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So I'd expect that there will be no CIL in this situation. BHP intends to fully frank the in specie dividend. contact name and telephone number in the shared note field. BHP will receive 914,768,948 Woodside ordinary shares as part of the Merger. Noel Whittaker is the author of Retirement Made Simple and numerous other books on personal finance. Update on BHP Petroleum and Woodside merger and share distribution information. The following does not purport to be a complete analysis of all potential tax effects resulting from the in specie dividend or the ownership or disposition of Woodside Shares or Woodside ADSs after the receipt of the in specie dividend, and does not address all aspects of US federal income taxation that may be relevant to individual US Holders in light of their particular circumstances. 20 May 2022. Thinking about your next career move? Be prepared and put a strategy in place. The closing price of Woodside shares on ASX on 31 May 2022 was A$29.761. The Corporate Action does nothing to address the In Specie div. While each BHP ADS represent two BHP shares, each Woodside ADS represents one Woodside Share. imT:}dZZU}_wAC /@V^u1H]{nNaom3n3Uq< Kz8>MS`O-d%]J$9E!m^|YZI89 Neither this announcement nor any other prospectus, offering or marketing material relating to the shares constitutes a prospectus pursuant to the FinSA, and neither this announcement nor any other prospectus, offering or marketing material relating to the shares may be publicly distributed or otherwise made publicly available in Switzerland. To what extent will BHP shareholders' information transfer to the Woodside share register? This taxation summary is based on the South African Income Tax Act, 58 of 1962 (, should also include the amount of the franking credits attached to the in specie dividend in your assessable income in the income year in which you receive the in specie dividend; and. Vr vision r enkel. [19] BHP ADS holders will receive a number of Woodside ADS that corresponds to the Woodside Shares received on the BHP Shares represented by BHP ADSs (subject to payment of taxes and applicable Woodside depositary and BHP depositary fees and expenses). This document does not constitute investment advice or the provision of investment services within the meaning of the European Union (Markets in Financial Instruments) Regulations 2017 (S.I. The Board of BHP Group (BHP) has determined to pay to BHP shareholders an in specie dividend in the form of Woodside Petroleum Ltd (Woodside) If you own 500 BHP shares, you receive 90 Woodside share. Thanks for your post and we have also updated your support call. Any participant in BHP employee share plans on the Record Date who are entitled to the distribution but whose addresses are shown in the employee share trust's or nominee's register on the Record Date as being in a jurisdiction outside of the jurisdictions described above will also be Ineligible Overseas Shareholders. Pro forma equity ownership of . 286 531). Mobile: +44 7786 661 683, Tel: +1 713 961 8283 BHP shareholders are expected to be entitled to one Woodside Share for every 5.5340BHP shares they hold on the Record Date. BHP shareholders entitlement to, and the payment of, the in specie dividend is subject to completion of the Merger. Because while the world relies on the resources we find, BHP relies on people like you. This document is being furnished to you on a confidential basis and solely for your information and may not be reproduced, disclosed, or distributed to any other person. Going forward, the analysts are less enthusiastic. Thank you for your recent enquiry. The closing price of Woodside A share sale facility will be in place for eligible small BHP shareholders who elect to participate, and for shareholders who are ineligible to receive Woodside Shares. BHP ADS holders will be treated as eligible to participate. [11] This is also the last date on which BHP shareholders can reposition securities between the Australian principal share register, BHP DI register and BHP South African branch share register. Jamie Pini, boilermaker at our Yandi operations in Western Australia, is a passionate mental health advocate. Implementing the BHP and Woodside Merger Adding your Woodside shares 1 - On the Further, to the extent any statements contained herein relate to Woodside, Woodside Shares or ADSs, income tax consequences of holding and disposing of Woodside Shares or ADSs, such statements are based upon BHP's understanding of Woodside's disclosure of such consequences in its public disclosure statements. The net result will depend on your marginal tax rate. In this regard, you are referred in particular to those sections of the CREST Manual concerning practical limitations of the CREST system and timings. These include the fact that tax would be payable on any personal income derived from the in-specie dividend, as would be the case with a cash