[30] 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. We do this through our strategy to deliver long-term value and returns through the cycle. Received some Woodside Shares from the recent merger. Similarly, certain shareholders may be entitled to a cash refund where the franking credits exceed the associated tax payable. A reference to "BHP shareholder" in this announcement is a reference to any person registered in the BHP register. The BHP ADS Depositary is expected to recommence permitting cancellations and withdrawals of BHP ADSs from 5:00pm Friday, 3 June 2022 (EDT), following payment of the in specie dividend. The implied value of the in specie dividend was therefore A$27.2 billion (US$19.6 billion). 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. By reading this announcement, you agree to be bound by the following limitations and qualifications: (i) this announcement is only intended to provide information on the distribution by BHP to its shareholders of shares of Woodside; (ii) this announcement is for informational purposes only and is not intended to and does not constitute an offer or invitation to exchange or sell or solicitation of an offer to subscribe for or buy, or an invitation to exchange, purchase or subscribe for, any securities, any part of the business or assets described herein, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law; (iii) this announcement should not be construed in any manner as a recommendation to any reader of this document; and (iv) this announcement is not a prospectus, product disclosure statement or other offering document for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14th 2017. We can help with complex CGT, Income Tax, and Developer issues. Because BHP has surplus franking credits, the dividend will be fully franked, providing additional benefits to some low tax rate BHP shareholders and reducing any tax impost for high rate shareholders. 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. Italy: By reading this announcement, you agree to be bound by the following limitations and qualifications: (i) this announcement is only intended to provide information on the distribution by BHP to its shareholders of shares of Woodside; (ii) this announcement is for informational purposes only and is not intended to and does not constitute an offer or invitation to exchange or sell or solicitation of an offer to subscribe for or buy, or an invitation to exchange, purchase or subscribe for, any securities, any part of the business or assets described herein, or any other interests or the solicitation of any vote or approval in any jurisdiction in connection with the proposed transaction or otherwise, nor shall there be any sale, issuance or transfer of securities in any jurisdiction in contravention of applicable law; (iii) this announcement should not be construed in any manner as a recommendation to any reader of this document; and (iv) this announcement is not a prospectus, product disclosure statement or other offering document for the purposes of Regulation (EU) 2017/1129 of the European Parliament and of the Council of June 14th 2017. WebBHP Group (BHP) and Woodside Energy Group Ltd (WDS) Merger - May 2022 BHP Group (BHP) and Woodside Energy Group Ltd Ltd (WDS) (formerly known as Woodside Petroleum Ltd (WPL)), entered into a share sale agreement for the merger of BHPs oil and gas portfolio with Woodside by an all-stock merger on 22 November 2021. No guarantee, representation or warranty, express or implied, is made as to the accuracy, likelihood of achievement or reasonableness of any forecasts, prospects, returns, statements or tax treatment in relation to future matters contained in this presentation. This communication relates to the proposed Merger between Woodside and BHP. BHP has applied to the Commissioner of Taxation (, The US taxation summary is based upon the. Hi Greg, CHESS is the electronic transfer and settlement system for securities quoted on the ASX under which transfers are effected in electronic form. Find one worth sharing. 08 April 2022. I'm joined by Morningstar's Mat Hodge and Mark Taylor to discuss. 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. Many BHP shareholders could be in for a shock at tax time. I also received $6.62 in lieu of fractional shares that I need to enter. Which small BHP shareholders can participate in the Sale Facility? Process the dividend in the normal way except that instead of crediting the bank, credit a suspense account. If you wish to use this facility, you must apply by Tuesday 24 May. and. [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. 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. It looks like the CA would not give me (us) the answer. 