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Qube Holdings Limited
Investor Presentation
FY 16 Interim Results
1
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Disclaimer – Important Notice
The information contained in this Presentation or subsequently provided to the recipient whether orally or in writing by, or on behalf of Qube Holdings Limited (Qube) or any of its directors, officers,
employees, agents, representatives and advisers (the Parties) is provided to the recipient on the terms and conditions set out in this notice.
The information contained in this Presentation has been furnished by the Parties and other sources deemed reliable but no assurance can be given by the Parties as to the accuracy or completeness of
this information.
To the full extent permitted by law:
(a) no representation or warranty (express or implied) is given; and
(b) no responsibility or liability (including in negligence) is accepted,
by the Parties as to the truth, accuracy or completeness of any statement, opinion, forecast, information or other matter (whether express or implied) contained in this Presentation or as to any other matter
concerning them.
To the full extent permitted by law, no responsibility or liability (including in negligence) is accepted by the Parties:
(a) for or in connection with any act or omission, directly or indirectly in reliance upon; and
(b) for any cost, expense, loss or other liability, directly or indirectly, arising from, or in connection with, any omission from or defects in, or any failure to correct any information,
in this Presentation or any other communication (oral or written) about or concerning them.
The delivery of this Presentation does not under any circumstances imply that the affairs or prospects of Qube or any information have been fully or correctly stated in this Presentation or have not
changed since the date at which the information is expressed to be applicable. Except as required by law and the ASX listing rules, no responsibility or liability (including in negligence) is assumed by the
Parties for updating any such information or to inform the recipient of any new information of which the Parties may become aware.
Notwithstanding the above, no condition, warranty or right is excluded if its exclusion would contravene the Competition and Consumer Act 2010 or any other applicable law or cause an exclusion to be
void.
The provision of this Presentation is not and should not be considered as a recommendation in relation to an investment in Qube or that an investment in Qube is a suitable investment for the recipient.
References to ‘underlying’ information is to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011.
Non-IFRS financial information has not been subject to audit or review. 2
ABN 141 497 230 53
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H1 – FY 16 Highlights
Financial
Performance
• Delivered solid underlying group earnings in challenging environment
• Continued focus on costs and operating efficiency to mitigate lower volumes and revenue
• Operations continue to deliver strong cashflows
Business
Operations
• Maintained competitive position through innovative, quality logistics solutions
• Organic growth in customer base with no major customer losses
• Further investment to support new contracts
• Completion of new facilities in Fremantle, Vic Dock and Darwin to drive further margin improvement
Growth
Initiatives
• Finalised early lease surrender with market surrender payment and site vacation of tenant at Moorebank.
Creates ability to market existing and new warehousing to target tenants for integrated logistics solution
• New Proposal being progressed to acquire the Patrick Container Terminals in a 50/50 joint venture with
Brookfield consortium. Transaction expected to deliver substantial synergies and earnings accretion to Qube
Challenges
• Operating environment remains challenging, particularly for resources and oil and gas related activities
• Trading and economic conditions not expected to improve in remainder of FY 16
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LTIFR – Lost Time Injury Frequency Rate
Continued to improve
safety record
41% improvement in
LTIFR from FY 15 to
H1 – FY 16
91% improvement in
LTIFR since Qube’s
establishment in 2007
Continued Focus on Safety
21.2
16.8
16.1 16.7
13.5
11.6
6.6
4.6
3.2
1.9
0.0
5.0
10.0
15.0
20.0
25.0
FY 07 FY 08 FY 09 FY 10 FY 11 FY 12 FY 13 FY 14 FY 15 H1 - FY 16
LTI LTIFR Qube Holdings
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Financial
Performance
• Achieved underlying earnings growth
• Continued margin growth from operational improvements and prior period investment in facilities
• Lower revenue reflecting declining volumes for existing customer base
Operations
• Continued organic growth in customer base helped offset declining volumes from existing customers
• Consolidation of sites and activities to drive further cost savings
• CRT acquisition integration ahead of expectations
• H2 will benefit from commencement of rail operations for Quattro Grain (from March 2016)
• Continuing to plan and engage with target customers for future Moorebank operations
H1 – FY 16 Highlights
Logistics
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Financial
Performance
• Secured new customers and contracts as a result of innovative logistics solutions that deliver cost
savings to customers (partly offset impact of contract completion / amendments in H2 – FY 15)
• Business improvement plan being finalised to achieve additional cost savings
• Revenue and cost initiatives to benefit from Q4 and increase in FY 17
• Results consistent with previous guidance and challenging environment for resources and oil and gas
related activity
Operations
• Continued strength in vehicle imports and log exports
• Weakness in volumes in some areas for customer base in bulk sector
• Further reduction in activity in oil and gas sector
• Working with customers to re-engineer logistics activities to reduce costs while delivering required
returns
H1 – FY 16 Highlights
Ports & Bulk
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AAT
• Increased earnings due to strong motor vehicle import volumes
• Project cargo and roll on roll off equipment volumes, particularly in Brisbane, continue to be
impacted by the decline in major new projects
NSS
