Qr National Ipo Prospectus

Qr national ipo prospectus

QR National worth $6.7 billion

Will be the second biggest float in Australian history

QRN Share Offer raises more than $4 billion in proceeds for Queensland

  • $4.6 billion in proceeds to Queensland
  • $4.05 billion of shares allocated
  • Listing price $2.55 per share
  • Share Offer allocated - 34% retail : 66% institutional
  • Government retains up to 40% of the company
  • Trading on ASX starts on Monday at 12 noon (Sydney time)

QR National is expected to list as one of Australia’s biggest companies on the ASX by market capitalisation following the successful completion of the bookbuild for the Share Offer.

Premier Anna Bligh and Treasurer Andrew Fraser said QR National will be priced at $2.55 per share on Monday’s ASX listing, with Queensland taxpayers set to reap $4.6 billion in proceeds.

Ms Bligh said the State Government would retain up to 40% of stock at listing on behalf of taxpayers worth $2.1 billion.

“Now is the right time for QR National to be backed by private investment, and this successful transaction shows that there is local and international faith in this great company’s future,” she said.

“This Government has the right economic plan to build a stronger Queensland budget.

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As promised, these proceeds will now be used to pay off debt and establish a stronger balance sheet, allowing us to protect jobs and deliver on the schools, roads and hospitals Queenslanders need – not a commercial coal haulage business that services mining companies.”

Mr Fraser said the time is right for QR National to forge ahead in the private sector.

“This is a significant moment for the Queensland economy and for QR National,” Mr Fraser said.

“QR National’s growth will now be funded by the private sector, investing in infrastructure that will deliver greater efficiencies for our export supply chain.”

Mr Fraser said a considerable level of retail interest was backed up by strong institutional demand.

“This Share Offer was always going to be of great interest to those with a long-term view and a well-established knowledge of railway companies.

“With the 10 cent discount, retail investor will receive shares the price of $2.45.

“The retail component of QR National upon listing will be around 34% of the total Share Offer, comprising approximately 80,000 retail shareholders.

“Queenslanders will play a big role in the company’s future, accounting for around 37% of that Retail Offer.

“Over 9,000 QR National employees have taken up the opportunity to be part of the Share Offer, accepting $1,000 worth of shares each allocated for no monetary payment under the Employee Gift Offer.

“That means QR National’s workforce now have a direct stake in the company’s future growth.”

As outlined in the Share Offer Document, retail investors have received a 10c discount to the final institutional price and will be eligible for loyalty bonuses.

Mr Fraser said QR National would list on the ASX on Monday at 11am (12 noon Sydney time).

"Listing on the ASX is a major milestone in transforming QR National from a strong Queensland company into a truly national one.

“I have every confidence that investors will share in the success of QR National’s long-term growth prospects, as will Queensland taxpayers who will retain a stake of up to 40% in the business, which we plan to sell down as appropriate post the release of QR National’s FY2012 results announcement.”

The details of pricing and the basis of allocation in the Retail Offer and Institutional Offer will be published in advertisements in major national and metropolitan newspapers on Monday — an extract of which is attached to this release.

Qr national ipo prospectus

Applicants who are retail investors can obtain details of their allocation of shares before receiving their holding statements online at qrnshareoffer.com.au (if they have an Application Reference Number) from 4.00pm Sunday 21 November. Or they can call 1800 776 476 (within Australia) or +613 9938 4376 (outside Australia) between 7.00 am and 11.00 pm (Brisbane time) Monday to Friday. On Sunday, 21 November only the infoline will be open from 4.00pm until 11.00pm.

Holding statements to successful applicants and refunds to applicants who have applied and paid for shares in excess of their allocation are expected to be dispatched by Monday, 6 December 2010.

- Ends-

Media contacts: Treasurer’s Office – 3224 5982 or 3224 6361

Media contacts:Brian Tyson, Kreab Gavin Anderson 0413 946715

Peter Ogden, Kreab Gavin Anderson 0414 376 229

About QR National

QR National is Australia’s largest rail freight company with services operating across five states.