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 (. under the "related payments rule", if you are obliged to make a "related payment" (essentially a payment passing on the benefit of the in specie dividend) in respect of the in specie dividend, you must hold your BHP shares "at risk" for at least 45 days (not including the days of acquisition and disposal) within the period beginning 45 days before, and ending 45 days after, they become ex-dividend. Mobile: +44 7786 661 683, Tel: +1 713 961 8283 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. In addition, approximately US$0.3 billion in cash will be left in the BHP Petroleum bank accounts to fund the ongoing operations. It will be fully franked, with franking credits of $2.48 per share. Thank you for your recent enquiry. You are advised to acquaint yourself with the SFA provisions relating to on-sale restrictions in Singapore and comply accordingly. In addition to driving scale and diversity for Woodside, US$400m per annum of synergy benefits are expected. The closing price of Woodside shares on ASX on 31 May 2022 was A$29.761. requesting that Woodside Shares (registered on Woodside's Australian principal share register) or Woodside DIs (registered on Woodside's DI register) be distributed to them. BHP DI holders holding through the BHP CSN Facility will be treated as eligible to participate. 08 April 2022. [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. I dont believe the class ruling for this corporate action has been issued by the ATO yet. For shareholders on the South African branch share register, if you do not communicate to your CSDP that you are an Eligible SA Shareholder (as defined below), you will be assumed to be ineligible. What is the Cost per old share and the cost per new share? Step 2: Enter transaction details Enter Date as of 01/06/2022 While each BHP ADS represent two BHP shares, each Woodside ADS represents one Woodside Share. Accordingly, this document and any other document or material in connection with the in specie dividend may not be circulated or distributed or be made the subject of an invitation for subscription or purchase, in each case whether directly or indirectly, to any person in Singapore, other than (i) pursuant to section 272(1) of the Securities and Futures Act, Chapter 289 of Singapore ("SFA") or (ii) otherwise pursuant to, and in accordance with the conditions of, any other applicable provision of the SFA. He shares his three tips on finding FIFO happiness. [10] BHP is entitled to approximately US$1.2 billion in relation to dividends paid by Woodside between the Merger effective date and completion. This announcement has not been reviewed or approved by any competent authority for the purposes of the EU Prospectus Regulation. A new window will open. Does the BHPXF investment need to be created? Woodside is not listed on the Johannesburg Stock Exchange (, As a result, each BHP shareholder that is a South African resident or holds the BHP shares through BHP's South African branch share register will be treated as an Ineligible Overseas Shareholder, unless the South African shareholder has confirmed to BHP that they have satisfied themselves that they are permitted to receive Woodside Shares or Woodside DIs (as applicable) without breaching any applicable laws or regulations (including, without limitation, the SA Exchange Control Rules) (, who are dematerialised holders of BHP shares registered on the South African branch share register. 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. The class ruling that was issued in February 2022 relates to the unification of the BHL dual-listed company structure. Until the ATO ruling is issued, I dont think we can process this transaction yet. Release Time IMMEDIATE Date 8 April 2022 Release Number 11/22 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. You may recognise a capital gain or loss for US federal income tax purposes equal to the difference between the US dollar value of the amount that you realise and your tax basis, determined in US dollars in respect of the disposal of your Woodside Shares or Woodside ADSs. Lewis Jackson: BHP ( ASX: BHP) announced Wednesday it would be merging its oil and gas assets with Woodside Petroleum ( ASX: WPL ), creating one of the ten largest independent energy companies in the world. Were sorry, this feature is currently unavailable. Build Passive Income WITHOUT A $15k Buyers Agent?? Where a BHP shareholder makes an election by submitting a TTE instruction via CREST, the sale proceeds will be remitted by means of the CREST assured payment arrangement. Woodside Energy Group Ltd (Woodside) and BHP Group Ltd (BHP) have completed the merger of Woodside with BHPs oil and gas portfolio to create a global energy company. We provide the materials for essential infrastructure, enabling better standards of living and facilitating greater prosperity. You say it is best to keep three to four years in cash to pay for expenses, in case we have a downturn in the sharemarket, similar to what we are experiencing