TPW
18/12/2015 12:33
S/A
PRICE SENSITIVE
REL: 1233 HRS Trustpower Limited
S/A: TPW: Trustpower proposal to demerge NZ and Aus wind business
NZX Announcement
18 December 2015
Trustpower Considering Demerger of its Australian and New Zealand wind
business
Trustpower announces that it is considering separating into two New Zealand
listed companies, by way of a court approved scheme of arrangement which can
be summarised, in general terms, as:
o NewCo: which will hold Trustpower's Australian and New Zealand wind assets
and wind and solar development pipeline; and
o Trustpower Core: which will hold the remaining Trustpower assets.
Wind projects require large amounts of capital to develop. A demerger of
Trustpower Core and Newco will provide Trustpower shareholders with choice in
relation to capital allocation. It will allow NewCo to raise such capital
from investors who have an appetite that is aligned with the type of
opportunities expected to be available from the build out of NewCo's
development pipeline.
Trustpower Chairman Dr Bruce Harker said: "Trustpower has a strong track
record of developing wind assets in both Australia and New Zealand. Given the
significance of the opportunity in front of us, we have been considering the
most efficient way to fund the next phase of the wind development pipeline
over an extended period. The proposed demerger would enable Trustpower to
create two new businesses with clearly defined strategies, and provide
investors with the flexibility to choose which parts of the business to
invest in."
If the proposal is given effect, shareholders will receive one share in each
of NewCo and Trustpower Core for each share held in Trustpower. Trustpower
Core and NewCo will each be listed on the NZX and NewCo may also be listed on
the ASX.
The proposed demerger will allow TPW Core to concentrate on its substantially
New Zealand based hydro generation and growing multi-product retailing
businesses. These businesses produce strong cash flows, so it is expected
the TPW Core will continue to provide shareholders with regular dividend
income with growth prospects over time.
Dr Bruce Harker has agreed to be designate Chair of NewCo and other designate
leadership positions for NewCo are expected to be announced in early 2016.
Proposed changes to Trustpower's board are outlined in a separate media
release.
Trustpower's Board has not formally determined to proceed with the proposal.
If the proposal proceeds, it will be subject to shareholder and court
approval. A shareholder meeting is expected to be called in the second
quarter of 2016 to consider the matter.
Greater detail on the proposal is expected to be provided prior to the end of
February 2016.
Bruce Harker Vince Hawksworth
Chairman Chief Executive
04 473 2399 021 223 4609
End CA:00275409 For:TPW Type:S/A Time:2015-12-18 12:33:09
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