Qr national ipo prospectus

In 2009-10, QR National transported more than 260 million tonnes of freight, including coal, iron ore, other minerals, agricultural products and general freight. It also operates and manages the 2,300 kilometre central Queensland coal network that links mines to coal ports at Bowen, Mackay and Gladstone.

QR National is expected to be one of the 50 largest companies on the Australian Securities Exchange (ASX).

Important information

This notice does not constitute an offer to sell, or the solicitation of an offer to buy, any shares in QR National in the United States.

Shares in QR National will not be and have not been registered under the US Securities Act of 1933, as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Further information

For further information about the Share Offer visit qrnshareoffer.com.au or about QR National visit qrnational.com.au.

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If you have questions about your allocation of shares in the Share Offer call 1800 776 476 (within Australia) or +613 9938 4376 (outside Australia).

Retail Offer allocation policy

General Public Offer

The following table sets out the allocation policy for the General Public Offer:

Queensland resident retail investors:

»have been allocated 100% of shares2 for which they applied

Non-Queensland resident retail investors who:

… have been allocated

»pre-registered for a Share Offer Document and applied for shares

»100% of shares for which they applied up to $25,000 of shares plus 85% of any dollar value of shares applied for above $25,000 of shares

»did not pre-register for a Share Offer Document and applied for shares

»100% of shares for which they applied up to $25,000 of shares plus 75% of any dollar value of shares applied for above $25,000 of shares2

Broker Firm Offer

Valid applications under the Broker Firm Offer were accepted in full, subject to the size of each broker’s overall firm allocation.

Applicants allocated shares under the Broker Firm Offer should confirm their allocation with their broker or financial planner.

Employee Gift Offer

Valid applications under the Employee Gift Offer were accepted in full.

IPO 101. What is an IPO Prospectus? What is in an IPO Prospectus? Initial Public Offering Example

Each Eligible Employee (as defined in the Share Offer Document) who made a valid application to accept $1,000 worth of shares for no monetary payment under the Employee Gift Offer was allocated 408 shares, being the nearest number of whole shares (rounded down) to the maximum value of $1,000.

Institutional Offer

Approximately 66% of the shares allocated under the Share Offer were allocated to institutional investors under the Institutional Offer.

Successful applicants under the Institutional Offer will be advised about their allocations by the Joint Lead Managers.

Qr national ipo prospectus

All applicants are responsible for determining and confirming the number of shares allocated to them before selling any shares. Applicants who sell shares before receiving their holding statement confirming their allocation do so at their own risk.

Key Share Offer statistics and dates – see Page 4
Key Share Offer statistics and dates

Key Share Offer statistics

Enterprise value of QR National

$6.7 billion

Gross proceeds to the State

$4.63 billion

Total number of shares on issue

2,440.0 million

Total number of shares allocated in the Share Offer

1,610.4 million

Market capitalisation at listing (total number of shares on issue at the institutional price of $2.55 per share)

$6.22 billion

Gross proceeds of the Share Offer

$4.05 billion

Total value of the State’s retained shareholding of 34%1 at the institutional price of $2.55 per share

$2.1 billion

Total value of shares allocated under the Institutional Offer

$2.7 billion (66%)

Total value of shares allocated under the Retail Offer

$1.3 billion (34%)

Institutional price per share


Retail discount per share


Retail price per share


Loyalty bonus share entitlement for shares allocated under the Retail Offer (excluding the Employee Gift Offer) if held until 7 December 2011

Queensland resident retail investors

1 loyalty bonus share for every 15 shares
(up to 675 loyalty bonus shares)

Non-Queensland resident retail investors

1 loyalty bonus share for every 20 shares
(up to 500 loyalty bonus shares)

Key dates

Listing, trading on conditional and deferred basis commences on ASX

12 noon (Sydney time) 22 November 2010

Institutional Offer settlement

30 November 2010

Trading on deferred settlement basis commences on ASX

1 December 2010

First settlement date of all ASX trades

10 December 2010

End of stabilisation period

21 December 2010

Expected first dividend payment date

September 2011

Record date to receive loyalty bonus shares

7 December 2011

[1]Before any shares bought back under the Over-allocation Option

Qr national ipo prospectus