Contact Energy launches public bond offer
13 February 2017
Contact Energy launches public bond offer
Contact Energy Limited (“Contact”) announced today that it has opened an offer of up to $75 million
of unsecured, unsubordinated fixed rate bonds (“Bonds”) to institutional investors and New Zealand
retail investors, with the ability to accept up to a further $25 million in oversubscriptions. The proceeds
from the issue of the Bonds will be used for the refinancing of a $100m bond maturing on 13 April
2017 and for general corporate purposes.
The offer will be made pursuant to the Financial Markets Conduct Act 2013 as an offer of debt
securities of the same class as existing quoted debt securities. The notice required by the Financial
Markets Conduct Regulations 2014 has been provided to NZX.
The full details of the offer are contained in the terms sheet, a copy of which is also attached.
The Bonds have a maturity date of 15 November 2022 and are expected to be quoted on the NZX
Debt Market. They have an investment grade issue credit rating of BBB from Standard & Poor's.
Contact’s current corporate credit rating from Standard & Poor’s is BBB (stable).
The indicative issue margin range is 1.50% - 1.65% p.a. The issue margin and interest rate for the
Bonds will be set following a bookbuild process on 17 February 2017 and announced via NZX shortly
thereafter. The offer will close on 17 February 2017 following the bookbuild process, with the Bonds
expected to be issued on 23 February 2017.
Investors interested in the offer should contact Forsyth Barr Limited or Westpac Banking Corporation
(acting through its New Zealand branch) (the Joint Lead Managers), Deutsche Craigs Limited (the Co-
Manager) or their usual financial advisor to obtain details of how Bonds may be acquired. There will
be no public pool for the Bonds.
Joint Lead Managers
Forsyth Barr Limited
Phone 0800 367 227
Westpac Banking Corporation
(ABN 33 007 457 141) (acting through its New Zealand branch)
Phone 0800 942 822
Co-Manager
Deutsche Craigs Limited
Phone 0800 226 263
ENDS
For further information please contact:
Louise Tong
Head of Treasury and Tax
021 444 224
---
13 February 2017
Notice pursuant to clause 20(1)(a) of Schedule 8 to the Financial Markets Conduct
Regulations 2014
Contact Energy Limited ("Contact") gives notice under clause 20(1)(a) of schedule 8 of the Financial
Markets Conduct Regulations 2014 ("Regulations") that it proposes to make an offer for the issue of
fixed rate bonds due 15 November 2022 ("New Bonds") in reliance upon the exclusion in clause 19 of
schedule 1 of the Financial Markets Conduct Act 2013 ("FMCA").
The main terms of the offer and the New Bonds are set out in the attached Terms Sheet. Except for
the interest rate and maturity date, the New Bonds will have identical rights, privileges, limitations and
conditions as Contact's:
1. fixed rate bonds maturing on 15 May 2019 which are quoted on the NZX Debt Market under the
ticker code CEN020; and
2. fixed rate bonds maturing on 15 November 2021 which are quoted on the NZX Debt Market
under the ticker code CEN030,
(together, the "Quoted Bonds") and therefore are of the same class as the Quoted Bonds for the
purposes of the FMCA and the Regulations. The Quoted Bonds have been continuously quoted on
the NZX Debt Market over the preceding 3 months.
As at the date of this notice, Contact is in compliance with:
1. the continuous disclosure obligations that apply to it in relation to the Quoted Bonds; and
2. its financial reporting obligations (as defined in the Regulations).
As at the date of this notice, there is no excluded information required to be disclosed for the
purposes of the Regulations.
As at the date of this notice, there is no other information that would be required to be disclosed under
a continuous disclosure obligation or which would be excluded information required to be disclosed
for the purposes of the Regulations if the Quoted Bonds had had the same redemption date or
interest rate as the New Bonds being offered.
ENDS
For further information please contact:
Louise Tong
Head of Treasury and Tax
021 444 224
---
Terms Sheet
Fixed Rate Bonds
Maturing
15 November 2022
13 February 2017
1
Terms Sheet
Fixed Rate Bonds
Maturing
15 November 2022
13 February 2017
This terms sheet (Terms Sheet) sets out the key
terms of the offer by Contact Energy Limited
(Contact) of u p to NZ$75,000,000, with the ability to
accept up to a further NZ$25,000,000 of unsecured,
unsubordinated, fixed rate, interest bearing bonds
maturing on 15 November 2022 (Bonds) under its
Master Trust Deed dated 23 February 2009 (as
amended from time to time) as modified and
supplemented by the Supplemental Trust Deed
dated 10 February 2017 entered into between
Contact and The New Zealand Guardian Trust
Company Limited (Supervisor) (together, Trust
Documents).
Important notice
The offer of debt securities by Contact is made in
reliance upon the exclusion in clause 19 of schedule 1 of
the Financial Markets Conduct Act 2013 (FMCA).
The offer contained in this Terms Sheet is an offer of
bonds that have identical rights, privileges, limitations
and conditions (except for the interest rate and maturity
date) as Contact’s:
• NZ$222,000,000 unsecured, unsubordinated, fixed
rate, interest bearing bonds ( which have a fixed
interest rate of 5.80% per annum) maturing on 15
May 2019, which are currently quoted on the NZX
Debt Market under the ticker code CEN020
(
CEN020 Bonds); and
• NZ$150,000,000 unsecured, unsubordinated,
fixed rate, interest bearing bonds (which have
a fixed interest rate of 4.40% per annum)
maturing on 15 November 2021, which are
currently quoted on the NZX Debt Market
under the ticker code CEN030 (
CEN030
Bonds),
(the CEN020 Bonds and the CEN030 Bonds, together
the
Existing Bonds).
The Bonds are of the same class as the Existing
Bonds for the purposes of the FMCA and the Financial
Markets Conduct Regulations 2014 (
FMC
Regulations).
