Atlas Arteria Limited (ASX:ALX) signed an agreement to acquire further 6.14% stake in APRR and ADALEC from Macquarie European Infrastructure Fund II managed by Macquarie Infrastructure and Real Assets (Europe) Limited on November 21, 2019. The transaction will lead to an eventual stake of 31.14% indirect interest in APRR and 31.17% indirect interest in ADALEC. New shareholder agreements have also been negotiated with co-investors in the APRR structure and all remaining management agreements with the Macquarie Group will be terminated. The transaction is cash flow and value accretive. In a related transaction, Eiffage will also acquire an additional indirect stake of 2% in APRR via a 4% interest in MAF2 with same terms and conditions as the purchase by Atlas Arteria, reflecting their support for APRR’s positive outlook. The Transaction will be funded via a fully underwritten AUD 1.35 billion equity raising comprising a AUD 452 million institutional placement and a 4 for 21 accelerated pro-rata non-renounceable entitlement offer to raise AUD 898 million. In conjunction with the Transaction, Eiffage has agreed to work with Atlas Arteria and other MAF2 shareholders to refinance the Eiffarie debt by deferring near-term amortisation obligations. Atlas Arteria will pay a one-off fee to Macquarie Group of AUD 100 million. The existing annual management fee of AUD 12.056 million, which would have otherwise been increased to AUD 15.1 million per annum as a result of the increased APRR interest acquired, will not be incurred. The transaction is immediately cash flow and value accretive. There will be no further management fees, and no performance fees are or will be payable by Atlas Arteria following completion of the transaction. The Transaction is subject to anti-trust clearance from relevant competition authorities and foreign investment committee clearance from the French Ministry of the Economy, with completion expected to occur by the end of Q1 2020. As of February 17, 2020, the transaction has obtained the anti-trust clearance from the European Commission and foreign investment control clearance from the French Ministry. As all the condition has been satisfied, the transaction is expected to close by early March 2020. Delays in completion will see the purchase price of APRR increase at 8% pa. Rothschild & Co SCA acted as financial advisor to Macquarie European Infrastructure Fund II. David Swinburne of Jones Day acted as a legal advisor to Macquarie Infrastructure and Real Assets (Europe) Limited. Linklaters LLP acted as legal advisor to Atlas Arteria Limited (ASX:ALX)