• Pleasing results from Townsville and logistics activities
• Continued reduction in activity levels in Gladstone as LNG related projects end
• Continued focus on maintaining market position and improving margins
Prixcar
• Reduced storage days compared to prior period
• Finalising additional cost reduction initiatives
• Loss of major contract to impact H2 (partly mitigated by new contract wins)
H1 – FY 16 Highlights
Ports & Bulk Associates
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Moorebank
• Achieved favourable outcome from the early lease surrender and site vacation of tenant
• Focus on achieving financial close with MIC and starting development of the broader project
• Expect to receive income from existing warehousing and management fees from MIC funded
infrastructure works from Q4 – FY 16
Quattro
Grain
• Facility commissioned and storage of grain has commenced
• Ship loader expected to be operational from March 2016
• Revenue and earnings expected from Q4 – FY 16
TQ Holdings
• Progressing planning approvals for fuel terminal storage facility at Port Kembla
• M&A activity commenced to establish distribution capacity in target regions to support the terminal
H1 – FY 16 Highlights
Strategic Assets
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H1 – FY 16 Financial Analysis
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Key Financial Outcomes
Statutory Results
H1 - FY 16
($m)
H1 - FY 15
($m)
Change From
Prior
Corresponding
Period (%)
Revenue 689.5 727.0 (5.2%)
EBITDA 135.8 138.6 (2.0%)
EBITA 90.4 93.8 (3.6%)
EBIT 85.9 89.9 (4.4%)
Net Finance Costs (13.9) (13.2) (5.3%)
Share of Profit of Associates 5.2 5.8 (10.3%)
Profit After Tax 55.7 60.3 (7.6%)
Non-Controlling Interest (6.7) (5.6) (19.6%)
Profit After Tax Attributable to Shareholders 49.0 54.7 (10.4%)
Profit After Tax Attributable to Shareholders Pre-Amortisation 52.2 57.4 (9.1%)
Diluted Earnings Per Share (cents) 4.6 5.2 (11.5%)
Diluted Earnings Per Share Pre-Amortisation (cents) 4.9 5.5 (10.9%)
Interim Dividend Per Share (cents) 2.7 2.7 -
EBITDA Margin 19.7% 19.1% 0.6%
EBITA Margin 13.1% 12.9% 0.2%
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Key Financial Outcomes
Underlying Results
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 16
($m)
H1 - FY 15
($m)
Change From
Prior
Corresponding
Period (%)
Revenue 689.5 715.9 (3.7%)
EBITDA 138.7 129.7 6.9%
EBITA 93.3 84.9 9.9%
EBIT 88.8 81.0 9.6%
Net Finance Costs (12.0) (10.6) (13.2%)
Share of Profit of Associates 5.2 5.8 (10.3%)
Profit After Tax 58.9 55.1 6.9%
Non-Controlling Interest (6.7) (2.0) (235.0%)
Profit After Tax Attributable to Shareholders 52.2 53.1 (1.7%)
Profit After Tax Attributable to Shareholders Pre-Amortisation 55.4 55.8 (0.7%)
Diluted Earnings Per Share (cents) 4.9 5.1 (3.9%)
Diluted Earnings Per Share Pre-Amortisation (cents) 5.2 5.3 (1.9%)
Interim Dividend Per Share (cents) 2.7 2.7 -
EBITDA Margin 20.1% 18.1% 2.0%
EBITA Margin 13.5% 11.9% 1.6%
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Key Financial Outcomes
Segment Breakdown
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 16
Logistics
($m)
Ports &
Bulk
($m)
Strategic
Assets
($m)
Corporate
and Other
($m)
Total
($m)
H1 - FY 15
($m)
Change
(%)
Statutory
Revenue 313.5 338.8 37.1 0.1 689.5 727.0 (5.2%)
EBITDA 49.2 63.6 31.6 (8.6) 135.8 138.6 (2.0%)
EBITA 33.7 33.8 31.6 (8.7) 90.4 93.8 (3.6%)
EBIT 32.3 30.9 31.4 (8.7) 85.9 89.9 (4.4%)
Underlying
Revenue 313.5 338.8 37.1 0.1 689.5 715.9 (3.7%)
EBITDA 49.2 63.6 31.6 (5.7) 138.7 129.7 6.9%
EBITA 33.7 33.8 31.6 (5.8) 93.3 84.9 9.9%
EBIT 32.3 30.9 31.4 (5.8) 88.8 81.0 9.6%
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Logistics Division
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 16
($m)
H1 - FY 15
($m)
Underlying Underlying
Revenue 313.5 318.5 (1.6%)
EBITDA 49.2 45.7 7.7%
Depreciation (15.5) (13.5) (14.8%)
EBITA 33.7 32.2 4.7%
Amortisation (1.4) (1.4) -
EBIT 32.3 30.8 4.9%
Share of Profit of Associates - - N/A
EBITDA Margin (%) 15.7% 14.4% 1.3%
EBITA Margin (%) 10.7% 10.1% 0.6%
Change From
Prior
Corresponding
Period (%)
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Ports & Bulk Division
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 16
($m)
H1 - FY 15
($m)
Underlying Underlying
Revenue 338.8 382.4 (11.4%)
EBITDA 63.6 79.1 (19.6%)
Depreciation (29.8) (31.3) 4.8%
EBITA 33.8 47.8 (29.3%)
Amortisation (2.9) (2.3) (26.1%)
EBIT 30.9 45.5 (32.1%)
Share of Profit of Associates 5.8 5.9 (1.7%)
EBITDA Margin (%) 18.8% 20.7% (1.9%)
EBITA Margin (%) 10.0% 12.5% (2.5%)
Change From
Prior
Corresponding
Period (%)
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Ports & Bulk Division
Associates
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
Qube Share of Profit of Associates
H1 - FY 16
($m)
H1 - FY 15
($m)
Underlying Underlying
AAT 4.5 3.8 18.4%
NSS 1.3 2.0 (35.0%)
Prixcar - 0.1 N/A
Total 5.8 5.9 (1.7%)
Change From
Prior
Corresponding
Period (%)
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Strategic Assets Division
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 16
($m)
H1 - FY 15
($m)
Underlying Underlying
Revenue 37.1 15.0 147.3%
EBITDA 31.6 11.3 179.6%
Depreciation - - N/A
EBITA 31.6 11.3 179.6%
Amortisation (0.2) (0.2) -
EBIT 31.4 11.1 182.9%
Share of Profit of Associates (0.6) (0.1) (500.0%)
NCI Share of Qube's NPAT (6.7) (2.0) (235.0%)
EBITDA Margin (%) 85.2% 75.3% 9.9%
EBITA Margin (%) 85.2% 75.3% 9.9%
Change From
Prior
Corresponding
Period (%)
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H1 – FY 16
Overview
• Businesses continued to generate strong operating cashflow
• Cash conversion of >100%
Cashflow and Financing
Funding
Capacity
• New $500 million 12 month debt facilities to fund Asciano shareholding – commitment obtained to
refinance into longer term debt upon successful Asciano transaction completion
• At 31 December 2015, Qube had cash and undrawn debt facilities of around $220 million
Capex
• Completed investment in facilities to deliver scale and facilitate site consolidation
• Equipment to support new contracts
• Total capex of around $97 million including maintenance capex of around $32 million
Leverage
• Leverage at 42%, reflecting debt financing of purchase of Asciano shareholding
• Expect leverage to return to target range of 30-40% post transaction completion
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* Dividends paid are net of the dividend reinvestment plan.
