SGH LIMITED — Capital/Financing Update 2018

Feb 20, 2018

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21 February 2018

Seven Group Holdings announces issue of $350 million convertible bond, enhancing its funding base and reducing its borrowing costs

Seven Group Holdings (“SGH”) (ASX Code: SVW) has today launched a seven-year, $350 million convertible bond after market close, following the release of its FY18 interim results earlier in the day.

The proceeds from the issue of the bond will be used to repay existing Coates Hire legacy debt facilities, allowing the strong operating cashflows from Coates Hire to be utilised throughout the Group. The convertible bond also provides greater diversification and tenor to the Group’s funding base, and enables the Group to refinance Coates Hire on more cost-effective terms.

The bonds will have a coupon of no more than 2.20% per annum and are convertible into ordinary shares at an effective ordinary share price of $24.00 at the option of the holder, a premium of 30% to today’s closing share price of $18.40. It is intended that the bonds will be listed on the Singapore Exchange.

Deutsche Bank AG, Sydney Branch acted as sole bookrunner to the company.

Commenting on the transaction, Ryan Stokes, Managing Director and Chief Executive Officer of SGH said:

“The bond issuance is part of our ongoing capital management focus, providing greater balance sheet flexibility, increased tenor and a cost-effective diversification of the Group’s funding base. The use of a convertible bond leverages the recent market volatility and SGH’s strong performance.”

KEY TERMS:

KEY TERMS:
Issue Size	A$350m
Term	7years
Status	Direct, unsubordinated, unsecured andunconditional
Investorput option	3 January2023
Maturity	5March 2025
InitialConversion Price	$24
Coupon	1.7%- 2.2% ona semi-annualbasis
Conversion PriceAdjustments	Standard provisionswithdividend protection

Media contacts: Jim Kelly +61 412 549 083 / Lauren Thompson +61 438 954 729

Seven Group Holdings Limited is a leading Australian diversified operating and investment group with market leading businesses and investments in industrial services, media and energy. In industrial services, WesTrac Group is the sole authorised Caterpillar dealer in Western Australia, New South Wales and the Australian Capital Territory in Australia. WesTrac is one of Caterpillar's top dealers globally (by sales value). SGH also owns Coates Hire, Australia’s largest equipment hire business, and AllightSykes, a supplier of lighting towers, generators and pumps. In media, SGH has a 41 per cent shareholding in Seven West Media, Australia’s largest multiple platform media company, including the Seven Network, The West, Pacific and Yahoo7. The Group also has a 26 per cent shareholding in Beach Energy and has interests in oil and gas projects in Australia and the United States.

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Seven Group Holdings Limited | ABN 46 142 003 469

38-42 Pirrama Road | Pyrmont NSW 2009 Australia | Postal Address: PO Box 777 | Pyrmont NSW 2009 Australia Telephone +61 2 8777 7777 | Facsimile +61 2 8777 7192