SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

 


 

FORM 6-K

 

REPORT OF FOREIGN ISSUER
PURSUANT TO RULE 13A-16 OR 15D-16 OF
THE SECURITIES EXCHANGE ACT OF 1934

 

For the Month of July 2006

 

Australia and New Zealand Banking Group Limited

ACN 005 357 522

(Translation of registrant’s name into English)

 

Level 6, 100 Queen Street Melbourne Victoria 3000 Australia

(Address of principal executive offices)

 

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

 

Form 20-F:

ý

Form 40-F

o

 

 

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

 

Yes

o

No:

ý

 

 

If “Yes” is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):

 

This Form 6-K may contain certain forward-looking statements, including statements regarding (i) economic and financial forecasts, (ii) anticipated implementation of certain control systems and programs, (iii) the expected outcomes of legal proceedings and (iv) strategic priorities. Such forward- looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties and other factors, many of which are beyond our control and which may cause actual results to differ materially from those expressed in the forward-looking statement contained in these forward- looking statements. For example, these forward-looking statements may be affected by movements in exchange rates and interest rates, general economic conditions, our ability to acquire or develop necessary technology, our ability to attract and retain qualified personnel, government regulation, the competitive environment and political and regulatory policies.

 

 



 

Company Secretary’s Office

Level 6, 100 Queen Street

Melbourne VIC 3000

Phone 03 9273 6141

Fax 03 9273 6142

www.anz.com

 

ANZ StEPS – quarterly distribution

 

On 15 June 2006 ANZ paid the quarterly distribution on its ANZ Stapled Exchangeable Preferred Securities (ANZ StEPS) and set the Distribution Rate for the payment due on 15 September 2006.

 

The distribution paid for the quarter ended 15 June 2006 for each ANZ StEPS was based on a Distribution Rate of 6.6050% p.a. as announced on 16 March 2006.

 

The Distribution Rate for the quarter ending 15 September 2006 has been set in accordance with clause 3.1 of the Note Terms set out in the Prospectus dated 14 August 2003. The Distribution Rate was calculated as follows:

 

Market Rate (90 day bank bill rate as at 15 June 2006)

 

5.9633

%

p.a

 

Plus the initial margin

 

1.0000

%

p.a

 

Distribution Rate

 

6.9633

%

p.a

 

 

This distribution of $1.7551 for each ANZ StEPS will be paid on 15 September 2006 with the record date being 31 August 2006.

 

 

John Priestley

Company Secretary

Australia and New Zealand Banking Group Limited

 

 

for and on behalf of

Australia and New Zealand Banking Group Limited and

ANZ Holdings (New Zealand) Limited

 

16 June 2006

 



 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

GRAPHIC

 

Link to searchable text of slide shown above


 


 

Searchable text section of graphics shown above

 



 

[GRPAHIC]

 

06

 

UBS Conference

22 June 2006

 

Financial management issues to consider when looking at ANZ

Peter Marriott

Chief Financial Officer

 

www.anz.com

 

[LOGO]

 



 

A quick recap on the first half result

 

First Half NPAT

 

-

 

$1,811m

 

 

 

 

 

Cash EPS growth

 

-

 

10% (fully comparable IFRS basis)

 

 

 

 

 

Dividend growth

 

-

 

10%

 

Benefits of our investment program starting to flow through

 

Cash EPS – in line
with peer average

 

But we continue to invest
heavily for future growth

 

And we are already
seeing the benefits

 

 

 

 

 

 

 

Banking expense growth*

 

Banking revenue growth*

 

 

 

 

 

[CHART]

 

[CHART]

 

[CHART]

 


* Excludes wealth management, significant items, and group centre where disclosed

 

[LOGO]

 

2



 

Issues that came out of the result

 

                                          What should actually constitute “Cash” EPS?

 

                                          How does the Collective Provision work, including timing of oil shock collective provision run off?

 

                                          What will happen with NZ revenue hedge, and likely impact of a softer Kiwi dollar?

 

                                          How successful was the NZ integration?