Cashflow
518.8
1,053.6
(143.6)
(4.8)
533.7
97.0
12.9 19.1 23.4 (2.9)
0
200
400
600
800
1,000
1,200
Net Debt at
Jun 2015
Operating
Cashflow
Dividends
and
Distributions
Received
Acquisition
of Asciano
Shares
Other Net
Capex
Net Interest
Paid
Tax Paid Dividends
and
Distributions
Paid*
Other Net Debt at
Dec 2015
$m Change in Net Debt for the Six Months Ended 31 December 2015
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New Proposal for Asciano
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Discussions in relation to a New Proposal to acquire Asciano
• Qube, GIP, CPPIB and CIC (the "Qube Consortium"), in conjunction with Brookfield Infrastructure and its partners (the "Brookfield
Consortium"), has commenced discussions regarding a new proposal to acquire Asciano
• Under the indicative terms of the New Proposal being discussed:
₋ Asciano shareholders would receive all cash consideration of $9.28 per share
₋ Asciano able to pay fully-franked dividends to enable franking credits to be distributed to eligible shareholders.
Consideration would be reduced by the amount of any dividends paid
₋ Qube, in 50/50 joint venture with Brookfield Infrastructure and members of the Brookfield Consortium (or entities controlled by
them) would acquire the Patrick Container Terminals business for $2,915 million (Qube's share:
$1,457.5 million)
₋ Brookfield Infrastructure and members of the Brookfield Consortium (or entities controlled by them) would acquire the Bulk &
Automotive Port Services businesses (including the 50% interest in Australian Amalgamated Terminals (“AAT”)) for $925 million
₋ Qube would have the option, subject to ACCC clearance, to acquire or nominate a third party to acquire, the 50%
interest in AAT for $150 million
₋ GIP, CPPIB, CIC and certain members of the Brookfield Consortium other than Brookfield Infrastructure would acquire the Pacific
National rail business
• The discussions remain indicative, preliminary and non-binding and there is no agreement, arrangement or understanding between
the parties at this stage
⁻ the New Proposal is subject to agreement of binding documentation between the parties and with Asciano and to the receipt of
any necessary ASIC relief
⁻ in the event such documentation is not agreed, the Qube Consortium Proposal which was unanimously recommended by the
Asciano board on 16 February 2016 will continue in accordance with the terms of the Bid Implementation Deed
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Benefits of the New Proposal
The New Proposal would represent a common sense outcome that would deliver an attractive result for Qube
and its shareholders
 Qube would remain able to realise the substantial benefits associated with a combination and expects the transaction to
remain highly accretive on a pro forma basis
− Patrick Container Terminals joint venture expected to be able to generate synergies consistent with the $30-50 million range
previously identified by Qube, including synergies within Qube’s existing operations
− Additional benefits from the involvement of Brookfield Infrastructure as a new joint venture partner
 Reduced complexity, time to implementation and risk of completion
- Structured to address issues raised by the ACCC
- Would remove Qube’s exposure to value risk on the divestment value of the BAPS business
- Would remove Qube’s exposure to the variable size of the Qube equity raising required under the current
Qube Consortium proposal
 Qube shareholders would capture all of the benefits expected to accrue from the transaction
 Reduced funding requirement for Qube
 Ongoing uncertainty for Asciano shareholders would be resolved while delivering an attractive, all cash price
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Overview of the Patrick assets to be acquired by Qube under
the New Proposal
Australia's leading container terminals business
Patrick Container Terminals
To be acquired by Qube and Brookfield Infrastructure in a 50/50 JV
 Australia's leading container terminals business
 Holds lease concessions for and operates shipping container terminals in the four largest
container ports in Australia:
– Port Botany in Sydney
– East Swanson in Melbourne
– Fisherman Islands in Brisbane
– Fremantle in Perth
Australian Amalgamated Terminals ("AAT")
(50% interest)
 Operates port terminals for importing and
exporting motor vehicles and general cargo
 All major Australian ports except Fremantle
 Currently held in 50/50 JV with Qube
 Currently held within Asciano's BAPS
division
 To be initially acquired by Brookfield
Qube option to acquire for $150m, subject to
ACCC approval
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Synergies and Long Term Value Creation
Estimated near term synergies and business improvement projects
Additional benefits from
Brookfield as a JV partner
A$30-50m+ p.a. achieved over 2-3 years ++++
Near term synergies
 Reduced head-office and divisional
costs, increased purchasing power,
consolidation of facilities and equipment
 Lower costs and improved service
through enhanced efficiency of the
logistics interface
 Productivity improvements in
maintenance activities
 Incremental revenue opportunities
Business improvement projects
 Specific business improvement
projects / investments
– crane semi automation
– lashing activities
– Port Botany rail interface
Under the New Proposal, Qube expects that it would be able to realise the substantial benefits associated with a combination
including synergies consistent with the range previously identified by Qube. Benefits would realised both within the joint
venture and within Qube's existing business. Transaction expected to remain highly accretive on a pro forma basis
Expected longer term
value creation
++++
 Ability to ensure efficient rail
operations at Port Botany and East
Swanson which will improve the
timing and quantum of potential cost
savings
 Significant benefits for Moorebank
and other inland terminal operators
– the transaction is expected to
accelerate the timeframe for
delivery, reduce the risk and
enhance the value of the
Moorebank project
 Substantial efficiencies which will
benefit the entire supply chain
 One of the world's largest and
most experienced infrastructure
funds
 Significant existing footprint of
port operations including
container terminals operations in
California and the UK
 Benefits of global relationships
with international shipping lines
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Management Experience and Capability
Qube is a natural owner of the Asciano Patrick terminals business with an unmatched track record in maximising
shareholder value within the Australian ports industry
Qube's management team has extensive experience and knowledge in:
 building and maintaining the Patrick terminals businesses
 delivering innovative solutions for customers
 delivering cost efficiencies at the Patrick terminals businesses
 the Australian waterfront industrial relations environment
 terminal automation and associated operating systems
 improvement in road/rail interface performance
 the strategies to retain customers and increase volumes across terminals and logistics activities
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Highlights of Qube Post Transaction
