ASX Release 10 March 2009 BBI NZ SPARCS – PROPOSED RESET TERMS Babcock & Brown Infrastructure (ASX: BBI) announces that its wholly owned New Zealand subsidiary, BBI Networks (New Zealand) Limited (BBINNZ), has today provided a Reset Notice to Holders of BBI NZ SPARCS, in the form of the attached. BBI NZ SPARCS are a hybrid debt security first issued in 2004, which are able to be redeemed or exchanged to BBI stapled securities in certain circumstances. There are approximately 146.2 million BBI NZ SPARCS on issue, with a face value of NZ$1.00 each. Under the terms of the BBI NZ SPARCS: a. All Holders have the ability to request conversion of 50% of their holdings on 17 May 2009, by lodging a Conversion Request with BBINNZ by 26 March 2009; and b. Holders have the ability to request conversion of any remaining balance of their holdings on 17 November 2009, by lodging a Conversion Request with BBINNZ by 28 September 2009. Upon receipt of a Conversion Request, BBINNZ has three options: • to exchange (for BBI Stapled Securities, where the price is calculated by reference to a 20 day VWAP); • to redeem for cash; or • to both exchange a portion and redeem a portion of the relevant BBI NZ SPARCS. The BBINNZ directors’ current intention in respect of any Conversion Requests that may be received by 26 March 2009 that relate to the 17 May 2009 conversion, is that those BBI NZ SPARCS will be exchanged for BBI Stapled Securities. Depending on the number of BBI NZ SPARCS to be exchanged and the trading price of BBI Stapled Securities over the 20 trading days leading up to 17 May 2009, this has the potential to significantly dilute the value of BBI Stapled Securities. BBI provides the following information as a guide to the number of BBI Stapled Securities which may be issued on 17 May 2009 should some BBI NZ SPARCS holders not accept the terms in the Reset Notice and convert 50% of their holding to BBI Stapled Securities. The information makes certain assumptions as to the 20 day VWAP and the number of SPARCS in respect of which valid Conversion Notices are received. BBI currently has 2,376m (2,375,740,842) BBI stapled securities on issue. Number of BBI Stapled Securities that may issue upon 17 May SPARCS Conversion (Millions) Assumed Conversion Price (Discounted BBI VWAP)* AUD 0.03 AUD 0.04 AUD 0.05 0 SPARCS 0 0 0 20% of Max# (NZ$14.6m) 384 288 230 40% of Max# (NZ$29.2m) 767 576 460 60% of Max# (NZ$43.8) 1,151 863 691 80% of Max# (NZ$58.4m) 1,535 1,151 921 % of maximum number of SPARCS to be potentially converted on 17/5/09 100% Max# (NZ$73.1m) 1,919 1,439 1,151 NB. Assumed exchange rate is 1AUD = 1.27NZD * Refer conversion formula in Appendix for calculation details # where Max is 50% of the number of SPARCS on issue = 73.1 million BBI expects to announce the number of Conversion Requests received in respect of the 17 May 2009 Conversion on or about 27 March 2009, following the last date for receipt of such requests.
BBI Price at posting:
3.9¢ Sentiment: None Disclosure: Held