The Issuer is subject to a disclosure obligation that
requires it to notify certain material information to NZX
Limited (
NZX) for the purpose of that information being
made available to participants in the market and that
information can be found by visiting
www.nzx.com/companies/CEN.
The Existing Bonds are the only debt securities of
Contact that are currently quoted and in the same
class as the Bonds.
Investors should look to the market price of the
Existing Bonds referred to above to find out how the
market assesses the returns and risk premium for
those bonds.
ADDRESS DETAILS:
Issuer:
Contact Energy
Limited
Harbour City Tower
29 Brandon Street
Wellington 6143
04 499 4011
Joint Lead Manager &
Organising Participant:
Forsyth Barr Limited
Level 21
157 Lambton Quay
Wellington 6011
0800 367 227
Joint Lead Manager:
Westpac Banking
Corporation (acting
through its New Zealand
branch)
Level 8
16 Takutai Square
Auckland 1010
0800 942 822
Co-Manager:
Deutsche Craigs
Limited
Level 36, Vero Centre
48 Shortland Street
Auckland 1010
0800 226 263
Registrar:
Link Market Services
Limited
Level 7, Zurich House
21 Queen Street
Auckland 1010
09 375 5998
Contact Energy Bonds – Terms Sheet
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2
Issuer Contact Energy Limited
Description of Bonds
The Bonds are unsecured, unsubordinated, fixed rate, interest bearing
debt obligations of the Issuer ranking equally and without preference
among themselves and equally with all other outstanding unsecured and
unsubordinated indebtedness of Contact, except indebtedness preferred
by law.
The Supervisor, on behalf of the Bondholders, has the benefit of certain
provisions of the deed of negative pledge and guarantee between Contact
and certain of its subsidiaries dated 19 May 2005 (Negative Pledge).
Among other things, the Negative Pledge provides that the Issuer will not
grant any security interest in its assets except under certain limited
exceptions set out in the Negative Pledge. The Bonds are not guaranteed
by any person.
Financial Covenants
The ratio of consolidated unsubordinated group debt to consolidated
unsubordinated group debt plus shareholders’ funds (all as described in
the Negative Pledge) must not exceed 60%.
Purpose
The proceeds from the issue of the Bonds will be used for the refinancing
of a NZ$100,000,000 bond maturing on 13 April 2017 and for general
corporate purposes.
Joint Lead Managers Forsyth Barr Limited and Westpac Banking Corporation (acting through its
New Zealand branch).
Organising Participant Forsyth Barr Limited
Co–Manager Deutsche Craigs Limited
Credit Ratings Standard & Poor’s Issuer Credit Rating
BBB (stable)
Issue Credit Rating
BBB
A rating is not a recommendation by any rating organisation to buy, sell or
hold Bonds. The above credit ratings are current as at the date of this
Terms Sheet and may be subject to suspension, revision or withdrawal at
any time by the assigning rating organisation.
Issue Amount Up to NZ$75,000,000, with the ability to accept up to a further
NZ$25,000,000
Opening Date 13 February 2017
Closing Date 12pm, 17 February 2017
Rate Set Date 17 February 2017
Issue Date 23 February 2017
Maturity Date Tuesday, 15 November 2022
Indicative Issue Margin 1.50 to 1.65 percent per annum
Base Rate The mid-market rate for an interest rate swap of a term matching the
period from the Issue Date to the Maturity Date as calculated by the Joint
Lead Managers in consultation with the Issuer, according to market
convention, with reference to Reuters page ‘ICAPKIWISWAP1’ on the
Rate Set Date and expressed on a quarterly basis (rounded to 2 decimal
places, if necessary, with 0.005 being rounded up).
Issue Price NZ$1.00 per Bond
Interest Payments Quarterly in arrear in equal payments.
The interest paid on the first Interest Payment Date will be for the period
from (and including) the Issue Date to the first Interest Payment Date. The
interest for this period will be calculated based on the number of days in
the period and a 365-day year, rather than being the equal quarterly
payment made on the other Interest Payment Dates.
Interest paid on the Bonds will be paid to the registered holder of the
Bonds on the relevant Record Date.
Contact Energy Bonds – Terms Sheet
2
3
Interest Payment Dates 15 February, 15 May, 15 August and 15 November each year up to and
including the Maturity Date being the dates determined by the Issuer with the
prior written consent of the Supervisor and recorded in the register of the
Bonds.
The first Interest Payment Date is Monday, 15 May 2017.
Record Date 10 calendar days before the relevant Interest Payment Date or Maturity Date
or, if not a Business Day, the preceding Business Day.
Business Day A day (other than a Saturday or Sunday) on which registered banks are
generally open for business in Auckland and Wellington.
If an Interest Payment Date falls on a day that is not a Business Day, the due
date for any payment to be made on that date will be the next following
Business Day.
Minimum Application A mount Minimum application amount in respect of the Bonds is NZ$5,000 with
multiples of NZ$1,000 thereafter.
ISIN NZCEND0040L1
NZX Debt Market Quotation Application has been made to NZX for permission to quote the Bonds on the
NZX Debt Market and all the requirements of NZX relating thereto that can be
complied with on or before the distribution of this Terms Sheet have been
duly complied with. However, NZX accepts no responsibility for any statement
in this Terms Sheet. NZX is a licensed market operator, and the NZX Debt
Market is a licensed market under the FMCA.
NZX Debt Market Ticker Code CEN040
Transfers The registered owner of a Bond may transfer that Bond at any time, subject to
the terms of the Trust Documents and any applicable securities laws and
regulations. Bonds may be transferred using any commonly used written
instrument of transfer, by any method of transfer permitted by the NZX Main
Board/Debt Market Listing Rules (
Listing Rules) or by any other means of
transfer of marketable securities which is not contrary to law and which may
be operated in accordance with the Listing Rules and which is approved by
the Issuer.