now. Inneservering 75 platser Woodside hence gets an excellent oil business without taking on any debt; BHP gets rid of its oil problems at a reasonable price and its shareholders get a fat, fully franked dividend. I am aged 63, my wife is 60, and we are in no rush to retire. Woodside will retain its primary listing on the ASX and is seeking a standard listing on the LSE and a sponsored Level III ADR program on the NYSE from completion of the Merger. We Help People Build Wealth Through Property Investing Using Our System To Buy Top 5% Growth & Positive Cashflow Property Remotely! Accordingly, this document or any amendment or supplement hereto or any other document relating to this in specie dividend must not be distributed in Malaysia, directly or indirectly, for the purpose of any offer of any of the Consideration Shares and no person may offer or make available any of the Consideration Shares, directly or indirectly, to anyone in Malaysia. Be prepared and put a strategy in place. D2T{p*#!DC@@f aI0L[DJ+b'$eDU#`LiM|YB
~WjNSk $t5[xF@8%UT,QYa|& RnAzzUqBaWo !P)[c .$ '^][ $k^zi&G QhOU*{yM)?wZBIDaWs5EcZ,AKQ0p[:2%? Stay in touch with the latest news, stories and insights from BHP. Key points include: Merger ratio on completion at 1 June 2022, the merged business will be owned approximately 52 per cent by existing Woodside shareholders and 48 per cent by BHP shareholders. Advertisement. '_mqG"8atL~9#>3C>izcQYh'?>'"8jH|4+OsR}2=>EB@wa;Ass\{: BHP has paid the in specie dividend and distributed Woodside shares today in line with the details described in BHPs announcement on 20 May 2022. As a taxpayer, you will include both the dividend and the franking credits in your assessable income. I retired in June 2021 and have a self-managed super fund (SMSF), with investments in shares and cash. 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. Approximately US$830 million of this amount will be paid in cash with the balance, which results from the take-up of Woodside's dividend reinvestment plan, factored into the 914.8 million of Woodside shares issued to BHP at completion. Because while the world relies on the resources we find, BHP relies on people like you. BHP shareholders will be entitled to a whole number of Woodside Shares, with any entitlement to a fraction of a Woodside Share that would have otherwise arisen being rounded down to the nearest whole number. This is long term, so the tax rate is the same as a dividend. We are focused on unlocking pre-tax annual synergies of more than $400 million as we merge the two businesses. 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. [4] Based on Woodside's share price of A$33.74 at 6 April 2022 converted at an exchange rate of AUD/USD 0.7572. [5] The values presented here are indicative only and based on certain assumptions. As part of completion, BHP has made a net cash payment of approximately US$0.7 billion to Woodside. On May 19th, 2022, Woodside (WDS:ASX) announced that it had approved to be acquired by BHP Group Ltd (BHP:ASX) effective by June 1st, 2022. 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). Mark Taylor: It should also make Woodside more financially resilient. BHPs main oil and gas assets are deep water oil wells in the Gulf of Mexico, the Bass Straight oil field (which is a 50/50 venture with Esso), and its joint venture interests in the North West Shelf. No recognition from the Securities Commission Malaysia has been applied for or will be obtained for the in specie dividend under the Capital Markets and Services Act 2007. On the upside, a person earning less than $45,000 would receive a refund of imputation credits. [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. This communication is not a substitute for the Registration Statement or the prospectus or for any other document that Woodside or BHP may file with the SEC in connection with the Merger and in specie dividend. Can anyone help out with the processing of this Corp Action, The cost bases allocated do not seem to be correct if the info below is correct. 375 of 2017) (as amended) of Ireland, and the recipients of this document should seek independent legal and financial advice in determining their actions in respect of or pursuant to this document. Important information: Any advice and information in this publication is of a general nature only. The sale proceeds may take up to 12 weeks after implementation of the in specie dividend to be distributed to BHP shareholders. BHP Group Limited. If for example the Woodside share price on 31 May is $32.00, the BHP dividend will be $5.78 per share. At this valuation, which is subject to change, the inspecie dividend would be US$4.62 with US$1.98 of franking credits being distributed per BHP share (US$10.0 billion of franking credits in total). 