bhp woodside merger tax implications

The closing price of Woodside Mobile: +61 411 071 715, Tel: +44 20 7802 7484 wyf;RA]S1TG/l]d2hy]"^&m6BI}C/ RNS is approved by the Financial Conduct Authority to act as a Primary Information Provider in the United Kingdom. I hope that Corporate Action gives the same result! iDP>=[_4P\"g\q|;Na*g8$R[xw'`$Ns5}@;U?Di#g ? 8G$80]Zp9,r$e0n@7YzRa)Y]1?w|C+/e[ RN#Xb;pLh^tJ^Z3nq&t>r) BHP shareholders who become new BHP shareholders close to the cut-off date for submission of elections and who wish to participate in the Sale Facility, will need to ensure that their shareholding has settled on the BHP Australian principal share register before they submit a Sale Facility election and by no later than 5.00pm on 24 May 2022 (AEST). BHP DI holders who hold one or more parcels of BHP DIs as trustee or nominee for, or otherwise on account of, another person, may make separate elections in accordance with the election process in respect of each of those parcels. We do this through our strategy to deliver long-term value and returns through the cycle. A little more information I gleaned last night because it is not a sale I do not thinkthere will be an ATO ruling could be wrong but Or are qualified dividends always taxed at the same rate as LT cap gains? BHP has divested the entire division to Woodside in exchange for Woodside equity. Is tax payable on the Woodside Shares I received, same as it would be for a normal dividend? [15] CREST is the system for the paperless settlement of trades in securities and the holding of uncertificated securities operated by Euroclear in accordance with the relevant system of which Euroclear is the operator. 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. 0520-83717 NAB Defence, your protection against fraud. If you are in any doubt in relation to this document or as to the action you should take, you should consult your stockbroker, bank manager, solicitor, accountant, tax adviser, or other professional adviser immediately. Implementing the BHP and Woodside Merger Adding your Woodside shares 1 - On the 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. Were sorry, this feature is currently unavailable. Top up tax may arise for shareholders where the tax payable in relation to the dividend exceeds the franking credits attached. BHP DI holders will receive their entitlement in the form of Woodside DIs in the same ratio as BHP shareholders receive Woodside Shares on the Record Date (subject to the rounding treatment described above). Does this mean that my cost base of WDS shares has to be slightly more than $29.76 to have Lloydys transactions balance? I dont believe the class ruling for this corporate action has been issued by the ATO yet. While each BHP ADS represent two BHP shares, each Woodside ADS represents one Woodside Share. BHP shareholders are expected to be entitled to one Woodside Share for every 5.5340BHP shares they hold on the Record Date. BHPs world class portfolio is weighted towards commodities which support economic growth and have decarbonisation upside and combined with our operational excellence will underpin attractive returns and long-term value growth., Trading of Woodside shares and depositary interests. shareholders reflective of assets contributed. 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. He shares his three tips on finding FIFO happiness. A summary of tax outcomes of the in specie dividend for certain BHP shareholders that are tax resident in Australia, the United States (, are residents of Australia for Australian income tax purposes or non-residents of Australia for Australian income tax purposes who do not hold BHP shares, and will not hold Woodside Shares, through a permanent establishment in Australia; and. 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. We Help People Build Wealth Through Property Investing Using Our System To Buy Top 5% Growth & Positive Cashflow Property Remotely! BHP will make a cash payment to Woodside for the net cash flow generated by BHP Petroleum between the Merger effective date of 1 July 2021 and completion (, Last day BHP shares trade on JSE cum-entitlement to Woodside Shares. 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. 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. 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. BHP We succeed through the partnerships we build with our suppliers. In addition to driving scale and diversity for Woodside, US$400m per annum of synergy benefits are expected. The implied value of BHP Petroleum is based on BHP shareholders' share of the enlarged Woodside market capitalisation. If your tax rate is higher than 30%, you will have to pay some tax, but at an effectively reduced rate. Going forward, the analysts are less enthusiastic. 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. [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. Our purpose is to bring people and resources together to build a better world. 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. 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. The closing price of Woodside shares on ASX on 31 May 2022 was A$29.761. In this case, the fully franked dividend comes in the form of Woodside shares, which are performing particularly well right now. Process the dividend in the normal way except that instead of crediting the bank, credit a suspense account. Paul was the founding Managing Director and CEO of CommSec, and was named Australian Stockbroker of the Year in 2005. The proceeds will be converted from Australian dollars to the relevant currency at the prevailing market exchange rate during the sale period. 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. Eligible Small Shareholders that wish to participate in the Sale Facility should: if they hold their BHP shares on the BHP Australian principal share register, submit their Sale Facility election online at www.bhppetroleumsharefacility.com.au or return a physical Sale Facility Election Form to BHP's share registry by no later than 5:00pm on 24 May 2022 (AEST). Woodside has today published an explanatory memorandum and notice of meeting for the Woodside shareholder vote scheduled for 19 May 2022. Hi Greg, 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. Thanks for your post and we have also updated your support call. Woodside has acquired the entire share capital of BHP Petroleum International Pty Ltd 28. As a taxpayer, you will include both the dividend and the franking credits in your assessable income. This did not impact BHP's half year financial report as the Petroleum Assets were assessed in aggregate for impairment testing purposes. 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. 