The proposed transaction would create a market leading ports and logistics company
 Highly complementary portfolios
– Asciano's national container terminal assets would be combined with Qube's third party logistics operations
– Combination of high quality asset bases
 Substantial synergies expected from transaction
– Synergies expected from rationalisation of corporate structure
– Value creation from specific business improvement projects
– Major opportunities for longer term value creation, including through enhancing the Moorebank project
– Additional benefits from the involvement of Brookfield Infrastructure as a new joint venture partner, including from linkages to Brookfield's existing global network of port
operations
 Highly respected management team with significant strategic and operational expertise and knowledge of the Patrick assets
– Qube's management team responsible for building and managing the Patrick Container Terminals business prior to the acquisition by Toll
 Significantly enhanced scale and market relevance
– Expected to rank well within the ASX100 index
– Gap in current opportunities to invest in sizeable, GDP-linked transport stocks in Australia following the acquisition of Toll and the proposed acquisition of Asciano
 Substantial growth opportunities within combined portfolio
– Base business leveraged to a recovery in economic growth
– Significant additional upside from portfolio of growth projects, including Moorebank, the Quattro grain export joint venture and TQ Holdings fuel storage joint venture with
TonenGeneral
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Funding for the Transaction
Funding Structure
• Qube's share of the total transaction funding for the acquisition of the Patrick Container Terminals Business
would be $1,457.5 million
(before transaction costs)
• Qube's funding would be met through a combination of:
- non-recourse debt funding within the new Patrick Container Terminals joint venture;
- additional Qube debt funding; and
- a Qube equity raising, expected to be in the order of $600-$800 million, inclusive of :
- a fully underwritten accelerated entitlement offer; and
- an investment by CPPIB of an amount up to 9.9% of Qube's expanded issued capital (subject to necessary
regulatory approvals)
• If a transaction is agreed, further details of Qube's funding structure will be announced at the point of entry into
binding transaction documentation
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Funding for the Transaction
Other Arrangements
• Subject to ACCC clearance, Qube would acquire from Brookfield Infrastructure the 50% interest in the
AAT joint venture which Qube does not currently own for $150 million
- if Qube does not receive the necessary clearance, it would be able to nominate a third party to acquire
the interest and complete the acquisition within an agreed timeframe
• It is intended that Asciano's 50% interest in the ACFS Port Logistics Pty Limited joint venture ("ACFS"),
currently held within the Patrick Container Terminals Business, would be acquired by Brookfield
Infrastructure
- if Brookfield Infrastructure retains the interest or it is sold to a third party, Qube would receive an
adjustment to the purchase price for the
Patrick Container Terminals Business equal to 50% of the market value of ACFS or the net proceeds
from sale to a third party
• As part of the transaction, Qube would exit its existing Asciano shareholding at the offer price, realising
gross proceeds of around $569 million and
a profit of around $35 million. The sale proceeds would be applied towards reducing Qube’s existing debt
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H1 – FY 16 Summary and Outlook
Progress with
Strategic
Assets
• Key milestone for Moorebank project with agreed lease surrender on favourable terms
• Projects continue to progress in accordance with expectations
• New income streams to commence from Q4 – FY 16
Solid Financial
Performance
• Diversified operations supported solid earnings and cashflow
• Focus on innovative solutions to reduce costs and add value to customers
• Interim dividend maintained at 2.7 cents (fully franked)
New
Proposal for
Asciano
• Discussions with Brookfield consortium to facilitate the acquisition of 100% of Asciano
• If successful, Qube and Brookfield consortium will acquire Patrick Container Terminals in a 50/50
joint venture. Qube will also have an option to acquire the 50% of AAT it does not currently own
• Transaction expected to deliver substantial synergies and earnings accretion to Qube
Otlook
• Focus is on progressing strategic assets development and delivering successful outcome on Asciano
transaction
• Qube’s ability to deliver earnings growth in FY 16 will depend on a range of factors including
new contract wins and volumes from its existing customer base
• Strong competitive position – well placed for long term growth
Outlook
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Questions
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Appendix 1
Reconciliation of H1 – FY 16
Statutory Results to Underlying Results
30
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 16
Logistics
($m)
Ports & Bulk
($m)
Strategic
Assets
($m)
Corporate
and Other
($m)
Consolidated
($m)
Net profit / (loss) before income tax 32.5 35.9 30.9 (22.1) 77.2
Share of (profit) / loss of associates - (5.8) 0.6 - (5.2)
Net finance cost (0.2) 0.8 (0.1) 13.4 13.9
Depreciation and amortisation 16.9 32.7 0.2 0.1 49.9
EBITDA 49.2 63.6 31.6 (8.6) 135.8
Asciano Ports Business acquisition related advisor costs - - - 2.8 2.8
Moorebank STI - - - 0.1 0.1
Underlying EBITDA 49.2 63.6 31.6 (5.7) 138.7
Depreciation (15.5) (29.8) - (0.1) (45.4)
Underlying EBITA 33.7 33.8 31.6 (5.8) 93.3
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Appendix 2
Reconciliation of H1 – FY 15
Statutory Results to Underlying Results
31
The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References
to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued
in December 2011. Non-IFRS financial information has not been subject to audit or review.
H1 - FY 15
Logistics
($m)
Ports & Bulk
($m)
Strategic
Assets
($m)
Corporate
and Other
($m)
Consolidated
($m)
Net profit / (loss) before income tax 29.0 50.3 18.8 (15.6) 82.5
Share of (profit) / loss of associates - (5.9) 0.1 - (5.8)
Net finance cost 0.1 0.8 3.2 9.1 13.2
Depreciation and amortisation 14.9 33.6 0.2 - 48.7
EBITDA 44.0 78.8 22.3 (6.5) 138.6
Cost of legacy incentive schemes 1.6 0.6 - - 2.2
Fair value gains (net) - - (11.0) - (11.0)
Other adjustments 0.1 (0.3) - 0.1 (0.1)
Underlying EBITDA 45.7 79.1 11.3 (6.4) 129.7
Depreciation (13.5) (31.3) - - (44.8)
Underlying EBITA 32.2 47.8 11.3 (6.4) 84.9
Forpersonaluseonly
Appendix 3
Explanation of Underlying Information
• Underlying revenues and expenses are statutory revenues and expenses adjusted to exclude certain
non-cash and non-recurring items such as fair value adjustments on investment properties, cost of
legacy incentive schemes and impairments to reflect core earnings. Income tax expense is based on a
prima-facie 30% tax charge on profit before tax and associates
• References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with
ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011.
