Trigger Event
The number of ANZGHL Ordinary Shares issued following Conversion on the Mandatory Conversion Date is subject to the Maximum Conversion
Number which is calculated as 50% of the Issue Date VWAP (i.e. the average ANZGHL Ordinary Share price over 20 Business Days prior to the issue
date of the Notes)
2.
Mandatory Conversion
Conditions
3.
Intention of Mandatory
Conversion Conditions
Deferral of Conversion
•
1.
The VWAP on the 25th business day before (but not including) a possible Mandatory Conversion Date is greater than 56.00% of the Issue Date
VWAP
The VWAP during the 20 business days before (but not including) a possible Mandatory Conversion Date is greater than 50.51% of the Issue Date
VWAP
ANZGHL Ordinary Shares remain listed and admitted to trading and trading has not been suspended for 5 consecutive Business Days before,
and the suspension is not continuing on, the Mandatory Conversion Date and no Inability Event exists (ie. ANZBGL or ANZGHL is not prevented
by applicable law or court order (such as insolvency, winding-up or external administration of ANZBGL or ANZGHL) or another reason from
converting the Notes)
•
The Mandatory Conversion Conditions are intended to provide protection on Conversion (other than following a Trigger Event) to Holders from
receiving less than approximately $101 worth of ANZGHL Ordinary Shares per Note on the Mandatory Conversion Date and ensuring that those
ANZGHL Ordinary Shares are capable of being sold on the ASX
If any of the Mandatory Conversion Conditions are not satisfied, the Mandatory Conversion Date will be deferred until the next quarterly
Distribution Payment Date on which all of those conditions are satisfied
Notes may remain on issue indefinitely if those conditions are not satisfied
1.
The VWAP during the 20 business days on which trading in ANZGHL Ordinary Shares took place immediately preceding (but not including) the Mandatory Conversion Date that is used to calculate the number of Ordinary
Shares that Holders receive may differ from the Ordinary Share price on or after the Mandatory Conversion Date. This means that the value of ANZGHL Ordinary Shares received may be more or less than anticipated when
they are issued or thereafter.
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