 

                                          Lack of understanding around nature of “Markets” revenues

 

                                          Dividend policy and capital management

 

                                          Asian strategy

 

3



 

ANZs definition of “Cash” EPS

 

 

 

Reported NPAT

 

Includes deduction for share
based payments & pension
expense as required by IFRS

 

 

 

 

Distributions for ‘equity’

instruments post IFRS

 

Hybrid Distributions

 

 

 

 

+/-

 

 

 

 

Hedge Ineffectiveness

 

Averages out to nil overtime, and “actual” gains/losses are accrued through the P&L anyway (see page 17)

 

 

+/-

 

 

Not representative of ‘underlying’ performance. Typically M&A related

 

Significant items

 

 

 

 

 

 

 

Options not diluted to avoid double

 

Cash Earnings

 

Our hybrid Tier 1 instruments not diluted

counting as expense included in share

 

÷

 

as conversion is at ANZ’s control as there

based payments

 

 

 

is a cash alternative and unlikely to occur

 

 

Weighted Ave Ord Shares (Basic)

 

except in an extreme’ scenario

 

 

 

 

(see page 18)

 

 

Cash Earnings per Share

 

 

 

      GRCL* movements not applicable as ANZ not required by APRA to create a GRCL

      Treasury Shares^ adjustment required only where controlled entity beneficially holds shares in the company, which is not applicable to ANZ

 


*General Reserve for Credit Losses

^ANZEST, a controlled entity does hold shares but is not beneficially entitled to those shares

 

4



 

Collective Provision charge driven by Cards and Esanda

 

1H06 Collective Provision charge^

 

Business Unit
(A$m)

 

Asset
Growth
impact

 

Risk
impact

 

Oil
Scenario
impact

 

Total

 

Group

 

55.5

 

12.0

 

(32.2

)

35.3

 

Institutional

 

20.7

 

(8.5

)

(17.3

)

(5.1

)

Personal (excl Cards & Esanda)

 

6.8

 

1.3

 

(3.9

)

4.2

 

New Zealand

 

12.5

 

(12.8

)

(6.3

)

(6.6

)

Cards (Aust.)

 

14.7

 

17.9

 

(3.0

)

29.6

 

Esanda

 

2.9

 

17.7

 

(3.2

)

17.4

 

Other*

 

(2.1

)

(3.6

)

1.5

 

(4.2

)

 


^based on new organisation structure

*includes International Partnerships, Private Banking and Discontinued Businesses

 

                                          Cards driven by strong FUM growth and deliberate risk shift to higher revolve rate products

 

                                          Esanda impacted by oil price affect on residual values, driving higher ‘loss given default’ levels

 

                                          Business lending balance determined as follows

 

                  CP balance is largely driven by asset growth and movement in risk profile

 

                  Individual customers assigned independent risk grades and security coverage indicators

 

                  CP methodology based on tenor, risk profile, emergence period and exposure size

 

5



 

Oil provision run off to be completed by Sept-09

 

Illustrative – Assumes

“status quo” conditions

 

Oil Provision – Modelled Run-Off Profile* (A$m)

 

[CHART]

 

Divisional Run-Off Profile (% of charge released)

 

 

 

FY06

 

FY07

 

FY08

 

FY09

 

Personal

 

42

%

27

%

20

%

11

%

Institutional

 

32

%

34

%

21

%

13

%

New Zealand

 

46

%

29

%

16

%

9

%

 

See page 21 for an explanation of how the Oil Shock provision was determined

 


* Subject to changes in conditions

 

6



 

NZD revenue hedge – a good economic outcome

 

Why did we hedge?