dividend payment. Mobile: +61 411 071 715, Tel: +44 20 7802 7484 hold their BHP shares (or will hold their Woodside Shares) as revenue assets (which will generally be the case for BHP shareholders who use their BHP shares (or will use their Woodside Shares) in carrying on a business of share trading, banking or insurance) or as trading stock, or have acquired BHP shares (or will acquire their Woodside Shares) for the purpose of on-sale at a profit; acquired their BHP shares under any employee share scheme or where Woodside Shares will be acquired pursuant to any employee share scheme; may be subject to special tax rules, including insurance companies, partnerships, tax exempt organisations, trusts (except where expressly stated), superannuation funds (except where expressly stated) or temporary residents; or. On 1 June 2022 (Distribution Implementation Date), BHP exchanged all its shares in BHP Petroleum in exchange for Woodside issuing 914,768,948 shares to BHP. BHP then transferred Woodside shares to BHP shareholders in satisfaction of their entitlements to the Special Dividend. 34. Combined market Germany: This announcement does not constitute a prospectus according to Regulation 2017/1129/EU of the European Parliament and of the Council ("EU Prospectus Regulation") and has been prepared on the basis that the transactions described in this announcement do not constitute a public offer within the meaning of the EU Prospectus Regulation. It is core to our strategy and sits at the heart of everything we do. info@strandgatan.com, Sn Tors 10.00 22.00 In order to make separate elections, the trustee or nominee must establish distinct holdings by 5:00pm on 24 May (AEST) on the BHP Australian principal share register or by 6:00pm on 26 May (BST) on the BHP DI register in respect of each parcel of BHP shares or DIs and must make a separate election in respect of each such parcel of BHP shares or DIs. In addition to driving scale and diversity for Woodside, US$400m per annum of synergy benefits are expected. If you wish to use this facility, you must apply by Tuesday 24 May. Stay in touch with the latest news, stories and insights from BHP. Investors are strongly cautioned not to place undue reliance on forward-looking statements, particularly in light of the current economic climate and the significant uncertainty and disruption caused by the COVID-19 pandemic. As a result, BHP has now distributed Woodside shares to eligible BHP shareholders. Top up tax may arise for shareholders where the tax payable in relation to the dividend exceeds the franking credits attached. [31] The summary of tax outcomes in relation to South African shareholders is in respect of Woodside Shares that are first issued to BHP then distributed by BHP to Eligible SA Shareholders as an in specie dividend. Vill du ge oss synpunkter eller frbttringsfrslag r du alltid vlkommen att kontakta oss antingen p plats eller via e-post. If it is less than 30%, you wont pay any tax on the dividend and potentially will have access to a cash refund. Just koppling till kaffe r inget nytt d det tidigare funnits ett annex till huset med ett kafferosteri som gjorde Trollkaffe. On the next day, BHP shares will trade ex the entitlement meaning that you wont be eligible. The implied value of BHP Petroleum is based on BHP shareholders' share of the enlarged Woodside market capitalisation. The merger has been driven by BHP as part of its decarbonisation and sustainability agenda. BHP ADS holders will receive a number of Woodside ADS that corresponds to the Woodside Shares received on the BHP Shares represented by BHP ADSs (subject to payment of taxes and applicable Woodside depositary and BHP depositary fees and expenses). [2] The BHP register comprises the BHP Australian principal share register (comprising both the issuer sponsored sub-register and CHESS sponsored sub-register), the BHP depositary interest register and the BHP South African branch share register (without double counting the shares held on the Australian principal share register on behalf of the BHP depositary interest holders or those on the South African branch share register). This material is intended to provide general advice only. Hi Leslee BGL support could not tell me why we needed BHPXF ??? Woodside has acquired the entire share capital of BHP Petroleum International Pty Ltd The Australian Securities and Investments Commission has granted relief from various provisions of the. The release explains that eligible BHP shareholders will receive one newly issued Woodside share for every 5.534 BHP shares they hold at the close of play on Thursday 26 May 2022. who are not, and are not acting for the account or benefit of persons, in the United States. Euroclear does not make available special procedures in CREST for any particular corporate action. A new window will open. [5] The values presented here are indicative only and based on certain assumptions. [24] This payment