Acquisition of Alinta Energy Pilbara and $750 million equity raising
Leading Australian energy infrastructure business, APA Group (ASX:APA), has entered into a Share Sale Agreement with Alinta Power Cat Pty Ltd and Alinta Energy Development Pty Ltd to acquire 100% of Alinta Energy Pilbara Holdings Pty Ltd and Alinta Energy (Newman Storage) Pty Ltd (Alinta Energy Pilbara) for an Enterprise Value of A$1,722 million.1
Alinta Energy Pilbara is an energy infrastructure business underpinned by contracted operational assets (gas and solar power generation, gas transmission, battery energy storage systems (BESS) and electricity transmission), together with an extensive development pipeline of projects (wind, solar, gas reciprocating engines, BESS and associated electricity transmission), located in Western Australia’s Pilbara region.
APA intends to raise A$675 million through a fully underwritten ‘pro-rata’2 institutional placement (Placement) and will undertake a non-underwritten Security Purchase Plan (SPP) for eligible security holders to raise A$75 million 3. The proceeds will be used to partly fund the acquisition. The balance of the purchase price will be funded by new debt facilities established in connection with the acquisition4 of A$993 million.
1 Enterprise Value is the sum of the purchase price (excluding stamp duty and transaction costs) and existing net debt of A$65 million held by Alinta Energy Pilbara. Stamp duty and transaction costs are currently estimated to be $86 million.
2 For this purpose, an eligible institutional security holder’s ‘pro-rata’ share will be estimated by reference to APA’s beneficial register on 18 August 2023, but without undertaking any reconciliation and ignoring securities that may be issued under the SPP. Accordingly, unlike in a rights issue, this may not truly reflect the participating security holder’s actual pro-rata share. Nothing in this announcement gives a security holder a right or entitlement to participate in the Placement and APA has no obligation to reconcile assumed holdings (eg for recent trading or swap positions) when determining a security holder’s ‘pro-rata’ share. Institutional security holders who do not reside in Australia or other eligible jurisdictions will not be able to participate in the Placement. See slides 37 to 41 of the Investor Presentation released by APA to the ASX today (Investor Presentation) for the eligible jurisdictions and selling restrictions relevant to these jurisdictions. APA and the underwriters disclaim any duty or liability (including for negligence) in respect of the determination of a security holder’s ‘pro-rata’ share. For further details regarding the nature of the underwriting arrangements, please see risk factor 35 in Appendix 2 of the Investor Presentation.
3 APA may, in its absolute discretion, scale back applications over this amount or apply a higher cap to the SPP (and either accept applications in full or scale back applications over the higher cap).
4 APA has existing committed undrawn bank liquidity facilities of A$1,600 million and has added new short term (1 year) committed undrawn bank liquidity facilities of A$1,000 million in connection with the acquisition.