Expected date of initial quotation
and trading on NZX Debt Market
24 February 2017
Repo-eligibility Contact intends to apply to the Reserve Bank of New Zealand for the Bonds
to be included as eligible securities for domestic market operations.
Registrar and Paying Agent Link Market Services Limited.
The Bonds will be accepted for settlement within the NZClear system.
Early Repayment You have no rights to require the Issuer to redeem the Bonds early except
through the Supervisor in the case of an Event of Default (as set out in the
Trust Documents). The Issuer does not have the right to redeem the Bonds
early.
In the case of an Event of Default (as set out in the Trust Documents) which
is continuing unremedied, the Supervisor may declare, and may be directed
by an Extraordinary Resolution (as defined in the Trust Documents) of the
Bondholders to declare, the principal amounts of the Bonds, together with any
accrued interest, to be immediately due and payable.
Supervisor The New Zealand Guardian Trust Company Limited
Governing Law New Zealand
Contact Energy Bonds – Terms Sheet
2
4
NZX Waivers NZX has granted the Issuer a waiver from Listing Rule 5.2.3 to enable the
Issuer to apply for quotation on the NZX Debt Market even though the Bonds
may not initially be held by at least 100 members of the public holding at least
25% of the Bonds issued. The waiver has been granted for a period of six
months from the quotation date of the Bonds. The effect of the waiver from
Listing Rule 5.2.3 is that initially the Bonds may be quoted despite not being
widely held, and there may be reduced liquidity in the Bonds while they are
not widely held. To the extent that the Bonds meet the spread requirements
of Listing Rule 5.2.3, the Issuer will notify NZX accordingly.
Who May Apply
& How to Apply
All of the Bonds including any oversubscriptions will be reserved for
institutional investors and clients of the Joint Lead Managers, the Co-
Manager and other Primary Market Participants invited to participate in the
bookbuild.
There will be no public pool for the Bonds.
Retail investors should contact the Joint Lead Managers, the Co-Manager,
their financial advisor or any Primary Market Participant for details on how
they may acquire Bonds. You can find a Primary Market Participant by visiting
www.nzx.com/investing/find_a_participant.
Any allotment of Bonds will be at the Issuer’s discretion, in consultation with
the Joint Lead Managers. The Issuer reserves the right to refuse to make any
allotment (or part thereof) without giving any reason. The Issuer may deal
with oversubscriptions (if any) in its sole discretion.
Applications cannot be withdrawn or revoked. Applications may be scaled in
the event of oversubscriptions.
The Issuer in consultation with the Joint Lead Managers reserves the right to
scale at its discretion.
Each investor’s financial advisor will be able to advise them as to what
arrangements will need to be put in place for the investors to trade the Bonds
including obtaining a common shareholder number (
CSN), an authorisation
code (
FIN) and opening an account with a Primary Market Participant as well
as the costs and timeframes for putting such arrangements in place.
Selling Restrictions It is a term of the offer of the Bonds that the selling restrictions included in this
Terms Sheet Apply.
The dates set out in this Terms Sheet are indicative only and the Issuer, in conjunction with the Joint Lead Managers,
may change the dates set out in this Terms Sheet. The Issuer has the right in its absolute discretion and without
notice to close the offer early, to extend the Closing Date, or to choose not to proceed with the offer. If the Closing
Date is changed, other dates (such as the Issue Date and the Maturity Dates) may be changed accordingly.
Any internet site addresses provided in this Terms Sheet are for reference only and, except as expressly stated
otherwise, the content of any such internet site is not incorporated by reference into, and does not form part of, this
Terms Sheet.
Copies of the Trust Documents will be made available by the Issuer for inspection during usual business hours by any
Bondholder at the Issuer’s registered office listed above (or such office as the Issuer may notify the Bondholders from
time to time).
Investors should seek qualified, independent financial and taxation advice before deciding to invest. Investors will be
personally responsible for all tax return filing obligations in respect of their investment in the Bonds, compliance with
the financial arrangements rules (if applicable) and payment of provisional or terminal tax (if required) on interest
derived.
The Supervisor accepts no responsibility for the information contained in this Terms Sheet.
For further information regarding the Issuer, visit
www.nzx.com/companies/CEN.
Contact Energy Bonds – Terms Sheet
2
5
SELLING RESTRICTIONS
The Bonds may only be offered for sale or sold in New
Zealand in conformity with all applicable laws and
regulations in New Zealand. No Bonds may be offered for
sale or sold in any other country or jurisdiction except in
conformity with all applicable laws and regulations of that
country or jurisdiction and the selling restrictions
contained in this Terms Sheet. This Terms Sheet may not
be published, delivered or distributed in or from any
country or jurisdiction except under circumstances which
will result in compliance with all applicable laws and
regulations in that country or jurisdiction and the selling
restrictions contained in this Terms Sheet.
Without limiting the generality of the above, the following
selling restrictions apply in respect of each relevant
jurisdiction:
Relevant Member States of the European
Economic Area
In relation to each Member State of the European
Economic Area which has implemented the Prospectus
Directive (each, a Relevant Member State), with effect
from and including the date on which the Prospectus
Directive is implemented in that Relevant Member State
(the Relevant Implementation Date) no Bonds have been
offered and no Bonds will be offered that are the subject
of the offering contemplated by this Terms Sheet in
relation thereto to the public in that Relevant Member
State except that an offer of Bonds to the public in the
Relevant Member State may be made with effect from
the Relevant Implementation Date:
a) to any legal entity which is a qualified investor as
defined in the Prospectus Directive;
b) to fewer than 150 natural or legal persons (other
than qualified investors as defined in the Prospectus
Directive) subject to obtaining the prior consent of
the relevant Joint Lead Manager, Co-Manager or
Joint Lead Managers nominated by Contact for any
such offer; o r
c) in any other circumstances falling within Article 3(2)
of the Prospectus Directive,
provided that no such offer of the Bonds shall require
Contact, the Co-Manager or any Joint Lead Manager to
publish a prospectus pursuant to Article 3 of the
Prospectus Directive or supplement a prospectus
pursuant to Article 16 of the Prospectus Directive.