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. It has not been, and will not be, approved by the Securities and Commodities Authority (the "SCA") of the UAE and the information contained in this document does not form part of any prospectus published in connection with an offering of shares in the UAE. 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? Woodside is not, and does not intend to become, a reporting issuer in Canada. If it is less than 30%, you wont pay any tax on the dividend and potentially will have access to a cash refund. 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. In 2011, Paul teamed up with Peter Switzer and Maureen Jordan to launch the Switzer Report, a newsletter and website for share market investors. I suggest you keep the investment property with an interest-only mortgage, to maintain any tax benefits it may be giving you. It is expected that the final class ruling will be published by the Australian Taxation Office(ATO)shortly after the implementation of the Merger. Superannuation, SMSF & Personal Insurance. Would this be regarded as a deprived asset? Thinking about your next career move? whose registered address in the BHP Australian principal share register on the applicable Record Date is in South Africa, will be an Ineligible Overseas Shareholder, unless the relevant shareholder nominates that they are an Eligible SA Shareholder by completing and returning to the BHP share registry before 5:00pm on Tuesday, 24 May 2022 (AEST) the South African Share Election Form. Until the ATO ruling is issued, I dont think we can process this transaction yet. My support call has been escalated to the Product Team. recognition of a US$210 million impairment charge in the BHP Petroleum balance sheet in the pro forma financial information for the combined group. Thinking about your next career move? Build Passive Income WITHOUT A $15k Buyers Agent?? Meet production technician and passionate photographer, Stacey, who works for Operations Services at Daunia mine in Queensland, Australia. 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. Select Journal. The implied value of the in specie dividend was therefore A$27.2 billion (US$19.6 billion). Stay in touch with the latest news, stories and insights from BHP. This includes the Computershare South Africa CSDP service. 48% BHP . 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 (. We believe the future is increasingly clear and our strategy, portfolio, capabilities and approach to social value position us to play an important role in meeting the twin objectives of an accelerated energy transition, and continued economic development and improvement in living standards. hold their BHP shares (and will hold their Woodside Shares) on capital account. https://data.fca.org.uk/#/nsm/nationalstoragemechanism. Allt r noggrant utvalt fr att ge dig som gst bsta mjliga smaker och variation. 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. If you originally purchased your BHP shares (for say) $30.00, then after the merger, your cost base is still $30.00. Woodside Energy Group Ltd (WDS) is listed on the Australian Securities Exchange (ASX), with secondary listings on the If for example the Woodside share price on 31 May is $32.00, the BHP dividend will be $5.78 per share. 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. BHP ADS holders will be treated as eligible to participate. I just checked what my broker listed as the basis for the new shares. Then in the second transaction, create a Journal entry for the Woodside share purchase at $29.76 per share, debiting the suspense account. Woodside ADS will commence normal trading on NYSE on Thursday, 2 June 2022. Sustainability is integral to how we contribute to social value creation. 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. To what extent will BHP shareholders' information transfer to the Woodside share register? Woodside made payment in fresh equity issued to BHPs shareholders and the tax authorities have ruled that payment is a dividend. 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. The address registered in the BHP Australian principal share register and BHP DI register will be used for these purposes. We provide the materials for essential infrastructure, enabling better standards of living and facilitating greater prosperity. Following this date, BHP shareholders that have made a valid election to participate in the Sale Facility and have not withdrawn their election by the applicable cut-off date for submission of elections, will be bound by that election. As we noted; a brilliant deal, cleverly structured. Euroclear does not make available special procedures in CREST for any particular corporate action. 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. BHP Group (BHP) and Woodside Petroleum Ltd (Woodside) entered into a share sale agreement (SSA) for the merger of BHPs oil and gas portfolio with Woodside by an all-stock merger (Merger) on 22 November 2021. The implied value of the in specie dividend was therefore A$27.2 billion (US$19.6 billion). We do this through our strategy to deliver long-term value and returns through the cycle. The sale facility is the facility organised by BHP pursuant to a Share Sale Facility Agreement under which a sale agent, J.P. Morgan Securities Australia Limited or one of its affiliates, will sell the Woodside Shares represented by (i) the aggregate of all fractions of a Woodside Share that are subject to the rounding treatment described above to ensure each BHP shareholder receives a whole number of Woodside Shares; (ii) the dividend entitlement of Ineligible Overseas Shareholders; and (iii) Eligible Small BHP shareholders who have validly elected to have the Woodside Shares to which they are otherwise entitled sold via the Sale Facility. To treat BHP employees fairly and restore the value of the unvested equity awards to their pre-completion value, BHP will grant those employees with additional BHP equity awards on the same substantive terms as the original unvested incentive awards or matching entitlements. This information is provided by RNS, the news service of the London Stock Exchange. BHP intends to fully frank the in specie dividend. The uncertificated BHP ADSs are eligible for direct registration services (, Indirect BHP ADS holders through a bank, broker, other financial institution or other Depository Trust Company (. Menyn komponeras och kvalitetsskras av vr duktiga kock som i sin tur verfr kunskaperna till vrig kkspersonal. As a result, BHP has now distributed Woodside shares to eligible BHP shareholders. NEWS RELEASE. Financial results and Operational Reviews, Operational (Scope 1 and 2) decarbonisation, Value chain (Scope 3) greenhouse gas emissions, Carbon offsets and natural climate solutions, Our Global Inclusion and Diversity Council. 