 

During 04/05, NZ$ perceived to be significantly overvalued

 

[CHART]

 

The right decision! Hedge has created significant value

 

NZ$ Revenue Hedge – very good economic outcome for ANZ

 

As at mid Jun-06

 

Notional Principal (NZ$b pre-tax)

 

0.7

 

Total Market Value (A$m post-tax)

 

199

#

•   2H06 Benefit

 

41

 

   Post 2006

 

158

*

Ave. exchange rate of open position (spot)

 

~ 1.095

 

 

95% of 2H06 NZ earnings hedged at ~1.106

 


# based on closing rate of 1.19

* of which $135m has been locked in

 

7



 

However under IFRS, a good economic outcome becomes a “not so good” accounting outcome

 

                  From 1 October 2006, “revenue hedges” are no longer recognised under AIFRS

 

                  Therefore on adoption of this new AIFRS requirement on 1 October 2006, deferred gains and Mark to Market value of FX revenue hedges go directly to Retained Earnings

 

                  We retain the economic benefit of the hedge, but lose the accounting benefit

 

                  Going forward, we will consider hedging where the currency is perceived to be overvalued but as a mix of revenue & capital hedges

 

All major banks exposed to NZ$ translation impacts

(NZ earnings as % Group^)

 

[CHART]

 

FY07 NZ$ EPS impact

 

[CHART]

 


*financial year

^1H06 % Group earnings, NAB FY05 % Group earnings

 

8



 

NZ integration complete - costs impacted by RBNZ requirements, revenue attrition contained

 

NZ$m

 

Business
Case /
Prospectus

 

Mar-04
(est.)

 

Mar-06
(est.)

 

Comments

Integration Costs

 

265

 

265

 

239

 

•  Reduced scope lowered initial estimates 

  RBNZ requirements increased final costs

Revenue benefits

2007 pa

 

31

 

45

 

50

 

  Driven by Institutional businesses

Cost Synergies 

2007 pa

 

126

 

126

 

70

 

•  Reduced scope & RBNZ requirements lowered initial estimates 

  NZ$26m incremental benefit in FY07

Revenue attrition 

2007 pa

 

88

 

42

 

34

 

•  Retail attrition managed via two brand strategy

Net benefit

 

69

 

129

 

86

 

 

 

See page 20 for phasing of these numbers pre 2007

 

9



 

Success of integration and two brand strategy increasingly reflected in share of NZ profits

 

ANZN generates 40% of the Top 4 banks NPAT

 

[CHART]

 

Strategy day for ANZ National will be held in Auckland on 7 September

 

Source:  General Disclosure Statements – Top 4 Banks,  half yearly results. Data from Dec ‘04 is restated for IFRS where known. One-off items are excluded where known – e.g. integration costs for ANZN. BNZ March 2006 data (and restated March 2005 data) sourced from media release.

 

10



 

Putting “trading income” in perspective – accounting disclosures can be misleading

 

Reported ‘Trading’ Income being confused with ‘Markets’ income

 

[CHART]

 

Growth misleading given

 

                  $16m cost from INGA Capital Invest. hedge in 1H05

 

                  1H06 $28m benefit from Swap and FX contracts offset in FX earnings

 

                  There is also an interplay between ‘trading’ income and ‘interest’ income, as seen on next chart

 

To understand what is really happening in Markets income, need to look at aggregate picture

 

[CHART]

 

Growth a still healthy 21%, driven by:

 

                  Higher volatility, particularly in NZ

 

                  Increased customer activity (in part driven by increased volatility)

 

                  Greater penetration into customer base

 

11



 

So how are we generating our “Markets” income?

 

Majority of Markets income generated by Sales desk

 

[CHART]

 

Reflected in VaR being significantly below peers

(Ave $m VaR @ 99% confidence level)

 

[CHART]

 


^WBC & CBA ave. for 1H06, NAB ave. for 2H05

 

12



 

Dividend policy & capital management – consistent themes

 

Dividends

                                          Dividends will grow broadly in line with Cash EPS, but seek to look through to ‘normal’ provisioning

                                          Capping DRP/BOP @ 50,000 shares limits dilution or need to buyback

                                          Payout ratio provides scope for modest acquisitions, and support RWA growth reflective of market share gains

                                          Current payout ratio enables 100% franking for foreseeable future

 

Capital

                                          APRA recently finalised prudential standards confirming new hybrid rules phasing in over period to Jan 2010; and tougher capital deductions around capitalised software; deferred tax assets and pensions but transitioned to Jan 2008 when Basel II relief expected.

                                          In normal course, we operate in upper half of ACE target range of 4.50% to 5.00%.