For the purposes of this provision, the expression an
“offer of the Bonds to the public” in relation to any Bonds
in any Relevant Member State means the communication
in any form and by any means of sufficient information on
the terms of the offer and the Bonds to be offered so as
to enable an investor to decide to purchase or subscribe
for the Bonds, as the same may be varied in that
Relevant Member State by any measure implementing
the Prospectus Directive in that Relevant Member State,
and the expression Prospectus Directive means Directive
2003/71/EC ( as amended, including by Directive
2010/73/EU) and includes any relevant implementing
measure in each Relevant Member State.
United Kingdom
No communication, invitation or inducement to engage in
investment activity (within the meaning of section 21 of
the Financial Services and Markets Act 2000 (FSMA))
has been or may be made or caused to be made or will
be made in connection with the issue or sale of the
Bonds in circumstances in which section 21(1) of the
FSMA applies to Contact.
All applicable provisions of FSMA with respect to
anything done in relation to the Bonds in, from or
otherwise involving the United Kingdom must be
complied with.
Singapore
Each Joint Lead Manager and the Co-Manager has
acknowledged that this Terms Sheet has not been
registered as a prospectus with the Monetary Authority of
Singapore. Accordingly, the Bonds have not been and
will not be offered or sold, or made the subject of an
invitation for subscription or purchase nor may the Terms
Sheet or any other document or material in connection
with the offer or sale, or invitation for subscription or
purchase, of the Bonds be circulated or distributed,
whether directly or indirectly, to any person in Singapore
other than (a) to an institutional investor (as defined in
Section 4A of the Securities and Futures Act (Chapter
289 of Singapore) (the SFA)) pursuant to Section 274 of
the SFA, (b) to a relevant person (as defined in Section
275(2) of the SFA) pursuant to Section 275(1) of the
SFA, or any person pursuant to Section 275(1A) of the
SFA, and in accordance with the conditions specified in
Section 275 of the SFA, or (c) otherwise pursuant to, and
in accordance with the conditions of, any other applicable
provision of the SFA.
Where the Bonds are subscribed or purchased under
section 275 of the SFA by a relevant person which is:
a) a corporation (which is not an accredited investor
(as defined in Section 4A of the SFA)) the sole
business of which is to hold investments and the
entire share capital of which is owned by one or
more individuals, each of whom is an accredited
investor; or
b) a trust (where the trustee is not an accredited
investor) whose sole purpose is to hold
investments and each beneficiary of the trust is an
individual who is an accredited investor,
securities (as defined in Section 239(1) of the SFA) of
that corporation or the beneficiaries’ rights and interest
(howsoever described) in that trust shall not be
transferred within six months after that corporation or
that trust has acquired the Bonds pursuant to an offer
made under Section 275 of the SFA except:
1) to an institutional investor or to a relevant person
defined in Section 275(2) of the SFA, or any
person arising from an offer referred to in Section
275(1A) or Section 276(4)(i)(B) of the SFA;
Contact Energy Bonds – Terms Sheet
2
6
2) where no consideration is or will be given for the
transfer;
3) where the transfer is by operation of law;
4) as specified in Section 276(7) of the SFA; or
5) as specified in Regulation 32 of the Securities and
Futures (Offers of Investments) (Shares and
Debentures) Regulations 2005 of Singapore.
Australia
No prospectus or other disclosure document (as defined
in the Corporations Act 2001 of Australia (Corporations
Act)) in relation to the Bonds has been, or will be, lodged
with, or registered by, the Australian Securities and
Investments Commission (ASIC) or any other regulatory
authority in Australia. No person may:
a) make or invite (directly or indirectly) an offer of the
Bonds for issue, sale or purchase in, to or from
Australia (including an offer or invitation which is
received by a person in Australia); and
b) distribute or publish, any Terms Sheet, information
memorandum, prospectus or any other offering
material or advertisement relating to the Bonds in
Australia,
unless:
i. the aggregate consideration payable by each
offeree or invitee is at least A$500,000 (or its
equivalent in an alternative currency and, in
either case, disregarding moneys lent by the
offeror or its associates) or the offer or
invitation otherwise does not require disclosure
to investors in accordance with Part 6D.2 or
Part 7.9 of the Corporations Act;
ii. the offer or invitation is not made to a person
who is a “retail client” within the meaning of
section 761G of the Corporations Act;
iii. such action complies with all applicable laws,
regulations and directives; and
iv. such action does not require any document to
be lodged with ASIC or any other regulatory
authority in Australia.
By applying for the Bonds under this Terms Sheet, each
person to whom the Bonds are issued (an Investor):
a) will be deemed by Contact, the Joint Lead Managers
and the Co-Manager to have acknowledged that if
any Investor on-sells the Bonds within 12 months
from their issue, the Investor will be required to
lodge a prospectus or other disclosure document (as
defined in the Corporations Act) with ASIC unless
either:
i. that sale is to an investor within one of the
categories set out in sections 708(8) or 708(11)
of the Corporations Act to whom it is lawful to
offer the Bonds in Australia without a
prospectus or other disclosure document lodged
with ASIC; or
ii. the sale offer is received outside Australia;
and
b) will be deemed by Contact, the Joint Lead Managers
and the Co-Manager to have undertaken not to sell
those Bonds in any circumstances other than those
described in paragraphs (a)(i) and (a)(ii) above for
12 months after the date of issue of such Bonds.
This Terms Sheet is not, and under no circumstances is
to be construed as, an advertisement or public offering of
any Bonds in Australia.
