IMB’s Board is pleased to announce details of an Off-Market Share Buyback under which it intends to buyback ordinary shares on issue through a voluntary off-market tender (“Buyback”). IMB has already completed six off-market buybacks and has bought back almost 16 million shares (approximately 40% of the ordinary shares initially on issue).
IMB is offering shareholders the opportunity to sell some or all of their ordinary shares directly back to IMB in a voluntary off-market process. The buyback does not attract trading fees and may enable shareholders to sell shares more quickly than it would take on the IMB Market (given the limited liquidity of the IMB Market).
IMB is implementing periodic off-market buybacks as a key part of IMB’s ongoing strategy to simplify IMB’s capital structure. This capital strategy is designed to strengthen IMB’s mutual model and ability to deliver sustainable financial performance while maintaining the capacity to invest in strategic priorities. These include continued investment in digital innovation, with a strong focus on enhancing the security, convenience, and functionality of digital channels – complemented by the high standard of personal service that members expect.
The Board remains committed to this capital strategy and aims to undertake periodic buybacks, however the timing of future buybacks will be considered having regard to the capital required to support the strategic and operational requirements of the business.
A summary of the details of the Buyback are outlined below. Full terms of the Buyback will be set out in a booklet which will be mailed to eligible participants by 16 September 2025.
The Buyback is open to all eligible IMB shareholders. In general, shareholders who may participate a reregistered holders of IMB shares on 2 September 2025 and are resident in Australia or in countries in which IMB determines it is lawful for it to issue the invitation to participate.
Participation in the Buyback is voluntary. The tender process provides flexibility for shareholders because they can tailor their level of participation to suit their own circumstances.
Under the proposed tender process, eligible shareholders may tender some or all of their shares for sale at discounts of between 0% to 5% inclusive (at 1% intervals) to the Deemed Market Value (details of how this will be calculated will be set out in full in the booklet for the Buyback). Eligible IMB shareholders may also tender their shares as a final price tender, which is an election to receive the final Buyback Price as determined by IMB.
When the tender period closes, IMB will determine the final Buyback Price by applying the Buyback discount selected by IMB under the tender process to the Deemed Market Value up to a maximum $7.5 million worth of shares that IMB is permitted to buy back. IMB will not buy back more than $7.5 million worth of Shares, however, may buy back a smaller amount and may elect not to buy back any Shares.
IMB may buy back shares that are tendered by shareholders that select a discount greater than, or equal to, the Buyback discount (between 0%-5%) or as a final price tender, subject to any scale back requirements. Eligible IMB shareholders will have a greater chance of having their shares bought back if a tender is submitted at a higher tender discount or as a final price tender. Should a scale back be required, the method has been structured to ensure that eligible IMB shareholders with smallholdings are not disadvantaged.
All eligible IMB shareholders whose tenders are successful will receive the same Buyback Price.
No share trading administration fee will be payable by eligible IMB shareholders who choose to participate in the Buyback.
Full terms of the Buyback will be set out in a booklet which will be mailed to eligible participants by 16September 2025.
For Australian tax purposes, the Buyback Price is expected to comprise:
For capital gains tax purposes, the Sale Consideration received by IMB’s shareholders is expected to be the capital component of $1.17 plus the difference between the Buyback Price and the Deemed Market Value (which will be the amount of the Buyback discount, if any).
For some of IMB’s shareholders, depending on their individual circumstances, the after-tax proceeds from participating in the Buyback may be greater than that from a sale of their shares on the IMB Market. The Buyback will have different tax consequences for different shareholders and shareholders should obtain their own tax advice to take account of their particular circumstances.
For the avoidance of doubt, the final dividend of 11.5 cents per share declared by the Board on 27 August 2025 will be paid to shareholders registered at the close of trade on 3 September 2025, prior to the tender period for the Buyback opening on 16 September 2025 and the proposed Buyback date of 29 October 2025.
While IMB does not expect any changes to these dates, it reserves the right to change them without prior notice.
Further information about the Buyback can be found in the Buyback booklet which will be mailed to eligible shareholders shortly.
If shareholders have any questions in relation to the Buyback, please call the Buyback information line on 1800 414 212 from within Australia or 61 2 8067 9200 from outside Australia between the hours of 9.00am to 5.00pm (Sydney time), Monday to Friday.
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