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APA GROUP — M&A Activity 2012
Aug 19, 2012
64398_rns_2012-08-19_93ccbac8-7d29-4eef-82a7-505c15753793.pdf
M&A Activity
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Hastings Funds Management Limited ABN 27 058 693 388 AFSL No. 238309
Total pages: 3
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Level 27, 35 Collins Street Melbourne VIC 3000 Australia T +61 3 8650 3600 F +61 3 8650 3701 www.hfm.com.au Melbourne, London, New York, Sydney
ASX Announcement
Hastings Diversified Utilities Fund (HDF)
20 August 2012
Pipeline Partners Australia does not improve its offer for HDF within matching period
A subcommittee of independent directors of Hastings Funds Management Limited (HFML), as Responsible Entity for HDF, notes Pipeline Partners Australia’s announcement that it has no intention of exercising its matching rights following the announcement on 17 August 2012 that the APA Group (APA) has increased its takeover offer for HDF. The Pipelines Partners Australia’s cash offer price remains $2.43 per security.
Subject to meeting certain offer conditions, APA’s offer is based on the level of ownership it achieves. If APA achieves ownership of 90 percent or more of HDF securities and becomes entitled to proceed to compulsory acquisition, its offer will comprise $0.80 in cash and 0.390 APA securities for each HDF security, or an implied value of $2.61 per HDF security based on APA’s closing price on 17 August 2012 of $4.65.
If APA achieves ownership of more than 70 percent but less than 90 percent of HDF securities, APA’s offer will comprise $0.72 in cash and 0.390 APA securities for each HDF security, or an implied value of $2.53 per HDF security based on APA’s closing price on 17 August 2012 of $4.65.
APA has noted a reduction in a number of conditions since the announcement of its offer and the intention to waive further conditions as part of the revised offer.
The subcommittee of independent directors of HFML will meet to consider APA’s revised offer and Pipeline Partners Australia’s announcement not to exercise its matching rights in accordance with the Takeover Bid Implementation Deed between HDF and Pipeline Partners Australia and will keep the market appropriately informed.
Attached is a copy of Pipeline Partners Australia’s media release.
For further enquiries, please contact:
| For further enquiries, please contact: | |
|---|---|
| Colin Atkin | Simon Ondaatje |
| Chief Executive Officer | Head of Investor Relations |
| Hastings Diversified Utilities Fund | Hastings Funds Management |
| Tel: +61 3 8650 3600 |
Tel: +61 3 8650 3600 |
| Fax: +61 3 8650 3701 |
Fax: +61 3 8650 3701 |
| Email: [email protected] |
Email: [email protected] |
| Website: www.hfm.com.au | Website: www.hfm.com.au |
Unless otherwise stated, the information contained in this document is for informational purposes only. It does not constitute an offer of securities and should not be relied upon as financial advice. The information has been prepared without taking into account the investment objectives, financial situation or particular needs of any particular person or entity. Before making an investment decision you should consider, with or without the assistance of a financial adviser, whether any investments are appropriate in light of your particular investment needs, objectives and financial circumstances. Neither Hastings, nor any of its related parties including Westpac Banking Corporation ABN 33 007 457 141, guarantees the repayment of capital or performance of any of the entities referred to in this document and past performance is no guarantee of future performance. Hastings, as the Manager or Trustee of various funds, is entitled to receive management and performance fees.
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Jane Frawley Company Secretary Hastings Funds Management Limited
Pipeline Partners Australia Pty Limited (ACN 157 963 810)
20 August 2012
Update in relation to Pipeline Partners Australia’s all-cash offer for Hastings Diversified Utilities Fund
Pipeline Partners Australia Pty Limited ( PPA ) notes last Friday’s announcement by APA Group regarding its offer for Hastings Diversified Utilities Fund ( HDF ). PPA has no intention of exercising its matching right in accordance with the terms of the Takeover Bid Implementation Deed entered into with HDF.
For any media enquiries, please contact:
Nigel Kassulke Cannings Corporate Communications Tel: +61 2 8284 9990 Mob: +61 407 904 874