Non-IFRS financial information has not been subject to audit or review
32
Forpersonaluseonly

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Qub presentation

  • 1. Qube Holdings Limited Investor Presentation FY 16 Interim Results 1 Forpersonaluseonly
  • 2. Disclaimer – Important Notice The information contained in this Presentation or subsequently provided to the recipient whether orally or in writing by, or on behalf of Qube Holdings Limited (Qube) or any of its directors, officers, employees, agents, representatives and advisers (the Parties) is provided to the recipient on the terms and conditions set out in this notice. The information contained in this Presentation has been furnished by the Parties and other sources deemed reliable but no assurance can be given by the Parties as to the accuracy or completeness of this information. To the full extent permitted by law: (a) no representation or warranty (express or implied) is given; and (b) no responsibility or liability (including in negligence) is accepted, by the Parties as to the truth, accuracy or completeness of any statement, opinion, forecast, information or other matter (whether express or implied) contained in this Presentation or as to any other matter concerning them. To the full extent permitted by law, no responsibility or liability (including in negligence) is accepted by the Parties: (a) for or in connection with any act or omission, directly or indirectly in reliance upon; and (b) for any cost, expense, loss or other liability, directly or indirectly, arising from, or in connection with, any omission from or defects in, or any failure to correct any information, in this Presentation or any other communication (oral or written) about or concerning them. The delivery of this Presentation does not under any circumstances imply that the affairs or prospects of Qube or any information have been fully or correctly stated in this Presentation or have not changed since the date at which the information is expressed to be applicable. Except as required by law and the ASX listing rules, no responsibility or liability (including in negligence) is assumed by the Parties for updating any such information or to inform the recipient of any new information of which the Parties may become aware. Notwithstanding the above, no condition, warranty or right is excluded if its exclusion would contravene the Competition and Consumer Act 2010 or any other applicable law or cause an exclusion to be void. The provision of this Presentation is not and should not be considered as a recommendation in relation to an investment in Qube or that an investment in Qube is a suitable investment for the recipient. References to ‘underlying’ information is to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. 2 ABN 141 497 230 53 Forpersonaluseonly
  • 3. 3 H1 – FY 16 Highlights Financial Performance • Delivered solid underlying group earnings in challenging environment • Continued focus on costs and operating efficiency to mitigate lower volumes and revenue • Operations continue to deliver strong cashflows Business Operations • Maintained competitive position through innovative, quality logistics solutions • Organic growth in customer base with no major customer losses • Further investment to support new contracts • Completion of new facilities in Fremantle, Vic Dock and Darwin to drive further margin improvement Growth Initiatives • Finalised early lease surrender with market surrender payment and site vacation of tenant at Moorebank. Creates ability to market existing and new warehousing to target tenants for integrated logistics solution • New Proposal being progressed to acquire the Patrick Container Terminals in a 50/50 joint venture with Brookfield consortium. Transaction expected to deliver substantial synergies and earnings accretion to Qube Challenges • Operating environment remains challenging, particularly for resources and oil and gas related activities • Trading and economic conditions not expected to improve in remainder of FY 16 Forpersonaluseonly
  • 4. 4 LTIFR – Lost Time Injury Frequency Rate Continued to improve safety record 41% improvement in LTIFR from FY 15 to H1 – FY 16 91% improvement in LTIFR since Qube’s establishment in 2007 Continued Focus on Safety 21.2 16.8 16.1 16.7 13.5 11.6 6.6 4.6 3.2 1.9 0.0 5.0 10.0 15.0 20.0 25.0 FY 07 FY 08 FY 09 FY 10 FY 11 FY 12 FY 13 FY 14 FY 15 H1 - FY 16 LTI LTIFR Qube Holdings Forpersonaluseonly
  • 5. 5 Financial Performance • Achieved underlying earnings growth • Continued margin growth from operational improvements and prior period investment in facilities • Lower revenue reflecting declining volumes for existing customer base Operations • Continued organic growth in customer base helped offset declining volumes from existing customers • Consolidation of sites and activities to drive further cost savings • CRT acquisition integration ahead of expectations • H2 will benefit from commencement of rail operations for Quattro Grain (from March 2016) • Continuing to plan and engage with target customers for future Moorebank operations H1 – FY 16 Highlights Logistics Forpersonaluseonly
  • 6. 6 Financial Performance • Secured new customers and contracts as a result of innovative logistics solutions that deliver cost savings to customers (partly offset impact of contract completion / amendments in H2 – FY 15) • Business improvement plan being finalised to achieve additional cost savings • Revenue and cost initiatives to benefit from Q4 and increase in FY 17 • Results consistent with previous guidance and challenging environment for resources and oil and gas related activity Operations • Continued strength in vehicle imports and log exports • Weakness in volumes in some areas for customer base in bulk sector • Further reduction in activity in oil and gas sector • Working with customers to re-engineer logistics activities to reduce costs while delivering required returns H1 – FY 16 Highlights Ports & Bulk Forpersonaluseonly
  • 7. 7 AAT • Increased earnings due to strong motor vehicle import volumes • Project cargo and roll on roll off equipment volumes, particularly in Brisbane, continue to be impacted by the decline in major new projects NSS • Pleasing results from Townsville and logistics activities • Continued reduction in activity levels in Gladstone as LNG related projects end • Continued focus on maintaining market position and improving margins Prixcar • Reduced storage days compared to prior period • Finalising additional cost reduction initiatives • Loss of major contract to impact H2 (partly mitigated by new contract wins) H1 – FY 16 Highlights Ports & Bulk Associates Forpersonaluseonly
