Atlas Arteria · ASX:ALX
Atlas Arteria — Investor Presentation (November 2019)
55 slides from Atlas Arteria's investor presentation, Nov 21, 2019
Slide 1: Acquisition of Additional Interest in APRR and Equity Raising
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 11 Atlas Arteria Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement and Equity Raising 21 November 2019 NOT NOT FOR FOR DISTRIBU
Slide 2: Disclaimer
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 22 Disclaimer Atlas Arteria (“or ALX”) comprises Atlas Arteria Limited (ACN 141 075 201) (“ATLAX”) and Atlas Arteria International Limited (Registration No. 43828) (
Slide 3: General Securities Warning, Not for distribution in the United States, Underwriters
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 33 General Securities Warning Not for distribution in the United States Underwriters This Presentation is for information purposes only and is not a This Presentatio
Slide 4: Non-IFRS information, Forward-looking statements, Eligibility of investors
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 44 Non-IFRS information Forward-looking statements Eligibility of investors This Presentation includes certain financial measures that This Presentation may contain
Slide 5: Contents
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 55 Contents 01 Transaction Summary Graeme Bevans, CEO 02 Transaction Detail and Equity Raising Nadine Lennie, CFO 03 APRR Graeme Bevans, CEO 04 Summary Graeme Bevans
Slide 6: Transaction Summary
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 66 01 Graeme Bevans Chief Executive Officer Transaction Summary Photo of APRR, source: APRR NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEASE RELEASE IN IN THET
Slide 7: Overview
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 77 01 Overview Acquisition of an additional 6.14% interest in APRR increasing operational influence and improved governance − Atlas Arteria has executed agreements t
Slide 8: A Valuable Transaction
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 88 01 A Valuable Transaction Transaction immediately cash flow and value accretive Payment Counterparty For €654.2m1 Macquarie 6.14% stake in APRR New shareholder ag
Slide 9: Atlas Arteria Distributions
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 99 01 Atlas Arteria Distributions A 6% increase in distribution guidance following completion of the Transaction Atlas Arteria distributions (cps)1 H2 2019 distribut
Slide 10: Creating Value
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 10 10 01 Creating Value On Strategy Transaction Efficient Efficient operations Growth structure – Removes Macquarie – Streamlines the current APRR – Increases exposu
Slide 11: The Atlas Arteria Business Post-Transaction
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 11 11 01 The Atlas Arteria Business Post-Transaction EASTERN FRANCE Atlas Arteria Portfolio VIRGINIA, UNITED APRR / ADELAC ROSTOCK, GERMANY STATES Warnow Tunnel Dull
Slide 12: Transaction Detail and Equity Raising
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 12 12 02 Nadine Lennie Chief Financial Officer Transaction Detail and Equity Raising Photo of APRR, source: APRR NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEA
Slide 13: Transaction Outcomes
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 13 13 02 Transaction Outcomes Clear and simple structure post transaction provides genuine operating influence Post transaction structure ― Clear and simple structur
Slide 14: Transaction Steps
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 14 14 02 Transaction Steps The Transaction comprises several steps Macquarie Group Transactions 1• Atlas Arteria acquires 16.28% of MAF2 from MEIF 2, MMIT1 and MMIT2
Slide 15: Illustrative Changes to Cash Flows
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 15 15 02 Illustrative Changes to Cash Flows Chart not to scale Atlas Arteria proportionate Removal of the fees payable Additional MAF2 management costs economic inte
Slide 16: Funding Sources and Uses
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 16 16 02 Funding Sources and Uses Sources A$m1 Equity raising Placement 452 Entitlement Offer 898 Total Sources 1,350 Uses A$m1 Transaction price paid for 6.14% of A
Slide 17: Proforma Post-Transaction Balance Sheet
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 17 17 02 Proforma Post-Transaction Balance Sheet ALX reported balance sheet ALX pro-forma A$m (as at 30 June 2019) Impact of Transaction Impact of Equity Raising bal
Slide 18: Capital Management Strategy
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 18 18 02 Capital Management Strategy Managing capital for a sustainable business Further opportunity for increased cash flows The approach Process to refinance the E
Slide 19: Equity Raising Overview