Hong Kong
No Bonds have been offered or sold or will be or may be
offered or sold in Hong Kong, by means of any
document, other than (a) to professional investors as
defined in the Securities and Futures
Ordinance (Cap. 571) of Hong Kong (the SFO) and any
rules made under the SFO; or (b) in other circumstances
which do not result in the document being a p rospectus
as defined in the Companies (Winding Up and
Miscellaneous Provisions) Ordinance (Cap. 32) of Hong
Kong (the C(WUMP)O) or which do not constitute an
offer to the public within the meaning the C(WUMP)O.
No advertisement, invitation or document relating to the
Bonds may be issued or in the possession of any person
or will be issued or be in the possession of any person in
each case for the purpose of issue, whether in Hong
Kong or elsewhere, which is directed at, or the contents
of which are likely to be accessed or read by, the public
of Hong Kong (except if permitted to do so under the
securities laws of Hong Kong) other than with respect to
the Bonds which are or are intended to be disposed of
only to persons outside Hong Kong or only to
‘professional investors’ as defined in the SFO and any
rules made under the SFO.
Japan
The Bonds have not been and will not be registered in
Japan pursuant to Article 4, Paragraph 1 of the Financial
Instruments and Exchange Act of Japan (Act No. 25 of
1948, as amended, the FlEA) in reliance upon the
exemption from the registration requirements since the
offering constitutes the small number private placement
as provided for in “ha” of Article 2, Paragraph 3, Item 2 of
the FlEA. A Japanese Person who transfers the Bonds
shall not transfer or resell the Bonds except where the
transferor transfers or resells all the Bonds en bloc to one
transferee. For the purposes of this paragraph, Japanese
Person shall mean any person resident in Japan,
including any corporation or other entity organised under
the laws of Japan.
United States of America
The Bonds have not been and will not be registered
under the Securities Act of 1933, as amended
(‘Securities Act’) and may not be offered or sold within
the United States or to, or for the account or benefit of,
U.S. persons (as defined in Regulation S under the
Securities Act) except in accordance with Regulation S or
pursuant to an exemption from, or in a transaction not
subject to, the registration requirements of the Securities
Act.
Contact Energy Bonds – Terms Sheet
2
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None of Contact, any Joint Lead Manager, the Co-
Manager nor any person acting on its or their behalf has
engaged or will engage in any directed selling efforts in
relation to the Bonds, and each of Contact, any Joint
Lead Manager and the Co-Manager have complied and
will comply with the offering restrictions requirements of
Regulation S under the Securities Act.
The Bonds will not be offered or sold within the United
States or to, or for the account or benefit of, U.S. persons
(i) as part of their distribution at any time, or (ii) otherwise
until 40 days after the completion of the distribution of all
Bonds of the Tranche of which such Bonds are part, as
determined and certified by any Joint Lead Manager or
the Co-Manager, except in accordance with Rule 903 of
Regulation S under the Securities Act. Any Bonds sold to
any distributor, dealer or person receiving a selling
concession, fee or other remuneration during the
distribution compliance period require a confirmation or
notice to the purchaser at or prior to the confirmation of
the sale to substantially the following effect:
‘The Bonds covered hereby have not been registered
under the United States Securities Act of 1933, as
amended (the ‘Securities Act’) or with any securities
regulatory authority of any state or other jurisdiction of
the United States and may not be offered or sold within
the United States, or to or for the account or benefit of,
U.S. persons (as defined in Regulation S under the
Securities Act) (i) as part of their distribution at any time
or (ii) otherwise until 40 days after the later of the
commencement of the offering of the Bonds and the
closing date except in either case pursuant to a valid
exemption from registration in accordance with
Regulation S under the Securities Act. Terms used above
have the meaning given to them by Regulation S.’
Until 40 days after the completion of the distribution of all
Bonds of the Tranche of which those Bonds are a part,
an offer or sale of the Bonds within the United States by
any Joint Lead Manager, the
Co-Manager or any dealer or other distributor (whether or
not participating in the offering) may violate the
registration requirements of the Securities Act if such
offer or sale is made otherwise than in accordance with
Regulation S.
Indemnity
By its subscription for the Bonds, each Bondholder
agrees to indemnify Contact, the Joint Lead
Managers, the Co-Manager and the Supervisor and
each of their respective directors, officers and
employees for any loss, cost, liability or expense
sustained or incurred by Contact, the Joint Lead
Managers, the Co-Manager or the Supervisor, as the
case may be, as a result of the breach by that
Bondholder of the selling restrictions set out above.
---
Contact EnergyAnnual meeting of shareholders
October 2016
February 2017
Graham Cockroft, Chief Financial Officer
Louise Tong, Head of Treasury & Tax
Retail Bond Offer Investor Presentation
Joint Lead Managers
Co-Manager
Contact EnergyAnnual meeting of shareholders
October 2016
2
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Important Notice
The offer of debt securities by Contact Energy Limited (Contact or the Issuer) is made in reliance upon the exclusion in clause 19 of schedule 1
of the Financial Markets Conduct Act 2013 (FMCA).
The offer contained in this presentation is an offer of bonds that have identical rights, privileges, limitations and conditions (except for the interest
rate and maturity date) as Contact’s:
•NZ$222,000,000 unsecured, unsubordinated, fixed rate, interest bearing bonds (which have a fixed interest rate of 5.80% per annum)
maturing on 15 May 2019, which are currently quoted on the NZX Debt Market under the ticker code CEN020 (CEN020 Bonds); and
•NZ$150,000,000 unsecured, unsubordinated, fixed rate, interest bearing bonds (which have a fixed interest rate of 4.40% per annum)
maturing on 15 November 2021, which are currently quoted on the NZX Debt Market under the ticker code CEN030 (CEN030 Bonds),
(the CEN020 Bonds and the CEN030 Bonds, together the Existing Bonds).
The Bonds are the same class as the Existing Bonds for the purposes of the FMCA and the Financial Markets Conduct Regulations 2014 (FMC
Regulations).