 

Estimated Cash payout ratios based on full year 2005#

 

[CHART]

 


# Full year payout ratios used due to seasonality in payout ratios

* Impacted by lower earnings, without commensurate reduction in dividend

 

13



 

A CFO’s view on Asian partnerships – providing ANZ with a valuable growth option

 

Starting proposition

 

Asia will have higher economic growth than Western economies

 

 

Financial services will grow more quickly than overall economy

 

Key issues I look for:

 

Is the market attractive, and is there some relevance to Australia/NZ?

 

 

 

 

Can ANZ add value?

If not, we should return the capital and let our shareholders invest directly

 

 

 

Does it introduce unacceptable risk into our portfolio?

Diversification is important

 

 

 

Do we sufficiently understand the target?

Have we undertaken extensive due diligence

 

 

 

Finally, can we invest at an acceptable price?

 

 

14



 

Some closing observations

 

                                          A pleasing first half, as we started to reap the benefits of our investment program

 

                                          Credit conditions remain sound, but are at cyclical lows and losses more likely to increase

 

                                          Overall 2006 expected to be a good year for ANZ

 

                                          Looking forward, we have a clear growth strategy

 

                  Emerging proposition in Personal is compelling

 

                  Institutional being rebalanced to a more sustainable model

 

                  Our New Zealand business bouncing off low point, helping to offset cyclical NZ slowdown

 

                  Asia an attractive and sensible growth option

 

15



 

The material in this presentation is general background information about the Bank’s activities current at the date of the presentation. It is information given in summary form and does not purport to be complete. It is not intended to be relied upon as advice to investors or potential investors and does not take into account the investment objectives, financial situation or needs of any particular investor. These should be considered, with or without professional advice when deciding if an investment is appropriate.

 

For further information visit

 

www.anz.com

 

or contact

 

Stephen Higgins

Head of Investor Relations

 

ph: (613) 9273 4185   fax: (613) 9273 4899   e-mail: higgins@anz.com

 

16



 

Hedge Ineffectiveness illustration

 

Sample transaction (Illustrative)

 

1.                                       ANZ seeks to hedge variable rate exposure in its mortgage portfolio

2.                                       ANZ uses a Pay Floating/Receive Fixed interest rate swap to hedge interest rate exposure

3.                                       Interest rates fall in Year 3

 

A$m

 

Description

 

Yr 1

 

Yr 2

 

Yr 3

 

Yr 4

 

Cumulative

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Mortgage Accrual

 

Variable rate income from underlying Mortgages

 

40

 

40

 

30

(1)

30

 

140

 

Derivative Accrual

 

Net of Fixed rate received and Variable rate paid on swap

 

10

 

10

 

20

 

20

 

60

 

Net Accrual

 

Net interest accrual booked to NII *

 

50

 

50

 

50

 

50

 

200

 

Hedge Ineffectiveness

 

Ineffectiveness results from mispricing between cash rate & 3 month variable swap rate

 

1

 

1

 

-3

(2)

1

 

0

(3)

 


*NII unchanged from AGAAP accounting

(1) Cash rate falls, driving lower variable income, fixed rate unchanged

(2) MTM of hedge falls in line with fall in Variable rates

(3) Ineffectiveness represents portion of deriv. MTM relating to future periods, accordingly cumulative impact is 0 over life of deriv.

 

17



 

Diluting for hybrids – not reflective of economic reality

 

US Hybrid as an example

 

Why are they in the dilution calculation?

 

                  On 15 December 2053, there is mandatory conversion to ordinary shares if ANZ hasn’t already redeemed them. It is this potential conversion to ordinary shares that results in them being included in the dilution calculation

 

However conversion to ordinary shares is extremely unlikely

 

                  ANZ can redeem the instrument for cash:

                  On or after 15 December 2013 (US$750m tranche) or 15 January 2010 (US$350m tranche)

                  Earlier if a tax, regulatory, or ‘acceleration’ event occurs

                  With APRA’s approval

 

                  Even if conversion is instigated by the holder of the instrument, ANZ always maintains the option of delivering cash instead of ordinary shares

 

                  Holders are primarily fixed interest investors, who would generally have a strong preference for receiving cash rather than ordinary shares

 

                  Conversion is at a 5% discount – ie it is very costly to allow them to convert

 

In what circumstances might they convert to ordinary shares?

