CityLink Investments Pte. Ltd. won a bid to acquire IXOM Limited from a group of sellers for an enterprise value of approximately AUD 1.1 billion on October 29, 2018. After being selected as the preferred bidder, CityLink Investments Pte. Ltd. will complete any final stage due diligence and enter into negotiations to finalize the share sale agreement. CityLink Investments Pte. Ltd. signed an agreement to acquire IXOM Limited from a group of sellers on November 15, 2018. Under the terms of the acquisition, AUD 777 million will be paid and is subject to customary adjustments and indemnities in respect of leakage of value of IXOM Limited between July 31, 2018 and the date of completion of the acquisition. Also, an existing IXOM Limited’s loan of AUD 432 million will be repaid. Keppel Infrastructure Trust (SGX:A7RU) (parent of CityLink Investments Pte. Ltd.) intended to fund the acquisition initially through a bridge facility of up to AUD 752 million and through a five-year senior secured debt funding (term loan) of AUD 532 million. The term loan will be used to repay the existing loan of IXOM Limited of AUD 432 million and the balance will be used to pay a portion of the purchase price. Post-acquisition, Keppel Infrastructure Trust intended to repay the bridge facility with proceeds from an equity fund raising. The final decision regarding the proportion of debt and equity to be employed to fund the acquisition will be made later. CityLink Investments Pte. Ltd. agreed to pay to sellers an amount equivalent to AUD 50 million (Performance Bond) and such amount shall not be payable or, if paid, shall be refunded or deducted from the purchase price if the approval of the unit holders of Keppel Infrastructure Trust is obtained or if completion takes place. IXOM Limited reported revenues of AUD 1.2 billion, profit after tax of AUD 42.7 million, EBITDA of AUD 134 million for the year ended September 30, 2018 and net assets of AUD 309.4 million, net debt of AUD 343 million and total assets of AUD 976.1 million as of September 30, 2018. No person is proposed to be appointed as a Director of Keppel Infrastructure Trust in connection with the acquisition. The transaction is subject to conditions being satisfied before April 18, 2019 including the approval of the Australian Foreign Investment Review Board, approval of the New Zealand Overseas Investment Office and the approval of the unit holders of Keppel Infrastructure Trust for the acquisition and approval of equity fund raising. As of November 15, 2018, the Board of Directors of Keppel Infrastructure Trust recommended its unit holders to approve the transaction and the equity fund raising. As of January 28, 2019, the transaction was approved by New Zealand Overseas Investment Office and the Board of Directors of Keppel Infrastructure Trust unanimously recommended the unit holders to vote in favor of the transaction at a meeting to be held on February 12, 2019. On January 30, 2019, the transaction was approved by the Australian Foreign Investment Review Board and The Institutional Shareholder Services recommended the unit holders to vote in favor of the transaction. On February 12, 2019, the transaction was approved by the unit holders of Keppel Infrastructure Trust. The transaction is expected to complete in or about the first quarter of 2019 or on such other date as may be agreed upon. Keppel Infrastructure Trust may terminate agreement if, on or before March 31, 2019, a material adverse change which is not capable of being remedied or, if capable of being remedied, has not been remedied on or before March 31, 2019, has occurred. The acquisition is expected to be distribution per unit yield accretive to Keppel Infrastructure Trust. JPMorgan Chase & Co. (NYSE:JPM) acted as a financial advisor to The Blackstone Group L.P. and Lazard acted as a financial advisor to Keppel Infrastructure Trust. Jessica Choong, Tom Story, Wendy Rae, Tracey Davern, James Nguyen, Tina Tran, Miles Ma, Mark Young, Jillian Button, Eve Lynch, Naomi Bergman, Emily Johnstone, Kate Kellaher, Isabella Kelly, Connie Ye, Zainab Mahmood, Laura McNama, Michael Graves, Tim Chislett, George Klonis (Real Estate), Sikeli Ratu, Ted Hill, Darcy McLennan, Michael Ryan, Alex Tonkin, Keenan Chiu, Jonathan Light, Andrew Lazzaro and Harry Cook of Allens, David Hoare and Lance Jones of Russell McVeagh and Allen & Gledhill acted as legal advisors, Boardroom Corporate & Advisory Services Pte. Ltd. acted as a registrar and Deloitte & Touche LLP acted as an accountant for Keppel Infrastructure Trust. Deloitte Touche Tohmatsu Australia acted as an accountant for IXOM Limited. Mark Stanbridge, Murray Wheater, Stuart Dullard, Simon Vose, Lauren Garrett, Rory McLeod, Ben Lyttle, Sharon Liu, Simon Brown, Iain Brown, Cheryl Ang, Zak Worrall, Mark McAuley, Catherine Teenan, Jennie Mansfield, Peter McNulty, Con Tzerefos, Jared Lynch, Diane Skapinker, Vicki Aron, Robyn Dimis, Shawn Wytenburg, Rebecca Dang, Mark Brennan, Guy Dwyer, Tristan Orgill, Brett Elgar, Sanjay Wavde, Paul Glover, Anita Cade, Maria Sun, Ross Zaurrini, Tihana Zuk, Rehana Box, Alex Nash, Lisa Simmons, Ross McClymont, Wen-Ts'ai Lim, Mark Elvy, Michael Murray and Jason Strachan of Ashurst LLP acted as legal advisors for The Blackstone Group L.P. and the management shareholders of IXOM. CityLink Investments Pte. Ltd. completed the acquisition of IXOM Limited from a group of sellers on February 19, 2019. Post completion, IXOM Limited has become subsidiary of Keppel Infrastructure Trust.