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Frequently asked questions
- How do I invest in Macquarie Atlas Roads?
- What is MQA’s ASX code and when did it list?
- Will MQA be listed on any other stock exchange?
- How is MQA structured?
- Why is MQA made up of stapled securities and is not a single share or unit?
- Why use a stapled security structure?
- What is an MQA security?
- What are the management fees paid to the MQA management company?
- Why does MQA invest in assets outside Australia? Doesn't this increase the risk?
- How does MQA manage foreign exchange risk?
- How does MQA manage its exposure to interest rate movements?
- How do I change my shareholding details, including my address for all MQA correspondence?
- How do I contact MQA’s share registry?
- How do I contact MQA?
- What is the Australian Tax Office's view of stapled securities?
Investing in MQA
- 1. How do I invest in Macquarie Atlas Roads?
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MQA is listed on the Australian Stock Exchange, and therefore MQA securities can be purchased through any ASX registered broker.
- 2. What is MQA’s ASX code and when did it list?
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MQA’s ASX code is "MQA" and it listed on 25 January 2010.
- 3. Will MQA be listed on any other stock exchange?
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The directors have no current intention to list MQA on any other stock exchange.
MQA’s structure
- 4. How is MQA structured?
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MQA is a new stapled structure consisting of:
Macquarie Atlas Roads Limited (MARL) (an Australian public company) and Macquarie Atlas Roads International Limited (MARIL) (an exempted mutual fund company incorporated in Bermuda).
MQA was created out of Macquarie Infrastructure Group. MQA owns and manages the interests of the MQA portfolio being the M6 Toll, APRR, Dulles Greenway, Chicago Skyway and Indiana Toll Road. In addition, MQA also holds investments in the South Bay Expressway, Warnow Tunnel and Transtoll. These three other businesses are not considered material to MQA's portfolio.
The MARL shares and MARIL shares which together comprise an MQA security are each linked together and cannot be traded separately.
Macquarie Capital Funds Advisory Services Pty Limited (MCFAS) is the manager of MARL and advisor of MARIL.
Macquarie Atlas Roads structure
- MQA = Macquarie Atlas Roads
- MARL = Macquarie Atlas Roads Limited
- MARIL = Macquarie Atlas Roads International Limited
- MCFAS = Macquarie Capital Funds Pty Limited
Where assets are held by both Macquarie Atlas Roads Limited and Macquarie Atlas Roads International Limited, the principal economic interest is shown with the % ownership by MQA as a whole.
* MQA holds an estimated 50% economic interest in Dulles Greenway, via both Macquarie Atlas Roads Limited and Macquarie Atlas Roads International Limited (majority of value).
- 5. Why is MQA made up of stapled securities and is not a single share or unit?
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Stapled securities comprise securities in two (or more) separate entities that have to be traded as a single stapled security. In MQA’s case, there is an Australian company and a Bermudian mutual fund company. MQA security holders have an equal number of shares in both companies.
- 6. Why use a stapled security structure?
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Stapling allows investors to invest in different entities that are traded as one. This means that investors can receive the benefits of investing in different types of entities (eg Australian and Bermudian companies) within the one traded instrument. Generally, a stapling deed governs the stapling arrangements.
Where a foreign security is stapled to a domestic security, the regulatory/corporate governance requirements of both jurisdictions must be considered. This gives additional comfort to security holders, given the regulatory/corporate governance standards must always meet the "highest common standard ".
- 7. What is an MQA security?
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An MQA Security is made up of:
- one share in Macquarie Atlas Roads Limited; and
- one share in Macquarie Atlas Roads International Limited
- the shares which comprise an MQA Security are stapled together and cannot be traded separately.
- 8. What are the management fees paid to the MQA management company?
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Fees payable to the Macquarie International Advisory Services Pty Limited will comprise a base management fee and a performance fee.
The base management fee will be payable quarterly in arrears, and will be calculated as a percentage of the market capitalisation of MQA at the end of each quarter, as follows:
Market capitalisation of MQA Base management fee percentage Up to A$1.0 billion 2.00%; plus Between A$1.0 billion and A$3.0 billion 1.25%; plus More than A$3.0 billion 1.00% The performance fee will be calculated is 15% of the dollar value of MQA’s outperformance of the S&P/ASX 300 Industrials Accumulation Index (Benchmark Return). It will be determined annually and will be payable in three equal annual instalments, with outperformance of the Benchmark Return over the two and three year periods to the second and third instalment dates respectively required in order for those instalments to become payable.
Any underperformance of the Benchmark Return in a particular year must be carried forward and recouped before a performance fee may be earned in a subsequent period.
Dividends/Distributions
Ordinary dividends are not anticipated in the near to medium term. Cash flows from the sale of assets, if any, will be assessed at the time for potential return to MQA security holders or, if considered beneficial, for reinvestment in the MQA portfolio.
MQA’s business
- 9. Why does MQA invest in assets outside Australia? Doesn't this increase the risk?
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While there is always some additional risk (mainly currency risk) in diversifying overseas, our research showed that toll road usage behaviour is very similar in western developed countries to that in Australia, and the same toll road fundamentals apply.
- 10. How does MQA manage foreign exchange risk?
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MQA does not currently hedge foreign exchange exposure on overseas investments and does not intend to do so in the future. However MQA often hedges the foreign exchange risk of future overseas equity commitments, and in the case of new acquisitions, if any, MQA will hedge the foreign exchange risk on the acquisition price.
- 11. How does MQA manage its exposure to interest rate movements?
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Generally, MQA's investments reduce their interest rate exposure by fixing some proportion of the debt for each asset.
Contacts
- 12. How do I change my shareholding details, including my address for all MQA correspondence?
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All changes to your shareholding details need to be made through the share registry, Computershare. Contact details are below.
You can also download the change of address form from the internet yourself. Simply log onto www.computershare.com.au. Go to investors/address change. Once you've filled out the form you can either:
Fax to: +61 2 8234 5050 or
Mail to:
Computershare Investor Services Pty Ltd
GPO Box 7045
Sydney NSW 1115 - 13. How do I contact MQA’s share registry?
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MQA’s share registry is Computershare Investor Services Pty Limited. Their details are:
- Telephone: 1800 267 108 (toll free number for calling within Australia)
- Telephone: +61 3 9415 4053 (for international calls)
- Fax: +61 8234 5050
- Address: Computershare Investor Services Pty Ltd, GPO Box 7045, Sydney NSW 1115
- Email: web.queries@computershare.com.au
- Website: www.computershare.com
- 14. How do I contact MQA?
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MQA’s investor relations team can be contacted toll free within Australia on 1800 621 694. The international phone number is +61 2 8232 7455. All correspondence can be sent to:
Attention: MQA Investor Relations
PO Box 4294
Sydney NSW 1164 - 15. What is the Australian Tax Office's view of stapled securities?
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The ATO has developed information to assist investors who own stapled securities determine their capital gains tax (CGT) obligations. Click on the following link to read more: ATO information on stapled securities