Westpac Banking Corp 6-K, filed Dec 2, 2020

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 6-K

REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16

UNDER THE SECURITIES EXCHANGE ACT OF 1934

December2, 2020

CommissionFile Number 1-10167

WESTPAC BANKING CORPORATION

(Translation of registrant’s name into English)

275 KENT STREET, SYDNEY, NEW SOUTH WALES 2000, AUSTRALIA

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):                    ¨

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):                    ¨

Incorporation by Reference

The information contained in this Report on Form 6-K, excluding the information set forth in Exhibit No. 1, shall be incorporated by reference in the prospectuses relating to the Registrant’s securities contained in the Registrant’s Registration Statements on Form F-3 (File Nos. 333-228295 and 333-228294), as such prospectuses may be amended or supplemented from time to time.

Westpac Group today announced it will sell Westpac General Insurance Limited and Westpac General Insurance Services Limited to Allianz.

The sale price of $725m represents a multiple of 1.3x FY20 gross written premium and is estimated to result in a small post-tax gain on sale in FY 2021. The sale of the General Insurance business adds around 12 bps to Westpac’s common equity Tier 1 capital ratio^1^.

The transaction also includes contingent payments subject to integration milestones and business performance over the next five years.

Completion of the transaction is subject to various regulatory approvals and is expected to occur in Second Half 2021.

Index to Exhibits

Disclosure regarding forward-lookingstatements

The information contained in this Report on Form 6-K contains statements that constitute “forward-looking statements” within the meaning of section 21E of the U.S. Securities Exchange Act of 1934. Forward-looking statements are statements about matters that are not historical facts. Forward-looking statements appear in a number of places in this Report and include statements regarding our intent, belief or current expectations with respect to our business and operations, macro and micro economic and market conditions, results of operations and financial condition.

We use words such as ‘will’, ‘may’, ‘expect’, ‘intend’, ‘seek’, ‘would’, ‘should’, ‘could’, ‘continue’, ‘plan’, ‘estimate’, ‘anticipate’, ‘believe’, ‘probability’, ‘risk’, ‘aim’ or other similar words to identify forward-looking statements. These forward-looking statements reflect our current views with respect to future events and are subject to change, certain risks, uncertainties and assumptions which are, in many instances, beyond our control and have been made based upon management’s expectations and beliefs concerning future developments and their potential effect upon us. There can be no assurance that future developments will be in accordance with our expectations or that the effect of future developments on us will be those anticipated. Should one or more of the risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results could differ materially from the expectations described in this Report. Factors that may impact on the forward-looking statements made include, but are not limited to, those described in the section entitled ‘Risk factors’ in Westpac’s 2020 Annual Report on Form 20-F filed with the U.S. Securities and Exchange Commission, as well as the ongoing impact of COVID-19. When relying on forward-looking statements to make decisions with respect to us, investors and others should carefully consider such factors and other uncertainties and events. We are under no obligation, and do not intend, to update any forward-looking statements contained in this Report, whether as a result of new information, future events or otherwise, after the date of this Report.

^1^ On a pro forma September 30, 2020 basis.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Exhibit 1

2 December 2020

WESTPAC SELLS GENERALINSURANCE BUSINESS TO ALLIANZ AND ENTERS 20 YEAR DISTRIBUTION AGREEMENT

Westpac Group today announced it will sell Westpac General Insurance Limited and Westpac General Insurance Services Limited to Allianz and enter into an exclusive 20-year agreement for the distribution of general insurance products to Westpac’s customers.

The sale price of $725m represents a multiple of 1.3x FY20 gross written premium and is estimated to result in a small post-tax gain on sale in FY 2021. The sale of our General Insurance business adds around 12 bps to Westpac’s common equity Tier 1 capital ratio.^1^

The transaction also includes contingent payments subject to integration milestones and business performance over the next five years, as well as ongoing payments in accordance with the distribution agreement.^2^

The new distribution arrangement expands the Group’s existing partnership with Allianz, which has seen Westpac distribute a range of Allianz’s products to customers including Auto, Travel, Boat and Business insurance since 2015.

Westpac Group Chief Executive Officer, Peter King, said the agreement was a significant milestone in building a simpler, stronger bank. “This transaction is another step in simplifying our business while continuing to help customers with their general insurance needs.

“General Insurance products are important for many Australians and we are pleased to be entering a long-term partnership with a global insurance expert to continue to help customers protect the things they value,” Mr King said.

Westpac will retain responsibility for certain pre-completion matters and provide protection to Allianz via a combination of provisions, warranties and indemnities.

Completion of the transaction is subject to various regulatory approvals and is expected to occur in Second Half 2021.

^1^ On a pro forma 30 September 2020 basis.

^2^ Contingent and ongoing payments not included in sale price or estimated gains on sale in FY21.

About Westpac General Insurance

Westpac Group’s General Insurance business provides insurance solutions for Westpac Group customers. Products include Home and Contents Insurance and Landlord Insurance issued by Westpac General Insurance. At 30 September 2020, Westpac General Insurance had around 550,400 policies in force and gross written premium (GWP) of $555m.

About Allianz Australia

Part of the global Allianz Group, Allianz Australia has been providing insurance for Australians over 100 years, delivering a wide range of personal, commercial, corporate and motor accident and workers compensation injury insurance products and services to more than 3.5 million policyholders. Allianz Australia also insures over 25 per cent of the top 200 ASX companies.

This document has been authorised for release by Tim Hartin, General Manager & Company Secretary*.*