A terms sheet (Terms Sheet) has been prepared by the Issuer in respect of the offer of the Bonds, which sets out how Bonds may be applied for.
The Issuer is subject to a disclosure obligation that requires it to notify certain material information to NZX Limited (NZX)for the purpose of that
information being made available to participants in the market and that information can be found by visiting
www.nzx.com/companies/CEN
The Existing Bonds are the only debt securities of Contact that are currently quoted and in the same class as the Bonds.
Investors should look to the market price of the Existing Bonds referred to above to find out how the market assesses the returns and risk
premium for those bonds.
Contact EnergyAnnual meeting of shareholders
October 2016
3
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Disclaimer
This document does not constitute a recommendation by the Issuer, Forsyth Barr Limited (Joint Lead Manager and Organising
Participant), Westpac Banking Corporation (Joint Lead Manager), Deutsche CraigsLimited (Co-Manager), The New Zealand
Guardian Trust Company Limited (Supervisor), nor any of their respective directors, officers, employees, affiliates or agentsto
subscribe for, or purchase, any of the Bonds.
To the extent permitted by law, none of the Issuer, Lead Manager, Co-Manager or Supervisor nor any of their respective directors,
officers, employees, affiliates or agents accept any liability whatsoever for any loss arising from this document or its contents, or
otherwise in connection with the offer or any person’s investment in these Bonds.
This document is for preliminary information purposes only and is not an offer to sell or the solicitation of an offer to purchase or
subscribe for the Bonds and no part of it shall form the basis of or be relied upon in connection with any contract or commitment
whatsoever.
The information in this document is given in good faith and has been obtained from sources believed to be reliable and accurate at
the date of preparation, but its accuracy, correctness and completeness cannot be guaranteed.
Application has been made to NZX for permission to quote the Bonds on the NZX Debt Market and all the requirements of NZX
relating thereto that can be complied with on or before the distribution of the Terms Sheet have been duly complied with. However,
NZX accepts no responsibility for any statement in this document. NZX is a licensed market operator, and the NZX Debt Market is
a licensed market under the FMCA.
Contact EnergyAnnual meeting of shareholders
October 2016
4
Speaker Profiles
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Graham Cockroft
Chief Financial Officer
GrahamCockroftwasappointedasContactEnergy'sChiefFinancialOfficerinJune2012. Priorto
thishespentthreeyearsasContact'sChiefOperatingOfficerinwhichhewasresponsibleforthe
operationofContact'swholesaleandgenerationfunctions,includinggenerationdevelopment.
BeforejoiningContact,GrahamworkedfornearlytwodecadesforBGGroupinseniorstrategy,
businessdevelopmentandoperationalroles.Mostrecently,GrahamwasBGGroup'sAsset
GeneralManagerbasedinSãoPaulo,Brazil. Heholdsa MasterofCommercefromtheUniversity
ofOtago,anda MasterofFinancefromtheLondonBusinessSchool.
Louise Tong
Head of Treasury & Tax
Louiseisresponsibleforfunding,liquidityandfinancialmarketrisksandtaxatContact. Priorto
joiningContactin December2011sheworkedfor15yearsin thebankingindustryin NewZealand,
principallyincorporatefinanceandfinancialmarkets.Louiseholdsa degreewithHonoursinCivil
EngineeringfromtheUniversityofCanterburyanda MastersinAppliedFinancefromVictoria
UniversityofWellington.
Contact EnergyAnnual meeting of shareholders
October 2016
5
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Agenda
1New Zealand electricity market overview (slide 6)Graham Cockroft
2Contact overview (slide 9)Graham Cockroft
3Business performance update (slide 16)Graham Cockroft
4Capital structure and funding requirements (slide 21)Louise Tong
5Bond offer information (slide 25)Fiona Doddrell,Westpac Banking Corporation
Shaun Roberts, Forsyth Barr Limited
1. New Zealand electricity market overview
Contact EnergyAnnual meeting of shareholders
October 2016
Retail electricity market share by customer
connections
Generation market share by volume (GWh)
7
Industry dominated by vertically integrated companies
with the five largest companies all publicly listed
Source: Electricity Authority (year ended 31 December 2016)
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
•Exact generation market share is dependent upon hydrology
•Contact has a diverse generation portfolio which is closely matched to load, allowing management of exposure to market volatility
Source: Electricity Authority (as at 31 December 2016)
21%
34%
20%
16%
5%
4%
20%
13%
19%
25%
13%
10%
Contact EnergyAnnual meeting of shareholders
October 2016
National demand by sectorNew Zealand electricity supply (GWhgeneration)
8
84% of New Zealand’s 39,000 GWh of electricity
consumption in 2016 came from renewable generation
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
»New Zealand has added subsidy free renewable generation, which, in a
period of flat demand, has displaced fossil fuels
Data source: MBIE, Electricity Authority
»Total demand has remained largely stagnant since 2008
»Threat of industrial closure, in particular Tiwairemains a risk
»Distributed generation (e.g. solar) comprises approximately 0.1% of
the total annual generation
»Currently ~2,400 EVs in the total light passenger fleet of ~3 million
Hydro
Geothermal
Wind
Gas
Coal
0%
10%
20%
30%
40%
50%
60%
70%
80%
90%
100%
199920002001200220032004200520062007200820092010201120122013201420152016
Contact EnergyAnnual meeting of shareholders
October 2016
2. Contact overview
Contact EnergyAnnual meeting of shareholders
October 2016
10
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Snapshot of Contact Energy
- we are an integrated electricity, gas and LPG business
21%
our share of the electricity
generation market in New Zealand
82%
the proportion of electricity Contact
generated from renewable resources
in FY16
$84/MWh
the netback we received from retail
sales in FY16
$31/MWh
the average cost to supply energy to
our customers in FY16
20%
our share of the national electricity
and gas markets (41% of LPG
market)
560k
customer connections across
electricity, natural gas and LPG
+12
