0001209191-15-038444.txt : 20150504 0001209191-15-038444.hdr.sgml : 20150504 20150504163207 ACCESSION NUMBER: 0001209191-15-038444 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20150430 FILED AS OF DATE: 20150504 DATE AS OF CHANGE: 20150504 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: Great Western Bancorp, Inc. CENTRAL INDEX KEY: 0001613665 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 471308512 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 BUSINESS ADDRESS: STREET 1: 100 N. PHILLIPS AVE. CITY: SIOUX FALLS STATE: SD ZIP: 57104 BUSINESS PHONE: 605-334-2548 MAIL ADDRESS: STREET 1: 100 N. PHILLIPS AVE. CITY: SIOUX FALLS STATE: SD ZIP: 57104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: National Americas Holdings LLC CENTRAL INDEX KEY: 0001622163 STATE OF INCORPORATION: DE FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36688 FILM NUMBER: 15828856 BUSINESS ADDRESS: STREET 1: C/O GREAT WESTERN BANCORP, INC. STREET 2: 100 NORTH PHILLIPS AVE. CITY: SIOUX FALLS STATE: SD ZIP: 57104 BUSINESS PHONE: 605-334-2548 MAIL ADDRESS: STREET 1: C/O GREAT WESTERN BANCORP, INC. STREET 2: 100 NORTH PHILLIPS AVE. CITY: SIOUX FALLS STATE: SD ZIP: 57104 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: NATIONAL AUSTRALIA BANK LTD CENTRAL INDEX KEY: 0000833029 STANDARD INDUSTRIAL CLASSIFICATION: NATIONAL COMMERCIAL BANKS [6021] STATE OF INCORPORATION: NY FISCAL YEAR END: 0930 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-36688 FILM NUMBER: 15828857 BUSINESS ADDRESS: STREET 1: LEVEL 4, (UB4440) STREET 2: 800 BOURKE STREET CITY: DOCKLANDS, VIC 3008 STATE: C3 ZIP: 3001 BUSINESS PHONE: 61386342345 MAIL ADDRESS: STREET 1: LEVEL 4, (UB4440) STREET 2: 800 BOURKE STREET CITY: DOCKLANDS, VIC 3008 STATE: C3 ZIP: 3001 4 1 doc4.xml FORM 4 SUBMISSION X0306 4 2015-04-30 0 0001613665 Great Western Bancorp, Inc. GWB 0000833029 NATIONAL AUSTRALIA BANK LTD LEVEL 1, 800 BOURKE STREET DOCKLANDS, VICTORIA C3 3008 AUSTRALIA 1 0 1 0 0001622163 National Americas Holdings LLC 245 PARK AVENUE NEW YORK NY 10167 0 0 1 0 Common Stock, par value $0.01 per share 2015-04-30 4 S 0 20000000 20.5863 D 19486114 I See footnote Common Stock, par value $0.01 per share 2015-05-01 4 S 0 3000000 20.5863 D 16486114 I See footnote On April 30, 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 Great Western Bancorp, Inc. (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 of by NAH 20,000,000 shares of common stock of the Company in an underwritten public offering (the "Offering"). (Continued from footnote 1) The Underwriting Agreement also granted the Underwriters an option to purchase up to an additional 3,000,000 shares of common stock of the Company from NAH within 30 days from the date of the Underwriting Agreement. On May 1, 2015, the Underwriters exercised the option in full. As a result, NAH has agreed to sell 23,000,000 shares to the Underwriters at a price of $20.58625 per share of common stock, representing 39.7% of the outstanding common stock of the Company. The closing is expected to occur on May 6, 2015. 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. By: /s/ Louise R. Thomson, as Company Secretary for National Australia Bank Limited 2015-05-04 By: /s/ Donald J. Straka, as Secretary for National Americas Holdings LLC 2015-05-04