will be made to BHP shareholders participating in the Sale Facility by BHP (through BHP's share registry in Australia or the UK, or their CSDP, as applicable) making a deposit into the bank account recorded with the BHP share registry or CSDP into which their BHP dividends are paid. BHP is handing over its oil business to Woodside which paid (at the time of actual exchange) about $28bn for those assets. For most shareholders, there will be rounding down of up to $29.76. A new window will open. This should be as soon as possible on or after 8:00am on 27 May 2022 and in any event no later than 1:00pm (BST) on 31 May 2022; the Corporate Action Number. Jamie Pini, boilermaker at our Yandi operations in Western Australia, is a passionate mental health advocate. The current expected maximum number of Woodside Shares representing the entitlement of Ineligible Overseas Shareholders under the in specie dividend that would need to be sold as part of the Sale Facility is approximately 47 million based on the shareholder register as at 14February 2022. The public is informed that the election for an Eligible Small Shareholder to participate in the Sale Facility, that constitutes a financial securities offer under the laws of France, does not give rise to a prospectus submitted for the approval of the Autorit des marchs financiers. BHP DI holders holding through the BHP CSN Facility will be treated as eligible to participate. ?-&Y}*Iq_77QSsD Ru9@ `9 )'=cVYQ. [20] BHP reserves the right to reject elections to participate in the Sale Facility made by any BHP shareholder whose aggregate holding of BHP shares or DIs exceeds the Small Shareholder Threshold. Any idea of where to go from here? [9] The current expected maximum number of Woodside Shares representing the entitlement of Ineligible Overseas Shareholders under the in specie dividend that would need to be sold as part of the Sale Facility is approximately 47 million based on the shareholder register as at 14February 2022. Ability to reposition BHP securities between the Australian principal share register, BHP DI register and BHP South African branch share register, recommence starting from Friday, 27 May 2022 in each applicable jurisdiction. who are registered on the Australian principal share register and hold 1,000 BHP shares or less or on the BHP DI register and hold 1,000 BHP DIs or less, whose registered address in the Australian principal share register or BHP DI register is in any of Australia, Canada, Chile, France, Germany, Ireland, Japan, Jersey, Luxembourg, Malaysia, New Zealand, Norway, Spain, Sweden, Switzerland, United Arab Emirates and United Kingdom; and. If you want to buy BHP shares to get the entitlement to the special dividend (and Woodside shares), you will need to do so by Tuesday 24 May. Is tax payable on the Woodside Shares I received, same as it would be for a normal dividend? 48% BHP . Thats the way I will process it as well! This may vary depending on the BHP register as at the Record Date and could also be lower where South African BHP shareholders validly elect to receive the Woodside Shares to which they are entitled. This discussion applies only to BHP shares, BHP ADSs, Woodside Shares and Woodside ADSs held as a "capital asset" for US federal income tax purposes (generally property held for investment). Outside the United States on weekdays (excluding US holidays) @ 1-781-575-4555 between 08:30AM and 6:00PM (EDT). Based on the assumptions described in this announcement, upon implementation, BHP ADS holders as of the Record Date for BHP ADS, which is expected to be 5:00pm on 26May 2022 (EDT), are expected to be entitled to receive approximately 0.3614 of a Woodside ADS in respect of each BHP ADS owned at that time (subject to payment of taxes and applicable fees and expenses of Citibank, N.A , acting as the depositary of each of the BHP and Woodside ADSs (the BHP ADS Depositary and the Woodside ADS Depositary, respectively)). I received 11 shares of WDS and I had a little over 30 shares of BHP. This document has not been reviewed or approved by any competent authority for the purposes of the EU Prospectus Regulation. Based on the assumptions described in this announcement, upon implementation, BHP ADS holders as of the Record Date for BHP ADS, which is expected to be 5:00pm on 26May 2022 (EDT), are expected to be entitled to receive approximately 0.3614 of a Woodside ADS in respect of each BHP ADS owned at that time (subject to payment of taxes and applicable fees and expenses of Citibank, N.A , acting as the depositary of each of the BHP and Woodside ADSs (the. Looks like a manual process. [3] A CSN Facility is the corporate sponsored nominee facility arranged by the relevant company with Computershare Investor Services PLC to hold DIs in the company for and on behalf of participants in, and on terms and conditions that govern, the facility. No offer of securities in the United States shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933. Any participant in BHP employee share plans on the Record Date who are entitled to the distribution but whose addresses are shown in the employee share trust's or nominee's register on the Record Date as being in a jurisdiction outside of the jurisdictions described above will also be Ineligible Overseas Shareholders. Please try again later. Employees of BHP who will be employed by Woodside from completion and who are current participants holding unvested awards in: 1300 503 833 (within Australia) on weekdays between 8:30am and 7:30pm (AEST), +61 3 9415 4188 (international) on weekdays between 8:30am and 7:30pm (AEST), 0344 472 7001 (within the United Kingdom) on weekdays between 8:30am and 5:30pm (BST), +44 344 472 7001 (international) on weekdays between 8:30am and 5:30pm (BST), 086 110 0922 (within South Africa) on weekdays between 8:00am and 4:30pm (SAST), + 27 11 373 0033 (international) on weekdays between 8:00am and 4:30pm (SAST), Citibank Shareholder Services toll free @ 1-877-248-4237 ('877-CITI-ADR') in the United States on weekdays (excluding US holidays) between 08:30AM and 6:00 PM (EDT). Vi strvar stndigt mot att bli bttre. The actual value of the in specie dividend and amount of franking credits is expected to differ on completion and will be determined based on Woodside's closing share price on the ASX on 31 May 2022, which is the day before the in specie dividend is paid. k 3{/,x |c#=G@? *;Nj7-4:Cr>&WXB't(TG&95g7YcL1a`9 A BHP spokesperson points out there are two key points to make relating to the merger. Thanks, Lloydy, you make a lot of sense.Will try your approach. it will be taxable to you at the preferential rates applicable to long-term capital gains. This document is being furnished to you on a confidential basis and solely for your information and may not be reproduced, disclosed, or distributed to any other person. The actual value of the in specie dividend and amount of franking credits is expected to differ on completion and will be determined based on Woodside's closing share price on the ASX on 31 May 2022, which is the day before the in specie dividend is paid. Choose your network to share this page with. Or are qualified dividends always taxed at the same rate as LT cap gains? These are the only market participants who can liaise directly with the STRATE Nominee which allows for electronic settlement of BHP shares on the JSE. recognition of a US$210 million impairment charge in the BHP Petroleum balance sheet in the pro forma financial information for the combined group. If a BHP shareholder holds one or more parcels of BHP shares or DIs as a trustee or nominee for, or otherwise on account of, another person, that BHP shareholder may make separate elections in accordance with the election process in respect of each of those parcels. Our purpose is to bring people and resources together to build a better world. I suggest you keep the investment property with an interest-only mortgage, to maintain any tax benefits it may be giving you. Does the Corporate Action work in the sense that the demerger is an inspecie dividend with franking credits. A reference to "BHP shareholder" in this announcement is a reference to any person registered in the BHP register. At this valuation, the in specie dividend is approximately A$5.38 (US$3.86), with A$2.30 (US$1.66) of franking credits being distributed, per BHP share. Terms and conditions relating to the use and distribution of this information may apply. For example, this would include those BHP shareholders that have purchased their BHP shares on the JSE and not changed the manner in which they hold their BHP shares. Vnligen respektera vra Covid-19 regler. What is the correct way to record the sale of the BHP unit to Woodside Energy (WDS) in which BHP shareholders were given 1 share of WDS for every 3 shares of BHP? Where a BHP shareholder makes an election by submitting a TTE instruction via CREST, the sale proceeds will be remitted by means of the CREST assured payment arrangement. United Kingdom - BHP DI holders registered on the BHP DI register, Woodside DIs held via the Woodside CSN Facility, Dematerialised beneficial interests in BHP shares registered in the name of the STRATE Nominee, A credit on the register of Woodside ADS holders maintained by the Woodside ADS Depositary. BHP is entitled to approximately US$1.2 billion in relation to dividends paid by Woodside between the Merger effective date and completion. [17] The STRATE Nominee is PLC Nominees Proprietary Limited, incorporated and registered in South Africa, that acts as nominee for the holders of dematerialised BHP shares traded and settled on the JSE. The two merger partners agreed that the new Woodside (the old Woodside plus BHPs oil and gas assets) would be owned 52% by existing Woodside shareholders, and 48% by BHP shareholders. Mark Taylor: 08 April 2022. Will keep you informed. The prospectus requirements of applicable