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APA GROUP — Capital/Financing Update 2018
Feb 25, 2018
64398_rns_2018-02-25_989c01c2-b324-4a35-bf7a-598683351b8c.pdf
Capital/Financing Update
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Australian Pipeline Ltd ACN 091 344 704 | Australian Pipeline Trust ARSN 091 678 778 | APT Investment Trust ARSN 115 585 441 Level 25, 580 George Street Sydney NSW 2000 | PO Box R41 Royal Exchange NSW 1225
Phone +61 2 9693 0000 | Fax +61 2 9693 0093 APA Group | apa.com.au
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26 February 2018
ASX ANNOUNCEMENT
APA Group (ASX: APA) (also for release to APT Pipelines Limited (ASX: AQH))
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
APA Group successfully completes the institutional component of its Entitlement Offer
APA Group (ASX: APA) is pleased to announce the completion of the institutional component (Institutional Entitlement Offer) of its fully underwritten 1 for 17 pro-rata accelerated institutional tradeable retail renounceable entitlement offer to raise approximately A$500 million (Entitlement Offer).
Summary of the Institutional Entitlement Offer and institutional shortfall bookbuild
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Institutional Entitlement Offer and institutional shortfall bookbuild raised gross proceeds of approximately A$288 million through the issue of approximately 37.3 million new APA securities;
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The Institutional Entitlement Offer attracted strong demand with approximately 96% take-up by eligible institutional securityholders; and
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Entitlements not taken up by eligible institutional securityholders and entitlements of ineligible institutional securityholders were sold and cleared in the institutional shortfall bookbuild at A$8.00 per entitlement. The clearing price equates to a A$0.30 per security premium to the offer price of A$7.70.
APA Chief Financial Officer, Peter Fredricson said, “It is pleasing to see the ongoing support for our significantly increased FY2018 growth capex program from our broad ranging institutional investor base.”
The new securities to be issued as part of the Institutional Entitlement Offer will be allotted on 7 March 2018 and trading is expected to commence on that day. At allotment the new securities issued under the Institutional Entitlement Offer and Retail Entitlement Offer (defined below) will rank equally with existing APA securities from the date of allotment but will not be entitled to the 1H FY2018 distribution of 21.0 cents per security which is to be paid on 14 March 2018.
Retail Entitlement Offer and retail shortfall bookbuild
The retail component of the Entitlement Offer (Retail Entitlement Offer) will open on 2 March 2018. Eligible retail securityholders in Australia and New Zealand will have the opportunity to participate in the Entitlement Offer at the same offer price and offer ratio as the Institutional Entitlement Offer, being a price of $7.70 per new APA security at a ratio of 1 new APA security for every 17 existing APA securities held as at 7.00pm (Sydney time) on 26 February 2018.
Eligible retail securityholders have a number of options under the Retail Entitlement Offer:
i. elect to take up all or part of their entitlement by either:
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the Early Retail Application Closing Date of 5.00pm (Sydney time) on 5 March 2018; or
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• the retail closing date of 5.00pm (Sydney time) on 14 March 2018;
ii. sell their entitlement on the ASX between Monday, 26 February 2018 and Wednesday, 7 March 2018; or iii. do nothing and let their entitlement be offered for sale through a retail shortfall bookbuild process managed by the underwriters with any proceeds in excess of the Offer Price paid to the eligible retail securityholder.
A Retail Offer Booklet containing information in respect of the Retail Entitlement Offer will be sent to eligible retail securityholders in Australia and New Zealand on 2 March 2018 and will be made available at www.apa.com.au.
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Please note that the contents of APA’s website do not form part of the offer documents for the Entitlement Offer. Eligible retail securityholders should read the Retail Offer Booklet in full prior to deciding whether to subscribe for new securities or sell or transfer their entitlements. Any eligible retail securityholder who wishes to acquire new securities under the Retail Entitlement Offer will need to complete, or otherwise apply in accordance with, the personalised entitlement and acceptance form that will accompany the Retail Offer Booklet.
Recommencement of trading
APA securities are expected to resume trading on ASX from market open today.
