Westpac Announces Tender Offer For Any and All of Its 3.25% Guaranteed Senior Notes Due December 16, 2011

SYDNEY, Jan. 3, 2011 /PRNewswire/ -- Westpac Banking Corporation announced today that it commenced a cash tender offer for any and all of its 3.25% Guaranteed Senior Notes due December 16, 2011 (the "Notes") outstanding in an aggregate principal amount of US$3 billion.  The tender offer is being made pursuant to an offer to purchase and related letter of transmittal, each dated today, which set forth a more complete description of the terms and conditions of the tender offer, including the calculation of the cash purchase price.  Holders of the Notes are urged to read the offer to purchase and the related letter of transmittal carefully before making any decisions with respect to the tender offer.

The tender offer will expire at 12:00 midnight, New York City time, on January 11, 2011 (the "Expiration Time") unless extended or earlier terminated.  To be eligible to receive the Purchase Price (as defined below), holders of the Notes must validly tender and not validly withdraw their Notes on or prior to the Expiration Time.  Tendered Notes may be withdrawn at any time on or prior to, but not after, the Expiration Time.

The following table summarizes the material pricing terms of the tender offer:

The purchase price per $1,000 principal amount of the Notes validly tendered in the tender offer on or prior to the Expiration Time and accepted for purchase (the "Purchase Price") will be determined as described in the offer to purchase in a manner intended to result in a yield to maturity equal to the sum of a fixed spread of 0 basis points plus the yield to maturity of the 1.125% U.S. Treasury Notes due December 15, 2011, calculated as of 11:00 a.m., New York City time, on January 11, 2011, the date on which the tender offer expires, or, if the Expiration Time is extended, on the business day to which the Expiration Time is extended.  In addition, holders of Notes that are validly tendered and accepted for purchase will receive accrued and unpaid interest on the Notes to, but not including, the settlement date.  Westpac expects the settlement date to occur on the next business day following the expiration of the tender offer.

The tender offer is subject to the satisfaction or waiver of certain conditions set forth in the offer to purchase.

J.P. Morgan Securities LLC is serving as global dealer manager and Westpac Banking Corporation is serving as co-dealer manager outside the United States, and Global Bondholder Services Corporation is serving as the depositary and information agent for the tender offer.

Neither the offer to purchase nor the related letter of transmittal has been lodged with the Australian Securities and Investments Commission and the tender offer is only available to persons in Australia to whom an offer or invitation can be made without disclosure under Parts 6D.2 or 7.9 of the Corporations Act 2001 of Australia.

Requests for documents may be directed to Global Bondholder Services Corporation toll-free at (866) 952-2200 or in writing at 65 Broadway – Suite 404, New York, New York 10006, Attention: Corporate Actions.  Questions regarding the tender offer in the United States may be directed to J.P. Morgan Securities LLC at (866) 834-4666 (toll-free) or (212) 834-2494 (collect) and by investors outside the United States to J.P. Morgan Securities LLC at the numbers above or to Westpac Banking Corporation at + 61 2 8253 4574.

Westpac Banking Corporation ABN 33 007 457 141

SOURCE Westpac Banking Corporation