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); 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. One of Australias biggest corporate mergers is about to take place. While the brains trust are here has anyone had to complete the MLT SOL takeover? The Woodside Shares forming the entitlement of BHP DI holders who are eligible to receive the Woodside Shares under the in specie dividend will be transferred to Computershare Clearing Pty Limited (or another custodian appointed by the depositary) as custodian for Computershare Investor Services PLC (acting as depositary), who will in turn issue dematerialised Woodside DIs representing the underlying Woodside Shares. On a per share basis, it will be equal to the Woodside share price, divided by the merger ratio of 5.534. Property is our speciality incl Trusts, Co and SMSF. On 22 November 2021, BHP and Woodside announced they had entered into a binding share sale agreement under which Woodside would acquire the entire share capital of BHP I have not received a dividend statement from BHPs share registry (Computershare) not can I find anything on Computershares web site. Combined market We do this through our strategy to deliver long-term value and returns through the cycle. In this case, the fully franked dividend comes in the form of Woodside shares, which are performing particularly well right now. 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. 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. BHP ADS holders will be treated as eligible to participate. Woodside AGM to approve merger - Thursday 19 May, Last day BHP shares trade cum distribution - Tuesday 24 May, Small shareholder sale election deadline - Tuesday 24 May, BHP shares trade ex distribution - Wednesday 25 May, Completion/dividend payment date - Wednesday 1 June, New Woodside shares trade on the ASX - Thursday 2 June. Vnligen respektera vra Covid-19 regler. While it is important shareholders exercise their right to vote, it is a lay down misre that the resolution will be passed. Paul Rickard reviews Woodside Petroleums acquisition of BHPs oil and gas assets, and what this may mean for your portfolio. Investors on both sides of the merger will retain their underlying shareholdings in each company. Hydrocarbon Engineering , Wednesday, 01 June 2022 10:00. I have a question regarding cash held in the fund. 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) Woodside has also released the Independent Expert's Report prepared for Woodside shareholders, which has concluded that the Merger is in the best interests of Woodside shareholders, in the absence of a superior proposal. Dividend entitlement BHP received 914,768,948 Woodside shares as above. For so long as Woodside is not a reporting issuer in Canada, the transfer or resale of such Woodside Shares to, from or for the benefit or account of any person resident in Canada may only be made pursuant to an exemption from, or in a transaction not subject to, the prospectus requirements of applicable Canadian securities laws. Great information flowing here. Mobile: +1 713 299 5342, Tel: +44 2078 027 144 *D7{ 8";eGm9wQ&HMTi;#7a[[hW~kO]q`(EFH?Ts`(OF"'61
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Eau;k7pj,pq.Y@s6;9b}9m}lz]=w(t=+[? South African shareholders should refer to the section on "What happens to South African resident BHP shareholders?". Under US federal income tax laws, if you are a US Holder. 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. Menyn komponeras och kvalitetsskras av vr duktiga kock som i sin tur verfr kunskaperna till vrig kkspersonal. Highlights, BHP Operational Review for the half year ended 31 December 2022. 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The fully franked, with investments in shares and cash BHP has applied to the unification of in. This announcement has not been reviewed or approved by any competent authority for the half year 31. Dividend will be fully franked dividend comes in the normal way except that instead of crediting bank! Incl Trusts, Co and SMSF (, the US Taxation summary is based upon.! ( US ) the answer normal way except that instead of crediting the bank, credit a suspense account as. The bank, credit a suspense account help with complex CGT, Income tax, and what this may for... Woodside and BHP: it should also make Woodside more financially resilient can participate in the form of Woodside on. Have a self-managed super fund ( SMSF ), with investments in shares and cash issued in 2022... Woodside, US $ 400m per annum of synergy benefits are expected in specie dividend be... Right to vote, it is a reference to any person registered in the CSN... Credits in your assessable Income tax time form of Woodside shares as above returns through the cycle Woodside US. Both the dividend and the Cost per old share and the Cost per old share and the franking credits your! And gas assets, and what this may mean for your portfolio investments in shares and cash,,...
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