 

                  Difficult to foresee an environment where raising ordinary capital by allowing conversion to ordinary shares makes more sense than other options available to us

 

18



 

Hybrid Deals

 

 

 

ANZ StEPS

 

US Trust Securities

 

 Trust Securities

Currency & Amount

 

A$1 billion

 

US$1.1 billion
• US$350m – Jan 2010
• US$750m – Dec 2013

 

EUR500 million

Issue Date

 

24 September 2003

 

26 November 2003

 

13 December 2004

Final Maturity Date

 

14 September 2053 
Reset date Sep 2008

 

15 December 2053

 

12 December 2053

Interest Rate

 

Floating – BBSW + 100bpts

 

Fixed

• US$350m @ 4.48%

 US$750m @ 5.36%

 

Floating – Euribor + 66bpts

Innovative/Non Innovative

 

Innovative

• Step up of 100bpts at Sept 2013, or issuer call at Sept 2008

 

Innovative

• Convertible to ordinary shares at investors option in Jan 10/Dec 13

 

Innovative

• Step up 100bpts at Dec 2014

Debt/Equity classification

 

Debt under IFRS

 

Debt under IFRS

 

Equity under A-IFRS as no conversion remains a preference share

Position to 2010

 

No change anticipated

 

No change anticipated

 

No change anticipated

 

19



 

NBNZ Integration is complete and all objectives met

 

NZ$m

 

2004

 

2005

 

2006 (f)

 

2007 (f)

 

Total Integration costs

 

49

 

139

 

51

 

0

(1)

Incremental Integration Opex

 

29

 

85

 

42

 

0

 

Cost synergies

 

6

 

33

 

44

 

70

 

Revenue synergies

 

1

 

26

 

44

 

50

 

Attrition

 

20

 

33

 

34

 

34

 

Net synergies

 

-13

 

26

 

54

 

86

 

 


(1)          Integration Costs:

                  10% costs capitalised,

                  5% covered by restructuring provision, and;

                  20% from existing resources

 

                  The Integration programme was a substantial body of work at a total cost of NZ$239m, which has successfully delivered a major programme for ANZ National Bank:

 

                  30 workstreams comprising 150 individual projects have progressed successfully in line with plans;

                  Around 1300 system changes have been implemented;

                  At its peak over 600 staff were contributing to the programme;

                  126 property relocations were implemented.

                  1H 2006 total integration costs NZ$51m, incremental costs NZ$42m

 

20



 

Why an oil shock provision?

 

The significant increase in oil prices was an impairment event likely to impact credit losses

 

WTI Crude Oil Price

 

[CHART]

 

Source:  Datastream; Economics@ANZ.

 

As a result of this event, we undertook detailed analysis across our portfolios to determine potential impacts.

 

Two examples:

 

Example - Institutional

 

      Analysis around regressing Oil Price movements against probability of default (PD) movements based upon S&P data from 1981 to 2003 suggested a 35% increase in average PD broadly across the Institutional segment

      Affected industries represent approximately 50% of the portfolio – these would experience twice the PD increase (ie 70%)

 

Example – Personal unsecured

 

      Analysis from ANZ Economics suggested that the increase in Oil Price could have the equivalent affect of a 0.50% increase in interest rates

      This effect was translated into an effect on the household Debt Service Ratio (historically there has been a high correlation between movements in the DSR and consumer finance losses).

      A 0.5% increase in rates resulted in a ~7% increase in DSR and therefore resulting in expected higher losses

 

21



 

There can be no assurance that actual outcomes will not differ materially from the forward-looking statements contained in the Form 6-K.

 

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.

 

 

Australia and New Zealand
Banking Group Limited

 

 

 

 

 

(Registrant)

 

 

 

 

 

By:

/s/ John Priestley

 

 

 

Company Secretary

 

 

 

Date 07 July 2006