our net promoter score for the 6
months ended 31 December 2016
5
th
equal
out of over 5,000 companies
globally in Thomson Reuters
Diversity & Inclusion Index as at
30 June 2016
$2.8bn
netassets
at 30 June 2016
BBB
S&P issuer rating
since 2002
71k
share and bond investors
at31 December 2016
36%
gearing ratio as at
30 June 2016
Contact EnergyAnnual meeting of shareholders
October 2016
11
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Name
Capacity
FY16 Gen
Contact’s operations have a national focus with 11
power stations totalling 1,969 MW capacity
Contact EnergyAnnual meeting of shareholders
October 2016
12
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Connecting customers and markets to renewable
resources
Investments in our generation portfolio
have ensured a robust business with low-
cost, long-life and flexible generation
assets with our focus on safety, reliability
and resource utilisation
Investments in core systems and
capability is providing us opportunities to
increase our digital connection to
customers, improve our insights through
analytics and is an attractive offering for
partners in home services and new
technologies
Contact EnergyAnnual meeting of shareholders
October 2016
13
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Well run generation and wholesale operations
currently drive most cashflow
EBITDAF segmentation
-
100
200
300
400
500
600
FY12FY13FY14FY15FY16
EBITDAF ($m)
GenerationCustomer
»Contribution from generation has increased
following $1.7bn investment programme
completed with the commissioning of Te Mihi
in April 2014
»Retail competition continues to put pressure
on customer electricity margins
»FY14 generation EBITDAF included $43m
compensation as a result of the delayed
start-up of the Te Mihi power station
Contact EnergyAnnual meeting of shareholders
October 2016
Our generation is well positioned for the long term
Low cost renewable
generation portfolio
Flexible thermal
generation
Balanced wholesale
market
Strong internalised
risk management
and safety culture
01
02
03
04
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
14
Contact EnergyAnnual meeting of shareholders
October 2016
15
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
In a competitive retail market, converting improved
operational performance into value remains the focus
• New products
• Battery and solar trials
We’ve listened to
our customers
and delivered
• Debt management
processes
• Streamlined online
experience
We’ve improved
how we operate
• Refreshed customer
leadership team
• Digital and analytics
capability
We’ve organised
our business for
the new world
1H152H151H162H161H17
Change in customer numbers
-7,300-1,600-9,800+5,380-3,100
Average time to answer
(seconds)
220268222141128
Churn (variance to market)
+2.9%-0.2%+1.1%-1.3%-0.3%
% of residential customers on
>10% discount
63%70%76%82%84%
% on a fixed term product
9%10%11%24%28%
% with MMdualfuels or
products
18%20%20%22%22%
Cost to serve per customer
$113$124$122$106$118
Number of vacant properties
12,80011,50010,0004,5003,900
Average late bills >30 days
12,0005,0002,0001,100850
Bad debt expense (net) as a %
of retail revenue
0.55%0.70%0.67%0.52%0.49%
Contact EnergyAnnual meeting of shareholders
October 2016
3. Business performance update
Contact EnergyAnnual meeting of shareholders
October 2016
Free cash flowBalance Sheet
Investment in growth
17
»Operating cash flow
•Less net
interest paid
•Lessstay in
business capex
•Addproceeds
from asset sales
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
»Ordinary dividend equal to
100% underlying profit
»Special dividend where
imputation credits available
»Share buyback
»Returns greater than risk
adjusted cost of capital
»Focus on areas of strength
Our financial framework
»Our focus is on free cash flow generation and ensuring
a robust balance sheet
Distributions
»Investment grade
credit rating
• Net debt /
EBITDA ratio of
2.6 – 3.0
Contact EnergyAnnual meeting of shareholders
October 2016
18
Following a period of significant capital investment,
operating cash flow remains strong
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Group EBITDAF and NPAT
Group operating and net investing cashflow
»One off non-cash impairments at Otahuhuand Taheke
and a write-down of inventory gas resulted in a loss in
FY16 of $66m
»Following a period of significant capital investment
operating cash flow is strong, despite margin pressure
in mass market electricity retailing
-200
-100
0
100
200
300
400
500
600
700
FY11FY12FY13FY14FY15FY161H161H17
$m
Statutory Profit / (Loss)EBITDAF
0
100
200
300
400
500
600
FY11FY12FY13FY14FY15FY161H161H17
$m
Investing cash outflowOperating cash inflow
Contact EnergyAnnual meeting of shareholders
October 2016
19
Contact raised equity to maintain its investment grade
credit rating during the period of capital investment
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Total assets and liabilities
Shareholders’ equity and gearing
»Gearing has remained low over the period of capital investment, increasing in FY15 and FY16 due to capital management
initiatives and one-off impairments reducing the book value of equity, and has since stabilised
»As at 31 December 2016:
»Face value of total borrowings $1.61bn (including finance leases), relative to shareholders’ equity of $2.82bn
»Balance sheet gearing (net debt / net debt + shareholders’ equity) is 36.1%
0.0
1.0
2.0
3.0
4.0
5.0
6.0
FY11FY12FY13FY14
FY15
FY16
1H16
1H17
$bn
Total assetsTotal liabilitiesBorrowings
0.0%
5.0%
10.0%
15.0%
20.0%
25.0%
30.0%
35.0%
40.0%
0.0
0.5
1.0
1.5
2.0
2.5
3.0
3.5
4.0
FY11FY12FY13FY14FY15FY161H161H17
Gearing ratio
$bn
Shareholders equityGearing ratio
Contact EnergyAnnual meeting of shareholders
October 2016
20
Focus continues on the reduction of both operating and
capital expenditure
»1H17 capex $63m, $8m lower than 1H16
»The reduction in thermal generation in the period has
allowed for the partial deferral of TCC major maintenance
with $9m moved from FY17 to FY18
»Capex expected to be $70 - $80m per annum from FY18
»1H17 other operating expenses were down $4m, 3% lower
than 1H16
• Labour costs down primarily due to reduced FTE’s
• Reduced bad debt write-offs
• Lower insurance costs
• AGS facility costs were re-classified in the period,
increasing other operating expenses by $3m over 1H16
(full year impact on prior period comparison is $6m).
