F.Y.I.

TEN successfully completes institutional entitlement offer

Ten Network Holdings has successfully completed the institutional component of its fully underwritten 7-for-37 accelerated renounceable entitlement offer of new TEN shares (“New Shares”) at an offer price of $0.15 per New Share (“Offer Price”).

The announcement:

Ten Network Holdings Limited (ASX: TEN) (“TEN”) today announced the successful completion of the institutional component of its fully underwritten 7-for-37 accelerated renounceable entitlement offer of new TEN shares (“New Shares”) at an offer price of $0.15 per New Share (“Offer Price”).

  • The Institutional Entitlement Offer, together with pre-commitments from four of TEN’s largest shareholders to take up their pro-rata entitlements under the Entitlement Offer, will raise approximately $56 million in gross proceeds
  • 96% take-up by eligible institutions
  • Institutional shortfall bookbuild cleared at $0.17 per New Share
  • Retail Entitlement Offer opens on Tuesday, November 3, 2015, at the Offer Price of A$0.15

Completion of the institutional component of the entitlement offer (“Institutional Entitlement Offer”) represents the first stage of TEN’s $77 million Entitlement Offer, announced on Monday, October 26, 2015 (“Entitlement Offer”). The Institutional Entitlement Offer, together with pre-commitments from four of TEN’s largest shareholders to take up their pro-rata entitlements under the Entitlement Offer1 shareholding reconciliations).

The Institutional Entitlement Offer attracted strong demand from TEN’s institutional shareholders who took up 96% of the New Shares available to them under the Institutional Entitlement Offer.

Approximately 6 million New Shares were available in the institutional shortfall bookbuild, which was conducted on October 28, 2015. The bookbuild was well supported with a clearing price of $0.17 per New Share. This represents a premium of $0.02 above the Offer Price of A$0.15.

Accordingly, eligible institutional shareholders who elected not to take up their entitlements together with ineligible institutional shareholders will receive $0.02 for each entitlement not taken up (less any applicable withholding tax).

New Shares taken up under the Institutional Entitlement Offer and the institutional shortfall bookbuild are expected to be settled on Friday, November 20, 2015, and commence trading on ASX on Tuesday, November 24, 2015.

Citigroup Global Markets Australia Pty Limited (“Citi”) is sole lead manager, bookrunner and underwriter of the Entitlement Offer.

Retail Entitlement Offer

The retail component of the Entitlement Offer (“Retail Entitlement Offer”) is expected to raise approximately $21 million. The Retail Entitlement Offer will open on Tuesday, November 3, 2015, and close on Thursday, November 12, 2015.

Eligible retail shareholders will be invited to participate in the Retail Entitlement Offer at the same Offer Price and offer ratio as the Institutional Entitlement Offer.

Retail entitlements which are not taken up by eligible retail shareholders by the close of the Retail Entitlement Offer, and the retail entitlements that would have otherwise been offered to ineligible retail shareholders, will be sold through the retail shortfall bookbuild on Tuesday, November 17, 2015. Any proceeds from the sale of retail entitlements under the retail shortfall bookbuild will be remitted proportionally to those retail shareholders (net of any withholding tax). There is no guarantee that there will be any proceeds remitted to those retail shareholders.

Further details about the Retail Entitlement Offer will be set out in the retail offer booklet, which TEN expects to lodge with the ASX on Tuesday, November 3, 2015 and will be available on Ten’s Entitlement Offer website at https://events.miraqle.com/Ten-Entitlement-Offer/ .

Eligible retail shareholders wishing to participate in the Retail Entitlement Offer should carefully read the retail offer booklet and the accompanying personalised entitlement and acceptance form which are expected to be dispatched on or around Tuesday, November 3, 2015.

TEN shares are expected to resume trading on ASX from market open on Thursday, October 29, 2015 on an ex-entitlement basis.

Key dates for the Retail Entitlement Offer are provided in the Appendix to this announcement.

Shareholder Enquiries

Retail shareholders who have questions relating to the Entitlement Offer should call the TEN shareholder information line on 1800 990 475 (toll free within Australia) and +61 1800 990 475 (from outside Australia) from 8.30am to 5.30pm ADST Monday to Friday.

Further information in relation to the matters described in this announcement is set out in an investor presentation which was released by TEN on Monday, October 26, 2015. The investor presentation contains important information including important notices, key risks and key assumptions in relation to certain forward looking information in this document.

Source: Ten media release

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