Alinta Gas’ acquisition of United Energy, MultiNet & Ikon Energy © Utility Consultants Ltd 2003 Prepared by Utility Consultants Ltd

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Contents

Disclaimer Contents Introduction Contact us Feedback Formation of Aquila’s interests in Australia The Alinta transaction

Introduction

Aquila’s Australian interests are a complex intertwining of shareholdings that includes AMP as a major investment partner As part of its’ global withdrawal, Aquila plans to sell its stakes in a complex deal that will see Alinta Gas acquire a stake in one of its’ parent entities This report examines the formation of Aquila’s Australian interests, and the Alinta transaction

Formation of Aquila’s interests in Australia

Formation of Aquila’s interests in Australia has followed three parallel paths Acquisition of United Energy in Victoria Acquisition of MultiNet and Ikon Energy in Victoria Acquisition of Alinta Gas in Western Australia

Disaggregation of the SECV and transfer of the Municipal Electricity Undertakings into the five distribution entities, one of which is United Energy 1994 United Energy acquired by the Power Partnership for A$1.55b. Power Partnership is owned 59.13% by Aquila and 40.87% by AMP 1995 United Energy lists on the ASX, Power Partnership sells down 42% to 93,000 public shareholders in the form of million stapled securities 1998 Formation of UEcomm and Utili-Mode in 1997 and 1998 respectively Public sale of 35.6% of UEcomm in 2000 values it at A$950m

Sale of retail business to Pulse Energy, formed in conjunction with Shell, Ikon and Woodside to operate in the national market 2000 Formation of energy merchant business EdgeCap in association with Shell and Woodside 2000 United Energy sells its stakes in Utili-Mode, Pulse and EdgeCap to AGL for A$121m

Energy Partnership acquires MultiNet and Ikon Energy (stapled retailer) – 25.5% owned by Aquila and 74.5% owned by AMP 1999 United Energy awarded contract to manage the MultiNet Ikon businesses 1999 Integration of Ikon into the national dual-fuel retailer Pulse Energy 2000

Privatisation of AlintaGas in WA saw Aquila and United Energy acquire 50% each of a 45% corner-stone share- holding for A$319.5m 2000

AlintaGas Public WA Gas Holdings United Energy Power Partnership AMP Aquila Energy Partnership MultiNet Ikon Energy 55% 45% 50% 43% 57% 74.5% 25.5% 59% 41% 100% Overall ownership structure 50%

Aquila’s stakes MultiNet Ikon Energy AlintaGas United Energy 25.5% indirect stake 33.6% indirect stake 33.5% indirect stake

The Alinta transaction

The Alinta transaction involves the following 3 broad actions Power Partnership buying 43% of United at $3.15 per share Alinta and AMP buying the following stakes Formation of a new entity called the AMP Henderson Utilities Fund Aquila’s 59% stake in Power Partnership at $3.15 per share Aquila’s 50% stake in WA Gas Holdings Aquila’s 25.5% stake in Energy Partnership

AlintaGas Public WA Gas Holdings United Energy Power Partnership AMP Aquila Energy Partnership MultiNet Ikon Energy 55% 45% 50% 100% 74.5% 25.5% 59% 41% 100% Step 1 – Power Partnership buys 43% of United 50%

AlintaGas Public WA Gas Holdings United Energy Power Partnership AMP Aquila Energy Partnership MultiNet Ikon Energy 55% 45% 50% 100% 74.5% 25.5% 100% Step 2a – Aquila sells stake in Power Partnership 50%

AlintaGas Public WA Gas Holdings United Energy Power Partnership AMP Aquila Energy Partnership MultiNet Ikon Energy 55% 45% 50% 100% 74.5% 25.5% 100% Step 2b – Aquila sells stake in WA Gas Holdings 50%

AlintaGas Public WA Gas Holdings United Energy Power Partnership AMP Aquila Energy Partnership MultiNet Ikon Energy 55% 45% 50% 100% Step 2c – Aquila sells stake in Energy Partnership 50%

AlintaGas Public AMP 55% 45% 20% 80% Step 3 – Form AMP Henderson Utilities Fund United Energy MultiNet Ikon Energy AMP Henderson Utilities Fund

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