»Savings to continue
• IT systems simplification move to the cloud
• Reduced churn costs and an increase in digital self-
service
Other operating expensesCapital expenditure
Capital expenditure
-
20
40
60
80
100
120
140
FY16FY17FY18FY19FY20
$m
Plant maintenanceCorporate/ RetailWairakei Investment ProgrammeResourcesGas infrastructure
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
4. Capital structure & funding requirements
Contact EnergyAnnual meeting of shareholders
October 2016
22
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Contact remains committed to an investment grade
credit rating
Contact has had a BBB rating since 2002 - why BBB?
Solid foundation for the management of
operational and financial risks
Efficient capital structure
Access to diverse sources of funding
markets and jurisdictions
Attractive relative pricing and terms
A margin of safety within the investment
grade rating
Debt levels and interest costs falling, with
key S&P metric forecast to return to target
net debt / EBITDA ratio of 2.6 – 3.0
Contact EnergyAnnual meeting of shareholders
October 2016
30%
29%
28%
4%
9%
Bank DebtDomestic bondsUSPPNEXICP
23
Funding sources (at 31 December 2016)
Contact’s balance sheet is supported by a robust
funding portfolio
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
»Contact benefits from a funding portfolio that is flexible, efficient, diverse and has a manageable maturity profile:
•As at 31 December 2016, $600m total committed bank facilities ($187m drawn) and $185m commercial paper
•Weighted average tenor of funding facilities 3.9 years at 31 December 2016
•Weighted average interest rate has fallen from 7.2% in FY12 to 5.3% in FY16 and 5.1% in 1H17
»Funding requirement arises from maturity of $100m of domestic wholesale bonds on 13 April 2017
»Following this bond issuance, Contact will have domestic bond maturities every calendar year from 2018 to 2022, demonstratingit s
commitment to this market
Funding maturity profile (at 31 December 2016)
-
50
100
150
200
250
300
350
400
450
FY17FY18FY19FY20FY21FY22FY23 - FY27FY28 - FY32
$m
Maturity
NEXIUSPPDomestic bondsBank
Contact EnergyAnnual meeting of shareholders
October 2016
24
Contact credit highlights
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
Significant
positive
free cash
flow
Strong
balance
sheet
BBB S&P
issuer
rating
since 2002
Diversified
funding with
well spread
maturity
profile
Vertically
integrated
business with
diversified
portfolio
Well run,
largely
renewable
generation
drives
value
Independent
board with
diverse
experience
and
perspectives
Leveraging
technology
investment
across
large
customer
base
Contact EnergyAnnual meeting of shareholders
October 2016
5. Bond offer information
Contact EnergyAnnual meeting of shareholders
October 2016
26
Key terms of the offer
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
* Application has been made to NZX for permission to quote the Bonds on the NZX Debt Market and all the requirements of NZX relating thereto have been complied with. However,
NZX accepts no responsibility for any statement in this presentation. NZX is a licensed market operator, and the NZX Debt Market is a licensed market under the FMCA.
IssuerContact Energy Limited
DescriptionUnsecured, unsubordinated, fixed rate obligations of the Issuer
Negative PledgeTheSupervisor, on behalf of the Bondholders, has the benefit of certain provisions of the deed of negative pledge and guarantee
between Contact and certain of its subsidiaries dated 19 May 2005 (Negative Pledge). Among other things, the Negative Pledge
provides that Contact will not grant any security interest in its assets except under certain limited exceptions set out in the Negative
Pledge. The Bonds are not guaranteed by any person
IssueAmountUp to NZ$75,000,000 with the ability to accept oversubscriptions up to NZ$25,000,000 at the discretion of the Issuer
MaturityDate15 November 2022
Interest RateThe sum of the Base Rate plus the Issue Margin, on the Rate Set Date as set out in the Terms Sheet
Indicative Issue Margin1.50 – 1.65% p.a.
Interest Payments Quarterly in arrear in equal payments on 15 February, 15 May, 15 August and 15 November or such other dates in each year as
determined by the Issuer with the prior written consent of the Supervisor and recorded in the register of the Bonds
Interest paid on the first Interest Payment Date will be for the period from (and including) the Issue Date to the first Interest Payment
Date (15 May 2017)
Application AmountsMinimum NZ$5,000 with multiples of NZ$1,000 thereafter
Listing*It is expected the Bonds will be quoted under the ticker code CEN040 on the NZX Debt Market
Issue Credit RatingBBB (Standard & Poor’s)
Financial CovenantThe ratio of consolidated unsubordinated group debt to consolidated unsubordinated group debt plus shareholders’funds (as
described in the Negative Pledge) must not exceed 60%
BrokerageNil
SettlementSettlement via secondary market transactions with Westpac Banking Corporation
Contact EnergyAnnual meeting of shareholders
October 2016
27
Key dates and offer process
Retail Bond Offer February 2017
Investor presentationContact Energy Limited
DateProcess
13 February 2017 (Monday)Offer opens
13– 16 February 2017Roadshow presentations in Auckland and Wellington and investor call
17 February 2017 (Friday)Offer closes – bids due 12pm
17 February 2017Allocations and rate set post 1pm
23 February 2017 (Thursday)Issuanceand settlement date
24 February 2017 (Friday)Expected date of initial quotation
15 May 2017First Interest Payment Date
15 November2022Maturity Date
Questions?
Data sourced from publicly available filings. Our datasets may not be complete. Automated analysis can produce errors. If you believe any data on this page is incorrect, please contact us at hello@nzxplorer.co.nz. For informational purposes only. Not investment advice.
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