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BABCOCK & BROWN

bbsn supplementary prospectus.pdf - Astrojapanproperty.com

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8. Additional information<br />

Role<br />

Consenting parties<br />

Holding company for Babcock & Brown<br />

the Group’s operations International Pty Limited<br />

and Guarantor<br />

Arranger<br />

Lead Manager &<br />

Bookrunner<br />

Senior Co-Manager<br />

Co-Managers<br />

Trustee<br />

Registry<br />

Legal advisor<br />

Auditor<br />

Tax advisor<br />

8.14 IPO Prospectus<br />

Babcock & Brown Asset<br />

Holdings Pty Limited<br />

UBS AG, Australia Branch<br />

Grange Securities Limited<br />

Bell Potter Securities Limited<br />

Commonwealth Securities Limited<br />

Ord Minnett Limited<br />

Tricom Equities Limited<br />

UBS Private Clients Australia<br />

Limited<br />

Permanent Trustee Company<br />

Limited<br />

Link Market Services Limited<br />

Freehills<br />

Ernst & Young<br />

Greenwoods & Freehills<br />

Pty Limited<br />

Parts of the IPO Prospectus are referred to in Sections 5.3,<br />

8.15 and 8.16 of this Prospectus.<br />

The IPO Prospectus has been lodged with ASIC and sections<br />

4.6, 4.7, 8.5, 8.10 and 8.12 and Notes 2, 3 and 4 of Appendix A<br />

of that document are incorporated by reference into this<br />

Prospectus. A copy of those parts of the IPO Prospectus can<br />

be obtained free of charge by any person who requests them<br />

during the Offer Period, by contacting the BBSN InfoLine<br />

on 1800 818 562.<br />

8.15 Interests of advisors<br />

8.15.1 Interests in formation or promotion of<br />

Babcock & Brown<br />

To the extent not inconsistent with this Prospectus, and other<br />

than as set out in section 8.12 of the IPO Prospectus:<br />

• no person named in this Prospectus as performing a<br />

function in a professional, advisory or other capacity in<br />

connection with the preparation or distribution of the<br />

Prospectus; and<br />

• no promoter or underwriter of the Offer or financial<br />

services licensee named in the Prospectus as a financial<br />

services licensee involved in the Offer,<br />

holds, at the date of this Prospectus, or has held in the two<br />

years before that date, an interest in:<br />

• the formation or promotion of Babcock & Brown; or<br />

• any property acquired or proposed to be acquired by<br />

Babcock & Brown in connection with the formation<br />

or promotion of Babcock & Brown.<br />

Other than as set out in section 8.12 of the IPO Prospectus,<br />

none of such persons has been paid or agreed to be paid any<br />

amount, nor has any benefit been given or agreed to be given to<br />

any such persons for services provided by them, in<br />

connection with the formation or promotion of Babcock &<br />

Brown.<br />

8.15.2 Interests in the Offer<br />

Other than as set out in this Prospectus:<br />

• no person named in this Prospectus as performing a function<br />

in a professional, advisory or other capacity in connection<br />

with the preparation or distribution of the Prospectus; and<br />

• no promoter or underwriter of the Offer or financial<br />

services licensee named in the Prospectus as a financial<br />

services licensee involved in the Offer,<br />

holds, at the date of this Prospectus, or has held in the two<br />

years before that date, an interest in:<br />

• the Offer; or<br />

• any property acquired or proposed to be acquired by<br />

Babcock & Brown in connection with the Offer.<br />

Other than as set out in this Prospectus, none of such persons<br />

has been paid or agreed to be paid any amount, nor has any<br />

benefit been given or agreed to be given to any such persons<br />

for services provided by them, in connection with the Offer.<br />

UBS is acting as the Lead Manager & Bookrunner to the Offer,<br />

in respect of which it will receive fees as set out in Section 8.7.<br />

UBS has a substantial holding in Babcock & Brown for the<br />

purposes of the Corporations Act. As at the date of this<br />

Prospectus, UBS has a substantial holding in Babcock & Brown<br />

for the purposes of the Corporations Act. As at the date of this<br />

Prospectus, UBS and its associates held a relevant interest in<br />

approximately 14.85 million Ordinary Shares. Approximately<br />

9.43 million of these Ordinary Shares are subject to escrow<br />

arrangements.<br />

Ernst & Young has acted as Auditor of Babcock & Brown<br />

and performed specific verification procedures in relation<br />

to the financial information contained in this Prospectus.<br />

In relation to the Offer, Babcock & Brown will pay<br />

approximately $30,500 (excluding disbursements and GST)<br />

to Ernst & Young. Further amounts may be paid to Ernst &<br />

Young in accordance with its normal time based charges.<br />

78 <strong>BABCOCK</strong> & <strong>BROWN</strong> SUBORDINATED NOTES

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