The information below is a summary only. Before investing in any
security you should consult the full prospectus or a financial
advisor.
| ASX CODE: |
CBAPA |
| Issue type: |
Preferred Exchangeable Resettable Listed Shares ("Commonwealth
Bank PERLS") |
| Country: |
Australia |
| Issue currency: |
AUD |
| Number on issue: |
3.5 million |
| Issue Price: |
$200.00 per PERLS |
| Dividend: |
The Dividend is non-cumulative and payable quarterly in arrears
in July, October, January and April.
The Dividend payable for each Quarter is calculated based on the
Issue Price, the Dividend Rate and the number of days in the Quarter. |
| Dividend Rate: |
A floating Dividend Rate set at a percentage (refer to Dividend
Factor below) of the sum of the Margin and the Market Rate, which,
for the first five years, is the 90 Day Bank Bill Rate. The Dividend
Rate will be reset for each subsequent Quarter while the Commonwealth
Bank PERLS remain outstanding to reflect increases or decreases in the
underlying 90 day Bank Bill Rate.
To reflect changes in market conditions, on the fifth anniversary of
the Allotment Date, and on each subsequent Rollover Date, the Market
Rate can be changed from the 90 Day Bank Bill Rate to a rate
determined by the Bank, and the Dividend Factor can be increased
or decreased (subject to APRA approval). The Margin can also be
increased or decreased on the tenth anniversary of the Allotment
Date, and on each subsequent Rollover Date, subject to certain
conditions.
The Margin for the first 10 years will be 1.85% per annum. The 90
Day Bank Bill Rate for the first Quarter will be $5.5583% per annum
and the Dividend Rate for the first Quarter will be 5.6066% per
annum. |
| Dividend Factor: |
The Dividend Factor adjusts the sum of the Margin and the Market
Rate to reflect the expectation that the Dividend paid on Commonwealth
Bank PERLS will be fully franked (i.e. 100% franking). The Dividend
Factor is calculated based on the corporate tax rate and an estimate
of the value attributed to franking by investors, assuming the
Dividend paid on Commonwealth Bank PERLS is fully franked. |
| Franking: |
The Bank expects the Dividend paid on Commonwealth Bank PERLS
to be fully franked. If the Dividend on Commonwealth Bank PERLS is
not franked to 100%, Commonwealth Bank PERLS Holders will have the
right to elect to Exchange their Commonwealth Bank PERLS on the next
Dividend Payment Date. |
| Rollover Dates: |
The terms of the Commonwealth Bank PERLS incorporate an Exchange
mechanism on each Rollover Date. On each Rollover Date, specific terms
of the Commonwealth Bank PERLS may be changed.
The Market Rate, the Dividend Factor, the Rollover Date and the frequency of
Dividend payments may be reset by the bank on the fifth anniversary of the
Allotment Date, and on each subsequent Rollover Date, to reflect changes
in market conditions.
The first rollover date will be on 6 April 2006.
After the tenth anniversary of the Allotment Date, the Margin may also
be changed. |
| Exchange: |
At least 50 Business Days before a Rollover Date, the Bank must
issue a Dividend Reset Notice specifying the new terms for Commonwealth
Bank PERLS to apply for the next period. Investors not wishing to
rollover their Commonwealth Bank PERLS may request to Exchange.
Where investors elect to Exchange their Commonwealth Bank PERLS,
the Bank will, at its election:
- convert the Commonwealth Bank PERLS into Ordinary Shares,
the number of Ordinary Shares to be calculated by the 20 Business
Days prior to the Exchange Date; or
- arrange that the Commonwealth Bank PERLS be acquired at the Issue
Price by third party and that the proceeds be delivered to the Holder.
Holders of Commonwealth Bank PERLS who do not elect to Exchange are
deemed to have accepted the new terms for Commonwealth Bank PERLS
offered by the Bank. |
| Repurchase: |
Subject to APRA approval the Bank has the right to purchase all or
a portion of a Holder's Commonwealth Bank PERLS for the Issue Price on
the fifth anniversary of the Allotment Date or on any Dividend Payment
Date after the fifth anniversary of the Allotment Date. This right can
still be exercised by the Bank where a Holder has requested an Exchange.
Additionally, the Commonwealth Bank PERLS may be repurchased by the
Bank in the case of specific Regulatory Event or Tax Event. |
| Conversion to Ordinary Shares: |
The Commonwealth Bank PERLS may be converted into Ordinary Shares
either automatically, or at the Bank's election, in specified
circumstances. |
| Ranking: |
Dividends will be paid in priority to any dividends declared on
Ordinary Shares. In the event of a Winding Up, Commonwealth Bank PERLS
will rank for repayment of capital behind all creditors of the Bank
but ahead of Ordinary Shares. |