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. Because the distribution is being implemented via the payment of a dividend, the capital implications are minimal. r du hungrig r kket redo fr dig. Nothing in this document constitutes investment, legal, accounting, or tax advice or a representation that any investment or strategy is suitable or appropriate to your individual circumstances or otherwise constitutes a personal recommendation to you. 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). If a bank account is not recorded, the shareholder will be sent a cheque for the proceeds of sale by BHP (or the BHP share registry). 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. contact name and telephone number in the shared note field. The company elaborated that its net profit after tax for the first half of 2022 will incorporate the contribution of the BHPs portfolio from completion and the accounting treatment of this portfolio will align with Woodsides policies. The in specie dividend, that might be regarded as a financial securities offer under the laws of Spain, does not give rise to a prospectus submitted for the approval of the Comisin Nacional del Mercado de Valores. 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. Stay in touch with the latest news, stories and insights from BHP. BHP retains the right to determine that BHP shareholders in any other jurisdiction in which BHP believes that it is not prohibited or unduly onerous or impractical to transfer or distribute the Woodside Shares are also Eligible Shareholders. 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. BHP Group ( BHP) and Woodside Petroleum Ltd ( Woodside) entered into a share sale agreement ( SSA) for the merger of BHPs oil and gas portfolio The Corporate Action does nothing to address the In Specie div. or the WDS cost base so Lloydy is on the money thus far. Then think big. 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"). South African shareholders should refer to the section on "What happens to South African resident BHP shareholders?". It is core to our strategy and sits at the heart of everything we do. Tags: bhp shares tax B Tilly Member Joined: 19th May, 2020 Posts: 9 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. RNS Number : 7719H. 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. 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. 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. Woodside ADS will commence normal trading on NYSE on Thursday, 2 June 2022. 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. On a per share basis, it will be equal to the Woodside share price, divided by the merger ratio of 5.534. It is addressed only to the shareholders of BHP in connection with the proposed in specie dividend and participation in the Sale Facility. BHP shareholders entitlement to, and the payment of, the in specie dividend is subject to completion of the Merger. BHP will receive 914,768,948 Woodside ordinary shares as part of the Merger. 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. This announcement has not been reviewed or approved by any competent authority for the purposes of the EU Prospectus Regulation. He shares his three tips on finding FIFO happiness. Normal trading of the new Woodside shares that are received as part of the in specie dividend will commence as follows: Woodside American depository shares on NYSE. Generally, the market sees that the merger is a win for Woodside and while not a loss for BHP, its motive is around ease of exit rather than gaining a financial advantage. 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. I have not received a dividend statement from BHPs share registry (Computershare) not can I find anything on Computershares web site. All investors should therefore consider the appropriateness of the advice, in light of their own objectives, financial situation and/or needs, before acting on the advice. There will be no impact to the existing tax cost base of BHP shares for Australian shareholders as a result of the merger. A reference to "BHP shareholder" in this announcement is a reference to any person registered in the BHP register. Because while the world relies on the resources we find, BHP relies on people like you. Pro forma equity ownership of . This is my intended approach. Rather than keep the Woodside shares, BHP has decided to distribute them to its shareholders. Find out more with a free planning session. 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. Members of a couple may transfer money to super, or to each other, without facing any deprivation rules. [10] BHP is entitled to approximately US$1.2 billion in relation to dividends paid by Woodside between the Merger effective date and completion. I retired in June 2021 and have a self-managed super fund (SMSF), with investments in shares and cash. 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. 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. Be prepared and put a strategy in place. Copies of such documents may also be obtained from Woodside and BHP without charge. Warning! 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. Our purpose is to bring people and resources together to build a better world. Woodside has acquired the entire share capital of BHP Petroleum International Pty Ltd (BHPP) and issued 914,768,948 new Woodside shares to BHP, which BHP will in turn distribute to its eligible shareholders. In order to make separate elections a CREST holder may use this Sale Facility by converting, at their own cost, their holdings of DIs into distinct CREST holdings prior to the Record Date and make a separate TTE instruction in respect of each such parcel of interim CREST entitlements. A reference to "BHP shareholder" in this announcement is a reference to any person registered in the BHP register. Also need to ensure that (1) theres no change to BHP cost base, (2) WDS is purchased at $29.76/share. 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. BHP dividend statements and Woodside holding statements are expected to be despatched to eligible BHP shareholders in mid-June 2022. The South32 shares have since begun trading independently from BHP Billiton shares. My husband is 66.5 years of age and is about to apply for an age pension. --------------------------------------------------. I intend to follow Lloydys process. Thanks guys. Combined market It has been prepared without having regard to or taking into account any particular investors objectives, financial situation and/or needs. Investors on both sides of the merger will retain their underlying shareholdings in each company.

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