  • 8. 8 Moorebank • Achieved favourable outcome from the early lease surrender and site vacation of tenant • Focus on achieving financial close with MIC and starting development of the broader project • Expect to receive income from existing warehousing and management fees from MIC funded infrastructure works from Q4 – FY 16 Quattro Grain • Facility commissioned and storage of grain has commenced • Ship loader expected to be operational from March 2016 • Revenue and earnings expected from Q4 – FY 16 TQ Holdings • Progressing planning approvals for fuel terminal storage facility at Port Kembla • M&A activity commenced to establish distribution capacity in target regions to support the terminal H1 – FY 16 Highlights Strategic Assets Forpersonaluseonly
  • 9. 9 H1 – FY 16 Financial Analysis Forpersonaluseonly
  • 10. 10 Key Financial Outcomes Statutory Results H1 - FY 16 ($m) H1 - FY 15 ($m) Change From Prior Corresponding Period (%) Revenue 689.5 727.0 (5.2%) EBITDA 135.8 138.6 (2.0%) EBITA 90.4 93.8 (3.6%) EBIT 85.9 89.9 (4.4%) Net Finance Costs (13.9) (13.2) (5.3%) Share of Profit of Associates 5.2 5.8 (10.3%) Profit After Tax 55.7 60.3 (7.6%) Non-Controlling Interest (6.7) (5.6) (19.6%) Profit After Tax Attributable to Shareholders 49.0 54.7 (10.4%) Profit After Tax Attributable to Shareholders Pre-Amortisation 52.2 57.4 (9.1%) Diluted Earnings Per Share (cents) 4.6 5.2 (11.5%) Diluted Earnings Per Share Pre-Amortisation (cents) 4.9 5.5 (10.9%) Interim Dividend Per Share (cents) 2.7 2.7 - EBITDA Margin 19.7% 19.1% 0.6% EBITA Margin 13.1% 12.9% 0.2% Forpersonaluseonly
  • 11. 11 Key Financial Outcomes Underlying Results The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 16 ($m) H1 - FY 15 ($m) Change From Prior Corresponding Period (%) Revenue 689.5 715.9 (3.7%) EBITDA 138.7 129.7 6.9% EBITA 93.3 84.9 9.9% EBIT 88.8 81.0 9.6% Net Finance Costs (12.0) (10.6) (13.2%) Share of Profit of Associates 5.2 5.8 (10.3%) Profit After Tax 58.9 55.1 6.9% Non-Controlling Interest (6.7) (2.0) (235.0%) Profit After Tax Attributable to Shareholders 52.2 53.1 (1.7%) Profit After Tax Attributable to Shareholders Pre-Amortisation 55.4 55.8 (0.7%) Diluted Earnings Per Share (cents) 4.9 5.1 (3.9%) Diluted Earnings Per Share Pre-Amortisation (cents) 5.2 5.3 (1.9%) Interim Dividend Per Share (cents) 2.7 2.7 - EBITDA Margin 20.1% 18.1% 2.0% EBITA Margin 13.5% 11.9% 1.6% Forpersonaluseonly
  • 12. 12 Key Financial Outcomes Segment Breakdown The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 16 Logistics ($m) Ports & Bulk ($m) Strategic Assets ($m) Corporate and Other ($m) Total ($m) H1 - FY 15 ($m) Change (%) Statutory Revenue 313.5 338.8 37.1 0.1 689.5 727.0 (5.2%) EBITDA 49.2 63.6 31.6 (8.6) 135.8 138.6 (2.0%) EBITA 33.7 33.8 31.6 (8.7) 90.4 93.8 (3.6%) EBIT 32.3 30.9 31.4 (8.7) 85.9 89.9 (4.4%) Underlying Revenue 313.5 338.8 37.1 0.1 689.5 715.9 (3.7%) EBITDA 49.2 63.6 31.6 (5.7) 138.7 129.7 6.9% EBITA 33.7 33.8 31.6 (5.8) 93.3 84.9 9.9% EBIT 32.3 30.9 31.4 (5.8) 88.8 81.0 9.6% Forpersonaluseonly
  • 13. 13 Logistics Division The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 16 ($m) H1 - FY 15 ($m) Underlying Underlying Revenue 313.5 318.5 (1.6%) EBITDA 49.2 45.7 7.7% Depreciation (15.5) (13.5) (14.8%) EBITA 33.7 32.2 4.7% Amortisation (1.4) (1.4) - EBIT 32.3 30.8 4.9% Share of Profit of Associates - - N/A EBITDA Margin (%) 15.7% 14.4% 1.3% EBITA Margin (%) 10.7% 10.1% 0.6% Change From Prior Corresponding Period (%) Forpersonaluseonly
  • 14. 14 Ports & Bulk Division The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 16 ($m) H1 - FY 15 ($m) Underlying Underlying Revenue 338.8 382.4 (11.4%) EBITDA 63.6 79.1 (19.6%) Depreciation (29.8) (31.3) 4.8% EBITA 33.8 47.8 (29.3%) Amortisation (2.9) (2.3) (26.1%) EBIT 30.9 45.5 (32.1%) Share of Profit of Associates 5.8 5.9 (1.7%) EBITDA Margin (%) 18.8% 20.7% (1.9%) EBITA Margin (%) 10.0% 12.5% (2.5%) Change From Prior Corresponding Period (%) Forpersonaluseonly
  • 15. 15 Ports & Bulk Division Associates The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. Qube Share of Profit of Associates H1 - FY 16 ($m) H1 - FY 15 ($m) Underlying Underlying AAT 4.5 3.8 18.4% NSS 1.3 2.0 (35.0%) Prixcar - 0.1 N/A Total 5.8 5.9 (1.7%) Change From Prior Corresponding Period (%) Forpersonaluseonly
  • 16. 16 Strategic Assets Division The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 16 ($m) H1 - FY 15 ($m) Underlying Underlying Revenue 37.1 15.0 147.3% EBITDA 31.6 11.3 179.6% Depreciation - - N/A EBITA 31.6 11.3 179.6% Amortisation (0.2) (0.2) - EBIT 31.4 11.1 182.9% Share of Profit of Associates (0.6) (0.1) (500.0%) NCI Share of Qube's NPAT (6.7) (2.0) (235.0%) EBITDA Margin (%) 85.2% 75.3% 9.9% EBITA Margin (%) 85.2% 75.3% 9.9% Change From Prior Corresponding Period (%) Forpersonaluseonly
  • 17. 17 H1 – FY 16 Overview • Businesses continued to generate strong operating cashflow • Cash conversion of >100% Cashflow and Financing Funding Capacity • New $500 million 12 month debt facilities to fund Asciano shareholding – commitment obtained to refinance into longer term debt upon successful Asciano transaction completion • At 31 December 2015, Qube had cash and undrawn debt facilities of around $220 million Capex • Completed investment in facilities to deliver scale and facilitate site consolidation • Equipment to support new contracts • Total capex of around $97 million including maintenance capex of around $32 million Leverage • Leverage at 42%, reflecting debt financing of purchase of Asciano shareholding • Expect leverage to return to target range of 30-40% post transaction completion Forpersonaluseonly
  • 18. 18 * Dividends paid are net of the dividend reinvestment plan. Cashflow 518.8 1,053.6 (143.6) (4.8) 533.7 97.0 12.9 19.1 23.4 (2.9) 0 200 400 600 800 1,000 1,200 Net Debt at Jun 2015 Operating Cashflow Dividends and Distributions Received Acquisition of Asciano Shares Other Net Capex Net Interest Paid Tax Paid Dividends and Distributions Paid* Other Net Debt at Dec 2015 $m Change in Net Debt for the Six Months Ended 31 December 2015 Forpersonaluseonly
  • 19. 19 New Proposal for Asciano Forpersonaluseonly
