NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES
Goodman successfully completes $4.0 billion Placement
Goodman Group (Goodman or Group) has successfully completed a fully underwritten ‘pro-rata’ institutional placement (Placement), raising approximately $4.0 billion.
The Placement was announced on Wednesday, 19 February 2025 and the trading halt is expected to be lifted prior to market open today. Approximately 119.4 million new securities (equivalent to approximately 6.2% of securities on issue) are expected to be issued under the Placement. The issue price of $33.50 per new security represents a 6.9% discount to Goodman’s closing price of $35.98 on Tuesday, 18 February 2025.
All existing eligible institutional Securityholders who bid for an amount up to their ‘pro-rata’ share of the Placement securities were allocated their full bid on a best endeavours basis.
Group Chief Executive Officer, Greg Goodman said:
“We’re very pleased with the strong support we’ve received from both existing and new institutional investors for this Placement. It highlights continued confidence in Goodman’s established strategy of providing essential infrastructure for the digital economy.
The funds raised will enable us to optimise the opportunities we’re creating over the long term, particularly through our data centre offering, and provide greater financial and operational flexibility to manage the next phase of growth.”
Settlement of Placement Securities
Settlement of the new Placement securities is expected to occur on Monday, 24 February 2025, with allotment and normal trading occurring on Tuesday, 25 February 2025. The new Placement securities will rank equally with existing Goodman securities from the date of issue. They will not be entitled to the Half Year distribution because the record date for that distribution has passed.
Security Purchase Plan
On Wednesday, 19 February 2025, Goodman also announced it was undertaking a Security Purchase Plan (SPP). Further details of the SPP will be set out in the SPP Offer Booklet, which will be released to the ASX and made available to eligible Securityholders in Australia and New Zealand on or around Thursday, 27 February 2025.
For further information on the SPP, or if you are an eligible Securityholder and you want to receive a copy of the SPP Offer Booklet, please contact the Goodman Group Investor Information line on 1300 723 040 (toll free from within Australia) or +61 3 9415 4043 (from outside Australia), from 8.30am to 5.00pm (Sydney time) Monday to Friday (excluding public holidays) during the SPP offer period, or visit Goodman’s website at https://www.goodman.com/investor-centre
NOT FOR RELEASE OR DISTRIBUTION IN THE UNITED STATES
This announcement may not be distributed or released in the United States. This announcement does not constitute an offer to sell, or a solicitation of an offer to buy, any new securities in Goodman under the Equity Raising (New Securities) in the United States or any other jurisdiction in which such an offer would be unlawful. The New Securities to be offered and sold under the Placement and the SPP have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (U.S. Securities Act) or under the securities laws of any US state or other jurisdiction of the United States, and may not be offered or sold, directly or indirectly to persons in the United States or to any person acting for the account or benefit of a person in the United States, except in transactions exempt from, or not subject to, the registration of the U.S. Securities Act and any other applicable securities laws of any state or other jurisdiction of the United States. The New Securities under the SPP may only be offered and sold outside the United States in 'offshore transactions' (as defined in Rule 902(h) under the U.S. Securities Act) in reliance on Regulation S under the U.S. Securities Act.
Forward-looking statements
This announcement contains certain “forward-looking statements”. The words “expect”, “anticipate”, “estimate”, “intend”, “believe”, “guidance”, “should”, “could”, “may”, “will”, “predict”, “plan” and other similar expressions are intended to identify forward-looking statements. Indications of, and guidance on, future earnings and financial position and performance are also forward-looking statements. Forward-looking statements, opinions and estimates provided in this announcement are based on assumptions and contingencies that are subject to change without notice and involve known and unknown risks and uncertainties and other factors that are beyond the control of the Goodman Group, its directors and management. Forward-looking statements are provided as a general guide only and should not be relied upon as an indication or guarantee of future performance. Actual results, performance or achievements may differ materially from those expressed or implied in such statements and any projections and assumptions on which these statements are based. Readers are cautioned not to place undue reliance on forward-looking statements and except as required by law or regulation, none of the Goodman Group, its representatives or advisers assumes any obligation to update these forward-looking statements. No representation or warranty, express or implied, is made as to the accuracy, likelihood of achievement or reasonableness of any forecasts, prospects, returns or statements in relation to future matters contained in this announcement. The forward-looking statements are based on information available to the Goodman Group as at the date of this announcement. Except as required by law or regulation (including the ASX Listing Rules), none of the Goodman Group, its representatives or advisers undertakes any obligation to provide any additional updated information whether as a result of a change in expectations or assumptions, new information, future events or results or otherwise.
General
Nothing contained in this announcement constitutes financial product, legal, tax or other advice or recommendation. It does not take into account the investment objectives, financial situation or needs of any particular investor. Before making any investment decision in respect of Goodman, prospective investors should consider the appropriateness of the information in this announcement and Goodman’s other announcements having regard to their own investment objectives, financial situations and needs and with their own professional advice. Goodman is not licensed to provide financial product advice in respect of New Securities. Cooling off rights do not apply to the acquisition of New Securities.
