Home > Insider Trading > Filing (0000899243-15-001819)

Filing Details

Accession Number:: 0000899243-15-001819
Form Type:: 4
Zero Holdings:: No
Publication Time:: 2015-07-28 21:31:18
Reporting Period:: 2015-07-24

Filing Date:: 2015-07-28
Accepted Time:: 2015-07-28 21:31:18
SEC Url:: Form 4 Filing

Issuer

Cik	Name	Symbol	Sector (SIC)	IRS No
1613665	Great Western Bancorp Inc.	GWB	State Commercial Banks (6022)	471308512

Insiders

Cik	Name	Reported Address	Insider Title	Director	Officer	Large Shareholder	Other
833029	Ltd Bank Australia National	Level 1, 800 Bourke Street Docklands, Victoria C3 3008		Yes	No	Yes	No
1622163	National Americas Holdings Llc	245 Park Avenue New York NY 10167		Yes	No	Yes	No

Reported Non-Derivative Transactions

Show Other Fields >>

Sec. Name	Acquisiton - Disposition	Date	Amount	Price	Remaning Holdings	Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
Common Stock, Par Value $0.01 Per Share	Disposition	2015-07-24	2,666,518	$22.50	13,819,596	No	4	D	Indirect	See footnote
Common Stock, Par Value $0.01 Per Share	Disposition	2015-07-27	12,563,269	$22.50	1,256,327	No	4	S	Indirect	See footnote
Common Stock, Par Value $0.01 Per Share	Disposition	2015-07-28	1,256,327	$22.50	0	No	4	S	Indirect	See footnote

Equity Swap Involved	Form Type	Code	Nature of Ownership	Explanation
No	4	D	Indirect	See footnote
No	4	S	Indirect	See footnote
No	4	S	Indirect	See footnote

Footnotes

On July 24, 2015, National Americas Holdings LLC ("NAH"), a wholly owned subsidiary of National Australia Bank Limited ("NAB"), and NAB entered into a share repurchase agreement (the "Repurchase Agreement") with Great Western Bancorp, Inc. (the "Company"), providing for the repurchase by the Company of 2,666,518 shares of common stock of the Company from NAH having an aggregate purchase price of approximately $60 million (the "Share Repurchase").
On July 27, 2015, National Americas Holdings LLC ("NAH"), a wholly owned subsidiary of National Australia Bank Limited ("NAB"), and NAB entered into an underwriting agreement (the "Underwriting Agreement") with the Company and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Deutsche Bank Securities Inc. and J.P. Morgan Securities LLC, as representatives of the several underwriters listed on Schedule A thereto (the "Underwriters"), providing for the sale by NAH of 12,563,269 shares of common stock of the Company in an underwritten public offering (the "Offering") at a public share price of $23.50 per share. The Underwriting Agreement also granted the Underwriters an option to purchase up to an additional 1,256,327 shares of common stock of the Company from NAH within 30 days from the date of the Underwriting Agreement.
(Continued From Footnote 2) On July 28, 2015, the Underwriters exercised the option in full. As a result, NAH agreed to sell 13,819,596 shares to the Underwriters at a price of $22.50125 per share of common stock. The closing is expected to occur on July 31, 2015. After the closing and the Share Repurchase, NAB and NAH will have fully divested their beneficial ownership of shares of the Company's common stock.
These securities are owned of record by NAH. NAB, as the ultimate parent of NAH, is deemed to beneficially own all shares of common stock of the Company. The board of directors of NAB has the power to vote, or direct the vote of, and to dispose, or direct the disposition of, shares of common stock of the Company owned of record by NAH. Each of NAB and NAH may be deemed a director by deputization of the Company.