MLPL HoldCo – shares in Marinus Link Pty Ltd

WA-70023

Marinus Link Pty Ltd (**MLPL**) is a company which is jointly owned by the Commonwealth of Australia, the State of Tasmania and the State of Victoria (the **Shareholders**). MLPL is an operating company which is developing a new undersea and underground electricity interconnector between Tasmania and Victoria (**Marinus Link**). Marinus Link is currently in the delivery phase. Once operational, Marinus Link will enable the transmission of electricity between Tasmania and Victoria, providing affordable and renewable energy for customers in the National Electricity Market. The Shareholders are proposing to undertake a restructure whereby a newly established holding company, Marinus Link Holding Company Pty Ltd (**MLPL HoldCo**), will be interposed between MLPL and the Shareholders (the **Acquisition**). The shareholdings in MLPL HoldCo will reflect the Shareholders’ current proportional shareholdings in MLPL. The Acquisition will consist of the following steps: 1. The establishment of the new holding company, MLPL HoldCo. 2. A sequential share exchange, involving the following steps (with each step to occur on the same day): 1. MLPL HoldCo issuing additional shares in MLPL HoldCo to each Shareholder, such that the Shareholders will hold shares in MLPL HoldCo in proportion to their current shareholdings in MLPL, and 2. MLPL HoldCo acquiring 100% of the shares in MLPL from the Shareholders (in consideration for the above issue of shares in MLPL HoldCo).