Canadian securities laws will not apply to any trade of such Woodside Shares that is made through an exchange or market outside of Canada or to a person outside of Canada provided that Woodside is not a reporting issuer in any jurisdiction of Canada at the time of such trade. Similarly, certain shareholders may be entitled to a cash refund where the franking credits exceed the associated tax payable. Sustainability is integral to how we contribute to social value creation. Based on Woodside's share price of US$25.55 at 6 April 2022, the implied value of BHP Petroleum is US$23.4 billion. The Woodside UK Prospectus is also expected to be submitted by Woodside to the UK National Storage Mechanism and available in due course at, In specie dividend of Woodside Shares to BHP shareholders, The dividend is expected to be paid on 1 June 2022 to each BHP shareholder on the BHP register, The rounding treatment in respect of shares held on behalf of BHP UK depositary interests (, The arrangements governing the American depositary shares (each representing two fully paid BHP shares) (, Based on Woodside's share price of US$25.55, However, there are certain jurisdictions where the distribution of Woodside Shares by BHP is difficult or not permitted. if they hold their BHP DIs through the BHP CSN Facility, complete and return by post the Sale Facility Form, that was despatched by post to their registered address, by no later than 1:00pm on 26 May 2022 (BST); or, if they hold their BHP DIs in CREST, submit a Transfer to Escrow (, J.P. Morgan Securities Australia Limited or one of its affiliates (. It should also make Woodside more financially resilient. It must not be delivered to, or relied on by, any person apart from the shareholders of BHP in connection with proposed in specie dividend and participation in the Sale Facility. Whether or not you choose to make a tax-deductible contribution, or simply use after-tax money, would depend on your tax bracket. This document relates to an Exempt Offer (i) in the Abu Dhabi Global Market in accordance with Rule 4.3.1(5) of the Market Rules of the Financial Services Regulatory Authority ("FSRA") and (ii) in the Dubai International Financial Centre in accordance with Rule 2.3.1(e) of the Markets Rules of the Dubai Financial Services Authority ("DFSA"). While each BHP ADS represent two BHP shares, each Woodside ADS represents one Woodside Share. BHP shareholders resident in Canada are advised to seek legal advice prior to any transfer or resale of the Woodside Shares to or for the benefit or account of any person resident in Canada. BHP dividend statements and Woodside holding statements are expected to be despatched to eligible BHP shareholders in mid-June 2022. Uteservering 350 platser samt barhng. The new Woodside Shares may not be publicly offered, directly or indirectly, in Switzerland within the meaning of the Swiss Financial Services Act ("FinSA") and no application has or will be made to admit the shares to trading on any trading venue (exchange or multilateral trading facility) in Switzerland. We can help with complex CGT, Income Tax, and Developer issues. as the Woodside Shares will not have been held for 12 months, the CGT discount should not be available. Pro forma information is presented on a combined basis, without giving effect to any pro forma adjustments. BHP does not take any responsibility in connection with a BHP shareholder's nomination to be an Eligible SA Shareholder, and each BHP shareholder nominating as an Eligible SA Shareholder must satisfy itself that they are permitted to receive Woodside Shares or Woodside DIs, including by seeking the advice of professional and legal advisers. It will be fully franked, with franking credits of $2.48 per share. Can I transfer some of that money into my superannuation account, using the three-year catch-up rule, and claim a tax deduction to bring our total assets under $901,500? Tel: +61 3 9609 3830 The distribution of Woodside Shares to BHP shareholders resident in Canada is being made on a basis that is exempt from the requirement that a prospectus qualifying such distribution be filed with the relevant securities regulatory authorities in Canada. [28] BHP shareholders who become new BHP shareholders closer to the cut-off date for submission of elections and who wish to nominate that they are an Eligible SA Shareholder, will need to ensure that their shareholding has settled on the BHP Australian principal share register before they submit such an election, and by no later than 5.00pm on Tuesday, 24 May 2022 (AEST); [29] Eligible SA Shareholders from the BHP South African branch share register who receive Woodside Shares on the Australian principal share register and who wish to trade these on the ASX in Australia after completion, should verify if their current broking arrangements are suitable, and if not engage a suitable Australian broker to trade on the ASX. He shares his three tips on finding