Appendix 3B
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Babcock & Brown Limited (BNB010) | 4:26 pm, Wednesday 10 September 2008
Please find attached an Appendix 3B in respect of the grant of options over
shares in Babcock & Brown Limited (ASX: BNB) under the Company's Equity
Incentive Plan.
Appendix 3B
New issue announcement,
application for quotation of additional securities
and agreement
Information or documents not available now must be given to ASX as soon as
available. Information and
documents given to ASX become ASX's property and may be made public.
Introduced 1/7/96. Origin: Appendix 5. Amended 1/7/98, 1/9/99, 1/7/2000,
30/9/2001, 11/3/2002, 1/1/2003, 24/10/2005.
Name of entity
BABCOCK & BROWN LIMITED
ABN
53 108 614 955
We (the entity) give ASX the following information.
Part 1 - All issues
You must complete the relevant sections (attach sheets if there is not enough
space).
1 +Class of +securities issued or to be
issued
Options
2 Number of +securities issued or to
be issued (if known) or maximum
number which may be issued
1. 316,211
2. 392,277
3. 20,574,599
4. 135,000
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 2 1/1/2003
3 Principal terms of the +securities
(eg, if options, exercise price and
expiry date; if partly paid
+
securities, the amount outstanding
and due dates for payment; if
+
convertible securities, the
conversion price and dates for
conversion)
1. Options granted over ordinary shares of the
Company under the Babcock & Brown Equity
Incentive Plan ("EIP"), each option having an
exercise price of $12.95, being first exercisable
on the day following release of the Company's
results for the year ending 31 December 2012
(subject to certain performance hurdles) and
expiring on 21 April 2014.
2. Options granted over ordinary shares of the
Company under the EIP, each option having an
exercise price of $12.49, being first exercisable
on the day following release of the Company's
results for the half year ending 30 June 2011
(subject to certain performance hurdles) and
expiring on 21 April 2014.
3. Options granted over ordinary shares of the
Company under the EIP, each option having an
exercise price of $12.95, being first exercisable
on the day following release of the Company's
results for the half year ending 30 June 2011
(subject to certain performance hurdles) and
expiring on 21 April 2014.
4. Options granted over ordinary shares of the
Company under the EIP, each option having an
exercise price of $23.73, being first exercisable
[on the day following release of the Company's
results for the half year ending 30 June 2011
(subject to certain performance hurdles) and
expiring on 6 September 2013.
4 Do the +securities rank equally in all
respects from the date of allotment
with an existing +class of quoted
+
securities?
If the additional securities do not
rank equally, please state:
- the date from which they do
- the extent to which they
participate for the next dividend,
(in the case of a trust,
distribution) or interest payment
- the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
1, 2, 3 and 4: Shares issued on exercise of the
options will be fully paid and will rank equally with
issued ordinary shares of the Company.
5 Issue price or consideration
1. $4.09
2. $3.26
3. $3.26
4. $6.93
6 Purpose of the issue
(If issued as consideration for the
acquisition of assets, clearly identify
those assets)
The options were granted to the Trustees of the EIP
to satisfy the Trust's obligations on the exercise of
equivalent numbers of options, granted (except for
the issue price) on the same terms as the options
described above, to employees of the Group under
the EIP. On exercise of options by the employee, the
Trustee will exercise its options and the Company is
obliged to issue an equivalent number of shares to
the relevant employee(s). The options granted to
employees were granted for nil consideration. The
consideration payable by the Trustees (see paragraph
5. above) reflects the value ascribed to the options
granted to employees pursuant to independent
valuation.
7 Dates of entering +securities into
uncertificated holdings or despatch
of certificates
1, 2, 3 and 4: 10 September 2008
Number +Class
8 Number and +class of all +securities
quoted on ASX (including the
securities in clause 2 if applicable)
346,107,076
4,162,234
Ordinary fully paid
shares
Babcock & Brown
Subordinated Notes
(BBSN)
Number +Class
9 Number and +class of all
+
securities not quoted on ASX
(including the securities in clause
2 if applicable)
56,496,470
225,000,000
7,142,857
Executive Share Options
Babcock & Brown
Subordinated Notes
(BBSN2)
Conditional rights
granted in connection
with the new term
finance facility to the
Babcock & Brown group
announced on 10 March
2008 and relating to
7,142,857 shares as
announced on 27 March
2008.
10 Dividend policy (in the case of a
trust, distribution policy) on the
increased capital (interests)
The options are not entitled to dividends. Shares
issued on exercise of the options carry the same
rights to dividend equally with all other issued
ordinary shares.
Part 2 - Bonus issue or pro rata issue
11 Is security holder approval
required?
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 4 1/1/2003
12 Is the issue renounceable or non-
renounceable?
