(27 May 2008 – Australia) Westpac has announced the formal agreement following from the two week due diligence process.St George Bank and Westpac Banking Corporation have officially announced that, following the successful completion of due diligence by both organisations, they have signed a Merger Implementation Agreement (MIA).
This reflects the key commercial terms which have been agreed by the boards and under which the recommended proposal will be put to a vote of St George shareholders.
The MIA is subject to a limited number of standard condition precedents, including no material adverse change, no prescribed occurrences and obtaining all necessary regulatory approvals.
Regulatory approval will need to come from the Federal Treasurer, APRA and the ACCC. The merger is also conditioned on an independent expert report recommending that the transaction is in the best interests of St George shareholders.
There will be an allowance for A$700m in integration and transaction costs, as well as pre-tax cost synergies equivalent to 20 to 25 percent of St George cost base from common infrastructure and scale economies.
A new combined Westpac Board will be created, and will include an additional three St George members. The current St George chairman, John Curtis, will take up the position of deputy chairman.