  • 20. 20 Discussions in relation to a New Proposal to acquire Asciano • Qube, GIP, CPPIB and CIC (the "Qube Consortium"), in conjunction with Brookfield Infrastructure and its partners (the "Brookfield Consortium"), has commenced discussions regarding a new proposal to acquire Asciano • Under the indicative terms of the New Proposal being discussed: ₋ Asciano shareholders would receive all cash consideration of $9.28 per share ₋ Asciano able to pay fully-franked dividends to enable franking credits to be distributed to eligible shareholders. Consideration would be reduced by the amount of any dividends paid ₋ Qube, in 50/50 joint venture with Brookfield Infrastructure and members of the Brookfield Consortium (or entities controlled by them) would acquire the Patrick Container Terminals business for $2,915 million (Qube's share: $1,457.5 million) ₋ Brookfield Infrastructure and members of the Brookfield Consortium (or entities controlled by them) would acquire the Bulk & Automotive Port Services businesses (including the 50% interest in Australian Amalgamated Terminals (“AAT”)) for $925 million ₋ Qube would have the option, subject to ACCC clearance, to acquire or nominate a third party to acquire, the 50% interest in AAT for $150 million ₋ GIP, CPPIB, CIC and certain members of the Brookfield Consortium other than Brookfield Infrastructure would acquire the Pacific National rail business • The discussions remain indicative, preliminary and non-binding and there is no agreement, arrangement or understanding between the parties at this stage ⁻ the New Proposal is subject to agreement of binding documentation between the parties and with Asciano and to the receipt of any necessary ASIC relief ⁻ in the event such documentation is not agreed, the Qube Consortium Proposal which was unanimously recommended by the Asciano board on 16 February 2016 will continue in accordance with the terms of the Bid Implementation Deed Forpersonaluseonly
  • 21. 21 Benefits of the New Proposal The New Proposal would represent a common sense outcome that would deliver an attractive result for Qube and its shareholders  Qube would remain able to realise the substantial benefits associated with a combination and expects the transaction to remain highly accretive on a pro forma basis − Patrick Container Terminals joint venture expected to be able to generate synergies consistent with the $30-50 million range previously identified by Qube, including synergies within Qube’s existing operations − Additional benefits from the involvement of Brookfield Infrastructure as a new joint venture partner  Reduced complexity, time to implementation and risk of completion - Structured to address issues raised by the ACCC - Would remove Qube’s exposure to value risk on the divestment value of the BAPS business - Would remove Qube’s exposure to the variable size of the Qube equity raising required under the current Qube Consortium proposal  Qube shareholders would capture all of the benefits expected to accrue from the transaction  Reduced funding requirement for Qube  Ongoing uncertainty for Asciano shareholders would be resolved while delivering an attractive, all cash price Forpersonaluseonly
  • 22. 22 Overview of the Patrick assets to be acquired by Qube under the New Proposal Australia's leading container terminals business Patrick Container Terminals To be acquired by Qube and Brookfield Infrastructure in a 50/50 JV  Australia's leading container terminals business  Holds lease concessions for and operates shipping container terminals in the four largest container ports in Australia: – Port Botany in Sydney – East Swanson in Melbourne – Fisherman Islands in Brisbane – Fremantle in Perth Australian Amalgamated Terminals ("AAT") (50% interest)  Operates port terminals for importing and exporting motor vehicles and general cargo  All major Australian ports except Fremantle  Currently held in 50/50 JV with Qube  Currently held within Asciano's BAPS division  To be initially acquired by Brookfield Qube option to acquire for $150m, subject to ACCC approval Forpersonaluseonly
  • 23. 23 Synergies and Long Term Value Creation Estimated near term synergies and business improvement projects Additional benefits from Brookfield as a JV partner A$30-50m+ p.a. achieved over 2-3 years ++++ Near term synergies  Reduced head-office and divisional costs, increased purchasing power, consolidation of facilities and equipment  Lower costs and improved service through enhanced efficiency of the logistics interface  Productivity improvements in maintenance activities  Incremental revenue opportunities Business improvement projects  Specific business improvement projects / investments – crane semi automation – lashing activities – Port Botany rail interface Under the New Proposal, Qube expects that it would be able to realise the substantial benefits associated with a combination including synergies consistent with the range previously identified by Qube. Benefits would realised both within the joint venture and within Qube's existing business. Transaction expected to remain highly accretive on a pro forma basis Expected longer term value creation ++++  Ability to ensure efficient rail operations at Port Botany and East Swanson which will improve the timing and quantum of potential cost savings  Significant benefits for Moorebank and other inland terminal operators – the transaction is expected to accelerate the timeframe for delivery, reduce the risk and enhance the value of the Moorebank project  Substantial efficiencies which will benefit the entire supply chain  One of the world's largest and most experienced infrastructure funds  Significant existing footprint of port operations including container terminals operations in California and the UK  Benefits of global relationships with international shipping lines Forpersonaluseonly
  • 24. 24 Management Experience and Capability Qube is a natural owner of the Asciano Patrick terminals business with an unmatched track record in maximising shareholder value within the Australian ports industry Qube's management team has extensive experience and knowledge in:  building and maintaining the Patrick terminals businesses  delivering innovative solutions for customers  delivering cost efficiencies at the Patrick terminals businesses  the Australian waterfront industrial relations environment  terminal automation and associated operating systems  improvement in road/rail interface performance  the strategies to retain customers and increase volumes across terminals and logistics activities Forpersonaluseonly