13 Ratio in which the +securities will
be offered
14 +Class of +securities to which the
offer relates
15 +Record date to determine
entitlements
16 Will holdings on different registers
(or subregisters) be aggregated for
calculating entitlements?
17 Policy for deciding entitlements in
relation to fractions
18 Names of countries in which the
entity has +security holders who
will not be sent new issue
documents
Note: Security holders must be told how their
entitlements are to be dealt with.
Cross reference: rule 7.7.
19 Closing date for receipt of
acceptances or renunciations
20 Names of any underwriters
21 Amount of any underwriting fee or
commission
22 Names of any brokers to the issue
23 Fee or commission payable to the
broker to the issue
24 Amount of any handling fee
payable to brokers who lodge
acceptances or renunciations on
behalf of +security holders
25 If the issue is contingent on
+
security holders' approval, the date
of the meeting
26 Date entitlement and acceptance
form and prospectus or Product
Disclosure Statement will be sent to
persons entitled
27 If the entity has issued options, and
the terms entitle option holders to
participate on exercise, the date on
which notices will be sent to option
holders
28 Date rights trading will begin (if
applicable)
29 Date rights trading will end (if
applicable)
30 How do +security holders sell their
entitlements in full through a
broker?
31 How do +security holders sell part
of their entitlements through a
broker and accept for the balance?
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
Appendix 3B Page 6 1/1/2003
32 How do +security holders dispose
of their entitlements (except by sale
through a broker)?
33 +Despatch date
Part 3 - Quotation of securities
You need only complete this section if you are applying for quotation of
securities
34 Type of securities
(tick one)
(a)
Securities described in Part 1
(b)
All other securities
Example: restricted securities at the end of the escrowed period, partly paid
securities that become fully paid, employee
incentive share securities when restriction ends, securities issued on expiry
or conversion of convertible securities
Entities that have ticked box 34(a)
Additional securities forming a new class of securities
Tick to indicate you are providing the information or
documents
35
If the
+
securities are +equity securities, the names of the 20 largest holders of the
additional +securities, and the number and percentage of additional
+securities held by
those holders
36
If the
+
securities are +equity securities, a distribution schedule of the additional
+
securities setting out the number of holders in the categories
1 - 1,000
1,001 - 5,000
5,001 - 10,000
10,001 - 100,000
100,001 and over
37
A copy of any trust deed for the additional
+
securities
Appendix 3B
New issue announcement
+ See chapter 19 for defined terms.
1/1/2003 Appendix 3B Page 7
Entities that have ticked box 34(b)
38 Number of securities for which
+
quotation is sought
39 Class of +securities for which
quotation is sought
40 Do the +securities rank equally in all
respects from the date of allotment
with an existing +class of quoted
+
securities?
If the additional securities do not
rank equally, please state:
- the date from which they do
- the extent to which they
participate for the next dividend,
(in the case of a trust,
distribution) or interest payment
- the extent to which they do not
rank equally, other than in
relation to the next dividend,
distribution or interest payment
41 Reason for request for quotation
now
Example: In the case of restricted securities, end of
restriction period
(if issued upon conversion of
another security, clearly identify that
other security)
Number +Class
42 Number and +class of all +securities
quoted on ASX (including the
securities in clause 38)
Appendix 3B
New issue announcement
Quotation agreement
1 +Quotation of our additional +securities is in ASX's absolute discretion.
ASX may
quote the +securities on any conditions it decides.
2 We warrant the following to ASX.
- The issue of the +securities to be quoted complies with the law and is not
for
an illegal purpose.
- There is no reason why those +securities should not be granted +quotation.
- An offer of the +securities for sale within 12 months after their issue
will
not require disclosure under section 707(3) or section 1012C(6) of the
Corporations Act.
Note: An entity may need to obtain appropriate warranties from subscribers
for the securities in order to be able to give
this warranty
- Section 724 or section 1016E of the Corporations Act does not apply to any
applications received by us in relation to any +securities to be quoted and
that no-one has any right to return any +securities to be quoted under
sections 737, 738 or 1016F of the Corporations Act at the time that we
request that the +securities be quoted.
- If we are a trust, we warrant that no person has the right to return the
+
securities to be quoted under section 1019B of the Corporations Act at the
time that we request that the +securities be quoted.
3 We will indemnify ASX to the fullest extent permitted by law in respect of
any
claim, action or expense arising from or connected with any breach of the
warranties
in this agreement.
4 We give ASX the information and documents required by this form. If any
information or document not available now, will give it to ASX before
+quotation of
the +securities begins. We acknowledge that ASX is relying on the
information and
documents. We warrant that they are (will be) true and complete.
Sign here: Date: 10 September 2008
(Director/Company secretary)
Print name: Susan Glenton
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