Entitlement Offer Indicative Timetable
| Event | Date |
|---|---|
| Trading halt, announce 1H FY18 results and Entitlement Offer | Wednesday, 21 February 2018 |
| Institutional Entitlement Offer closed | Thursday, 22 February2018 |
| Institutional shortfall bookbuild | Friday, 23 February 2018 |
| Trading halt lifted – securities recommence trading on ASX on an “ex-entitlement” basis |
Monday, 26 February 2018 |
| Retail entitlements commence trading on ASX on a deferred settlement basis |
Monday, 26 February 2018 |
| Record date for determining entitlement to subscribe for New Securities |
Monday, 26 February 2018 |
| Retail Entitlement Offer opens | Friday, 2 March 2018 |
| Retail Offer Booklet dispatched | Friday, 2 March 2018 |
| Retail entitlements commence trading on ASX on a normal settlement basis |
Monday, 5 March 2018 |
| Early Retail Application Closing Date - last day to apply for New Securities to be issued on the Initial Allotment Date |
Monday, 5 March 2018 |
| Settlement of Institutional Entitlement Offer and Retail | |
| Entitlement Offer for applications which have been received by | Tuesday, 6 March 2018 |
| the EarlyRetail Application ClosingDate | |
| Retail entitlement trading on ASX ends | Wednesday, 7 March 2018 |
| Initial Allotment Date – allotment and normal trading of New | |
| Securities under the Institutional Entitlement Offer and for applications which have been received by the Early Retail |
Wednesday, 7 March 2018 |
| Application ClosingDate | |
| Retail Entitlement Offer closes | Wednesday, 14 March 2018 |
| Retail shortfall bookbuild | Monday, 19 March 2018 |
| Settlement of New Securities under the Retail Entitlement Offer (other than those issued on the Initial Allotment Date) |
Thursday, 22 March 2018 |
| Allotment of New Securities under the Retail Entitlement Offer | Friday, 23 March 2018 |
| Normal trading of New Securities issued under the Retail Entitlement Offer |
Monday, 26 March 2018 |
| Dispatch of holding statements in respect of New Securities issued under the Retail Entitlement Offer |
Tuesday, 27 March 2018 |
These dates (except where historical) are indicative only and subject to change. All dates and times are Sydney time. APA reserves
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the right to vary these dates or to withdraw the Entitlement Offer at any time. Subject to the requirements of the Corporations Act, the ASX Listing Rules and any other applicable laws, APA, in consultation with the Underwriters, reserves the right to amend this timetable at any time, including extending the closing date of the Retail Entitlement Offer period or accepting late applications, either generally or in particular cases, without notice. Any extension of the closing date will have a consequential effect on the issue date of the New Securities. The commencement of quotation of New Securities is subject to confirmation from ASX.
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Nevenka Codevelle Company Secretary Australian Pipeline Limited
For further information please contact:
Investor enquiries: Media enquiries: Jennifer Blake Louise Watson Telephone: +61 2 9693 0097 Telephone: +61 2 8011 0591 Mob: +61 455 071 006 Mob: +61 419 185 674 Email: [email protected] Email: [email protected]
About APA Group (APA)
APA is Australia’s leading energy infrastructure business, owning and/or operating in excess of $20 billion of energy infrastructure assets. Its gas transmission pipelines span every state and territory on mainland Australia, delivering approximately half of the nation’s gas usage. APA has direct management and operational control over its assets and the majority of its investments. APA also holds ownership interests in a number of energy infrastructure enterprises including SEA Gas Pipeline, SEA Gas (Mortlake) Partnership, Energy Infrastructure Investments and GDI Allgas Gas Networks.
APT Pipelines Limited is a wholly owned subsidiary of Australian Pipeline Trust and is the borrowing entity of APA.
For more information visit APA’s website, apa.com.au
NOT FOR RELEASE OR DISTRIBUTION INTO THE UNITED STATES
This release may not be distributed or released in the United States. This release does not constitute an offer to sell, or a solicitation of any offer to buy, any securities in the United States. Neither the entitlements nor the New Securities have been, or will be, registered under the US Securities Act of 1933, as amended (the US Securities Act) or the securities laws of any state or other jurisdiction of the United States. Accordingly, the entitlements may not be taken up by, and the New Securities may not be offered or sold to, any person in the United States or any person that is acting for the account or benefit of a person in the United States, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and any other applicable US state securities laws. The entitlements and the New Securities to be offered and sold in the Retail Entitlement Offer may only be offered and sold outside the United States in ‘offshore transactions’ (as defined in Rule 902(h) under the US Securities Act) in reliance on Regulation S. In addition, persons in the United States and persons acting for the account or benefit of persons in the United States (to the extent such persons are acting for the account or benefit of a person in the United States) will not be eligible to purchase or trade entitlements on ASX or otherwise, or take up or exercise entitlements purchased on ASX or otherwise, or transferred from another person.
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