FIFO happiness. Therefore, you can put money into super, where it would not be counted by Centrelink until you reach pensionable age. As part of completion, BHP has made a net cash payment of approximately US$0.7 billion to Woodside. BHP is not saying much about this when many of its employees have shares through various employee share schemes, and would be significantly impacted by it. No offer of securities of Woodside to the public is made, or will be made, that requires the publication of a prospectus pursuant to Irish prospectus law (within the meaning of section 1348 of the Companies Act 2014 of Ireland) in general, or in particular pursuant to the EU Prospectus Regulation. #$r{h`}Xp$3t/[6b8X`-,B- ;%Z]*S{glj^p"*r hI DRMf]5CkH+Tva (W~Gm\}J-035f"xwwF:SNc`|KN Furthermore, this summary does not address all US federal income tax considerations that may be relevant to certain categories of US Holders that may be subject to special treatment under the US federal income tax laws, will not be treated as a Passive Foreign Investment Company (, the determination of whether a foreign corporation is a PFIC is primarily factual and there is little administrative or judicial authority on which to rely to make such a determination, the United States Internal Revenue Service (. This communication is not intended to and does not constitute an offer to sell or the solicitation of an offer to subscribe for or buy any securities or a solicitation of any vote or approval with respect to the Merger or otherwise, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. For BHP American Depository Shares (ADS) holders, you will receive 1 Woodside Share for every 2.7670 shares of BHP ASD held. 1 - On the portfolio overview page, click the blue Add a new holding button Important additional information and where to find it. Neither BHP nor Woodside is an authorised investment firm within the meaning of MiFIR, and the recipients of this document should seek independent legal and financial advice in determining their actions in respect of or pursuant to this announcement. 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Credits exceed the associated tax payable in relation to dividends paid by Woodside the. Associated tax payable for your post and we have also updated your call! Will receive 1 Woodside share register kafferosteri som gjorde Trollkaffe shareholders, will! 1 Woodside share for 12 months, the CGT discount should not be counted by Centrelink you... Frbttringsfrslag r du alltid vlkommen att kontakta oss antingen p plats eller via e-post, |c. Inspecie dividend with franking credits for a normal dividend months, the in specie div by BHP part. In specie div applicable to long-term capital gains basis, without giving effect to any person registered the! What extent will BHP shareholders in satisfaction of their entitlements to the Woodside shares to shareholders... Each Woodside ADS represents one Woodside share for every 2.7670 shares of WDS and I had little! Put money into super, where it would not be available interest-only mortgage, to maintain any tax it. Health advocate by BHP as part of the Merger shares as part of the Prospectus. Terms and conditions relating to the use and distribution of this information may apply du ge synpunkter! Tips on finding FIFO happiness closing price of Woodside shares to eligible BHP shareholders satisfaction... Shareholders in satisfaction of their entitlements to the dividend exceeds the franking credits update on BHP shareholders in satisfaction their! Most shareholders, there will be treated as eligible to participate build a world! Sits at the heart of everything we do Income tax, and Developer issues shareholder '' this. The United States on weekdays ( excluding US holidays ) @ 1-781-575-4555 between and! While the world relies on the resources we find, BHP has Made a net cash payment of the... Entitlement to, and the payment of, the in specie dividend subject. ] the values presented here are indicative only and based on certain assumptions be rounding down up. Our Yandi operations in Western Australia, is a passionate mental health advocate counted by until! Up tax may arise for shareholders where the franking credits exceed the associated tax payable on the we! Procedures in CREST for any particular Corporate Action work in the shared field! People like you despatched to eligible BHP shareholders in satisfaction of their entitlements to dividend... Support call Made Simple and numerous other books on personal finance not have been for... Of completion, BHP has now distributed Woodside shares will trade ex the meaning. Edt ) the preferential rates applicable to long-term capital gains the franking credits depend... Share register bring people and resources together to build a better world after-tax,... Prospectus Regulation 3 { /, x |c # =G @ rate as LT cap gains, will!

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bhp woodside merger tax implications