Notice

Washington H Soul Pattinson & Company Limited (ASX Code: SOL) proposed merger with Brickworks Limited (ASX Code: BKW) and associated Capital Raising – Implications for SOL Exchange Traded Options (ETOs)

What's this about:
  • ASX Market
  • Clearing
  • Settlement
  • Operations
  • Market Data
  • Compliance
  • Risk
  • Equity Derivatives
  • Flexclear OTC
  • Options & ETOs
Notice reference number: 1060.25.09
Date published: 09/09/25
Effective as of: 19/09/25
Last updated: 09/09/25

On the 4 August 2025, Washington H Soul Pattinson & Company Limited (ASX Code: SOL) announced a Share scheme (subject to shareholders approval) in which SOL and Brickworks Limited (ASX Code: BKW) will each undertake scheme of arrangements and form new company “Topco”. SOL Shareholders will receive one new Topco share for every one SOL share held. BKW shareholders will receive 0.82 Topco share for every one BKW share held. The resulting breakdown for SOL Scheme Shareholders, BKW Scheme Shareholders and other new Topco Shareholders will own approximately 72%, 19% and 9% of Topco respectively.

Merger

As a result of the share schemes SOL and BKW will delist and become subsidiaries of Topco. Topco will become listed on ASX and intends to be renamed as Washington H. Soul Pattinson and Company Limited and retain the ASX ticker SOL. The event will be supported by ASX with a 1:1 reconstruction corporate action.  There will also be a deferred trading period within the reconstruction.

Share Issue and Capital Raising

Prior to implementing the share scheme Topco has also announced an intention to raise capital of $1.4 billion by issuing 34 million new Topco shares to investors.  The capital raising is not offered to existing shareholders and there is no rights or placement and will not be treated as a corporate adjustment events.

Adjustment to SOL ETOs

If the scheme is approved, SOL holders will receive new SOL shares in a 1:1 ratio therefore ASX will not be adjusting SOL ETO’s contract size or strike levels, The options underlying security code will remain as SOL. An exercise restriction will be applied on the last trading date in SOL.

What do I need to do by when?

Participants should be aware of the content of this Notice as it sets out the treatment of the proposed merger with respect to open positions in SOL ETO contracts.

When Effective

The indicative timetable of the proposed merger has been indicated that the close of the scheme is scheduled 19 September 2025.

Need more information?

Issued by

Greg Fitzpatrick, Senior Manager, Clearing Operations

Contact information

Clearing Operations

clearing@asx.com.au

Disclaimer