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 19 19 02 Equity Raising Overview – A$898 million 4 for 21 underwritten pro-rata accelerated non-renounceable entitlement offer (Entitlement Offer). The Entitlement O
Slide 20: Equity Raising Timetable
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 20 20 02 Equity Raising Timetable Event Date Trading halt and announcement of Equity Raising, Institutional Entitlement Offer and Placement opens Thursday, 21 Novemb
Slide 21: APRR
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 21 21 03 Graeme Bevans Chief Executive Officer APRR Photo of APRR, source: APRR NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEASE RELEASE IN IN THETHE UNITED UN
Slide 22: APRR and ADELAC Connecting Paris With Lyon and Eastern France
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 22 22 03 APRR and ADELAC Connecting Paris With Lyon and Eastern France Second largest toll network in France and fourth largest in Europe, providing effective tradin
Slide 23: Value for Customers
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 23 23 03 Value for Customers Each day our network provides customers substantial saving on their travel time APRR provides value for customers compared to other toll
Slide 24: Leveraged to Economic Growth
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 24 24 03 Leveraged to Economic Growth APRR is well positioned to benefit from further improvements in French economic activity APRR Light Vehicles and Economic Indic
Slide 25: APRR Earnings Stability
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 25 25 03 APRR Earnings Stability EBITDA has historically been resilient through economic cycles APRR EBITDA1 and France GDP2 growth €m €2,000m 6.0% €1,800m 1,874 1,7
Slide 26: APRR continues to invest for an improved customer experience
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 26 26 03 APRR continues to invest for an improved customer experience Investing in capital projects to grow APRR footprint Growth within the APRR footprint APRR - Si
Slide 27: APRR Tariff Formula 2019-2023
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 27 27 03 APRR Tariff Formula 2019-2023 Inflation-linked tolling and established regulatory regime underpin APRR’s predictable cashflows - Stable concession regime: I
Slide 28: APRR financial position
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 28 28 03 APRR financial position Earnings growth driven by operational performance and a low cost financing structure - APRR has investment grade credit ratings, rat
Slide 29: French Tax Rates
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 29 29 03 French Tax Rates The Current Tax Situation Corporate Income Tax Motorway Specific Tax - The standard corporate income tax rate for 2019 had been reduced - F
Slide 30: Summary
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 30 30 04 Graeme Bevans Chief Executive Officer Summary Photo of Dulles Greenway, source: David Madison Photography 30 NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR
Slide 31: Summary
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 31 31 04 Summary Strategic Acquisition Leveraging internal Simplified structure Valuation discipline capability – Adding an additional 6.14% – Ability to influence A
Slide 32: Further Opportunities for the Atlas Arteria business
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 32 32 04 Further Opportunities for the Atlas Arteria business Atlas Arteria Dulles Greenway Warnow - Focus on opportunities to reduce risk and - Creating sustainable
Slide 33: Thank You Q&A
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 33 33 Thank You Q&A Contact for investors Nadine Lennie Chief Financial Officer Australia : 1800 621 694 International: +61 2 8232 7455 investors@atlasarteria.com NO
Slide 34: Appendix A: Further Detail
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 34 34 05 Appendix A: Further Detail NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEASE RELEASE IN IN THETHE UNITED UNITED STATES STATES OROR TOTO U.S. U.S. PERSO
Slide 35: Post-Transaction APRR Shareholding Structure
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 35 35 Post-Transaction APRR Shareholding Structure Effective APRR interest: 31.14% Atlas Arteria Eiffage Other shareholders 62.29% 4.00% 33.71% MAF / MAF2 Eiffage an
Slide 36: Proforma Post-Transaction Balance Sheet – Basis of Preparation
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 36 36 05 Proforma Post-Transaction Balance Sheet – Basis of Preparation – Atlas Arteria prepares its financial statements in accordance with Australian Accounting St
Slide 37: Appendix B: Key Risks
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 37 37 05 Appendix B: Key Risks Photo of APRR, source: APRR NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEASE RELEASE IN IN THETHE UNITED UNITED STATES STATES OR
