Overseas investment decision for case 201620012 - Westpac Banking Corporation

An overseas investment in significant business assets, being the Applicant’s acquisition of:

• The entire right, title and interest to all debts and other choses in action relating to those debts arising under, or derived from, contracts (“Underlying Contracts”) in connection with the sale and/or supply of goods and services by New Zealand Steel Limited (“Receivables”); and
• In respect of a Receivable, any encumbrance which is given, or is to be given, as security for that Receivable (“Related Security”),

The Applicant provides a broad range of banking and financial services in Australia and New Zealand, including consumer, business and institutional banking and wealth management services.

New Zealand Steel Limited (“NZ Steel”) is the sole producer of steel in New Zealand, producing slab, hot rolled coil and value-added coated and painted products for both domestic and export markets across the Pacific region.

The Applicant and NZ Steel are party to a Receivables Acquisition and Servicing Agreement (“RASA”). Since 24 December 2015, the Applicant has been purchasing Receivables and Related Security under the RASA from NZ Steel.

The transactions contemplated by the RASA are ultimately a financing transaction for NZ Steel.

The RASA provides that NZ Steel cannot sell any Receivables to the Applicant if the total value of the consideration paid or payable under the RASA for purchased Receivables and Related Security exceeds the threshold for the requirement of consent under the Act (NZ $498 million) unless the Applicant has received evidence satisfactory to it that the purchase of the relevant Receivable and Related Security has been consented to under the Act.