  • 25. 25 Highlights of Qube Post Transaction The proposed transaction would create a market leading ports and logistics company  Highly complementary portfolios – Asciano's national container terminal assets would be combined with Qube's third party logistics operations – Combination of high quality asset bases  Substantial synergies expected from transaction – Synergies expected from rationalisation of corporate structure – Value creation from specific business improvement projects – Major opportunities for longer term value creation, including through enhancing the Moorebank project – Additional benefits from the involvement of Brookfield Infrastructure as a new joint venture partner, including from linkages to Brookfield's existing global network of port operations  Highly respected management team with significant strategic and operational expertise and knowledge of the Patrick assets – Qube's management team responsible for building and managing the Patrick Container Terminals business prior to the acquisition by Toll  Significantly enhanced scale and market relevance – Expected to rank well within the ASX100 index – Gap in current opportunities to invest in sizeable, GDP-linked transport stocks in Australia following the acquisition of Toll and the proposed acquisition of Asciano  Substantial growth opportunities within combined portfolio – Base business leveraged to a recovery in economic growth – Significant additional upside from portfolio of growth projects, including Moorebank, the Quattro grain export joint venture and TQ Holdings fuel storage joint venture with TonenGeneral Forpersonaluseonly
  • 26. 26 Funding for the Transaction Funding Structure • Qube's share of the total transaction funding for the acquisition of the Patrick Container Terminals Business would be $1,457.5 million (before transaction costs) • Qube's funding would be met through a combination of: - non-recourse debt funding within the new Patrick Container Terminals joint venture; - additional Qube debt funding; and - a Qube equity raising, expected to be in the order of $600-$800 million, inclusive of : - a fully underwritten accelerated entitlement offer; and - an investment by CPPIB of an amount up to 9.9% of Qube's expanded issued capital (subject to necessary regulatory approvals) • If a transaction is agreed, further details of Qube's funding structure will be announced at the point of entry into binding transaction documentation Forpersonaluseonly
  • 27. 27 Funding for the Transaction Other Arrangements • Subject to ACCC clearance, Qube would acquire from Brookfield Infrastructure the 50% interest in the AAT joint venture which Qube does not currently own for $150 million - if Qube does not receive the necessary clearance, it would be able to nominate a third party to acquire the interest and complete the acquisition within an agreed timeframe • It is intended that Asciano's 50% interest in the ACFS Port Logistics Pty Limited joint venture ("ACFS"), currently held within the Patrick Container Terminals Business, would be acquired by Brookfield Infrastructure - if Brookfield Infrastructure retains the interest or it is sold to a third party, Qube would receive an adjustment to the purchase price for the Patrick Container Terminals Business equal to 50% of the market value of ACFS or the net proceeds from sale to a third party • As part of the transaction, Qube would exit its existing Asciano shareholding at the offer price, realising gross proceeds of around $569 million and a profit of around $35 million. The sale proceeds would be applied towards reducing Qube’s existing debt Forpersonaluseonly
  • 28. 28 H1 – FY 16 Summary and Outlook Progress with Strategic Assets • Key milestone for Moorebank project with agreed lease surrender on favourable terms • Projects continue to progress in accordance with expectations • New income streams to commence from Q4 – FY 16 Solid Financial Performance • Diversified operations supported solid earnings and cashflow • Focus on innovative solutions to reduce costs and add value to customers • Interim dividend maintained at 2.7 cents (fully franked) New Proposal for Asciano • Discussions with Brookfield consortium to facilitate the acquisition of 100% of Asciano • If successful, Qube and Brookfield consortium will acquire Patrick Container Terminals in a 50/50 joint venture. Qube will also have an option to acquire the 50% of AAT it does not currently own • Transaction expected to deliver substantial synergies and earnings accretion to Qube Otlook • Focus is on progressing strategic assets development and delivering successful outcome on Asciano transaction • Qube’s ability to deliver earnings growth in FY 16 will depend on a range of factors including new contract wins and volumes from its existing customer base • Strong competitive position – well placed for long term growth Outlook Forpersonaluseonly
  • 30. Appendix 1 Reconciliation of H1 – FY 16 Statutory Results to Underlying Results 30 The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 16 Logistics ($m) Ports & Bulk ($m) Strategic Assets ($m) Corporate and Other ($m) Consolidated ($m) Net profit / (loss) before income tax 32.5 35.9 30.9 (22.1) 77.2 Share of (profit) / loss of associates - (5.8) 0.6 - (5.2) Net finance cost (0.2) 0.8 (0.1) 13.4 13.9 Depreciation and amortisation 16.9 32.7 0.2 0.1 49.9 EBITDA 49.2 63.6 31.6 (8.6) 135.8 Asciano Ports Business acquisition related advisor costs - - - 2.8 2.8 Moorebank STI - - - 0.1 0.1 Underlying EBITDA 49.2 63.6 31.6 (5.7) 138.7 Depreciation (15.5) (29.8) - (0.1) (45.4) Underlying EBITA 33.7 33.8 31.6 (5.8) 93.3 Forpersonaluseonly
  • 31. Appendix 2 Reconciliation of H1 – FY 15 Statutory Results to Underlying Results 31 The underlying information excludes certain non-cash and non-recurring items in order to more accurately reflect the underlying financial performance of Qube. References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review. H1 - FY 15 Logistics ($m) Ports & Bulk ($m) Strategic Assets ($m) Corporate and Other ($m) Consolidated ($m) Net profit / (loss) before income tax 29.0 50.3 18.8 (15.6) 82.5 Share of (profit) / loss of associates - (5.9) 0.1 - (5.8) Net finance cost 0.1 0.8 3.2 9.1 13.2 Depreciation and amortisation 14.9 33.6 0.2 - 48.7 EBITDA 44.0 78.8 22.3 (6.5) 138.6 Cost of legacy incentive schemes 1.6 0.6 - - 2.2 Fair value gains (net) - - (11.0) - (11.0) Other adjustments 0.1 (0.3) - 0.1 (0.1) Underlying EBITDA 45.7 79.1 11.3 (6.4) 129.7 Depreciation (13.5) (31.3) - - (44.8) Underlying EBITA 32.2 47.8 11.3 (6.4) 84.9 Forpersonaluseonly
  • 32. Appendix 3 Explanation of Underlying Information • Underlying revenues and expenses are statutory revenues and expenses adjusted to exclude certain non-cash and non-recurring items such as fair value adjustments on investment properties, cost of legacy incentive schemes and impairments to reflect core earnings. Income tax expense is based on a prima-facie 30% tax charge on profit before tax and associates • References to ‘underlying’ information are to non-IFRS financial information prepared in accordance with ASIC Regulatory Guide 230 (Disclosing non-IFRS financial information) issued in December 2011. Non-IFRS financial information has not been subject to audit or review 32 Forpersonaluseonly