Slide 38: B Key Risks
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 38 38 B Key Risks INTRODUCTION ALX’s financial position and performance, its distributions and the market price of ALX securities may be adversely affected, sometime
Slide 39: Key Risks: Completion Risk
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 39 39 B Key Risks Completion Risk Completion of the Transaction is subject to (i) anti-trust clearance from the competition authorities and (ii) foreign investment c
Slide 40: Key Risks: French Tax Rates
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 40 40 B Key Risks French Tax Rates Corporate Income Tax France approved in 2017 a law to progressively reduce the corporate income tax rates from 33% in 2018 to 25%
Slide 41: Key Risks: Regulatory and Foreign Exchange
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 41 41 B Key Risks Regulatory and Change of Law Risk ALX Securityholders are exposed to the risk that the Government counterparties to the concessionaires may exercis
Slide 42: Key Risks: Major Repairs and Maintenance Capital Expenditure
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 42 42 B Key Risks Major Repairs and Maintenance Capital Expenditure Under the Concession Agreements, the concessionaires of each of the ALX Portfolio’s toll roads mu
Slide 43: Key Risks: Key Contractors and Counterparty
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 43 43 B Key Risks Reliance on Key Contractors and Counterparty Risks ALX and the ALX Portfolio may engage third party contractors and counterparties, including const
Slide 44: Key Risks: Loan Terms and Refinance Risk
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 44 44 B Key Risks Ability to Comply with Loan Terms or and refinance risk Refinance risk is the risk that debt facilities may not be able to be refinanced on accepta
Slide 45: Key Risks: Tax Risk
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 45 45 B Key Risks Tax Risk Changes in tax law, tax rules or their interpretation may result in changes to the existing tax treatments in relation to ALX’s underlying
Slide 46: Key Risks: Equity Markets and Liquidity
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 46 46 B Key Risks Equity Markets Risks There are risks associated with any investment in listed securities. The market price of listed securities such as ALX securit
Slide 47: Key Risks: Offer Specific Risks
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 47 47 B Key Risks OFFER SPECIFIC RISKS Dilution Risks You should note that if you do not take up all of your entitlements to acquire New Stapled Securities under the
Slide 48: Underwriting Risk (continued)
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 48 48 B Key Risks Underwriting Risk (continued) – There are certain delays to the timetable for the Offer; – ALX is removed from the official list of ASX or its Secu
Slide 49: Appendix C: Entitlement Offer Jurisdictions
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 49 49 05 Appendix C: Entitlement Offer Jurisdictions Photo of APRR, source: APRR NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEASE RELEASE IN IN THETHE UNITED U
Slide 50: Foreign selling restrictions: Canada
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 50 50 C Foreign selling restrictions This document does not constitute an offer of new stapled securities ("New Stapled Securities") of ALX in any jurisdiction in wh
Slide 51: Foreign selling restrictions: Canada (cont'd)
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 51 51 C Foreign selling restrictions This document does not constitute an offer of new stapled securities ("New Stapled Securities") of ALX in any jurisdiction in wh
Slide 52: Foreign selling restrictions: New Zealand
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 52 52 C Foreign selling restrictions This document does not constitute an offer of new stapled securities ("New Stapled Securities") of ALX in any jurisdiction in wh
Slide 53: Foreign selling restrictions: Switzerland
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 53 53 C Foreign selling restrictions This document does not constitute an offer of new stapled securities ("New Stapled Securities") of ALX in any jurisdiction in wh
Slide 54: Glossary of terms
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 54 54 Glossary of terms AADT Average annual daily trips m millions ACR Additional Coverage Ratio MAF Macquarie Autoroutes de France Advisory Agreement Advisory Agree
Slide 55: atlasarteria.com
Atlas Arteria | Acquisition of Additional Interest in APRR, Termination of Macquarie Advisory Agreement, and Associated Equity Raising 55 55 atlasarteria.com NOT NOT FOR FOR DISTRIBUTION DISTRIBUTION OROR RELEASE RELEASE IN IN THETHE UNITED UNITED STATES STATES OROR TOTO U.S. U.S. PERSONS PERSONS
Atlas Arteria — Investor Presentation (November 2019) on 6ix