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Meridian Share Offer INITIAL PUBLIC OFFERING OF ORDINARY SHARES IN MERIDIAN ENERGY LIMITED Investment Statement and Prospectus 20 September 2013 THE FINANCIAL MARKETS AUTHORITY You should seek your own taxation advice on the REGULATES CONDUCT IN FINANCIAL MARKETS implications of an investment in the securities offered under this Offer Document. The Financial Markets Authority regulates Important conduct in New Zealand’s financial markets. The This Offer Document may not be distributed Financial Markets Authority’s main objective is to to or relied upon by persons in the United promote and facilitate the development of fair, States unless it is part of the International Information efficient, and transparent financial markets. Offering Memorandum used in connection with the Institutional Offer. See 1.4 Answers For more information about investing, go to to Important Questions for certain important http://www.fma.govt.nz. selling restrictions. (The information in this section is FINANCIAL ADVISERS CAN HELP YOU MAKE required under the Securities Act 1978.) NO GUARANTEE INVESTMENT DECISIONS No person guarantees the securities offered under Investment decisions are very important. Using a financial adviser cannot prevent you from this Offer Document. No person warrants or They often have long-term consequences. losing money, but it should be able to help you guarantees the performance of the securities or make better investment decisions. Read all documents carefully. any return on any investments made pursuant to Ask questions. Seek advice before Financial advisers are regulated by the Financial this Offer Document. Markets Authority to varying levels, depending on committing yourself. the type of adviser and the nature of the services REGISTRATION they provide. Some financial advisers are only A copy of this Offer Document, duly signed by allowed to provide advice on a limited range of or on behalf of the directors of Meridian and products. Choosing an investment the Crown, and having endorsed thereon or When seeking or receiving financial advice, you attached thereto copies of the documents and should check – other materials required by section 41 of the When deciding whether to invest, consider • the type of adviser you are dealing with: Securities Act, has been delivered to the Registrar carefully the answers to the following • the services the adviser can provide you with: of Financial Service Providers for registration in accordance with section 42 of the Securities Act. questions that can be found on the pages • the products the adviser can advise you on. noted below: The documents required by section 41 of the A financial adviser who provides you with Securities Act to be endorsed on or attached to personalised financial adviser services may be the copy of this Offer Document delivered to the required to give you a disclosure statement Registrar of Financial Service Providers are: PAGE covering these and other matters. You should ask • the report of the Auditor in respect of certain your adviser about how he or she is paid and any financial information included in this Offer conflicts of interest he or she may have. Document, as set out in this Offer Document; What sort of investment is this? 12 Financial advisers must have a complaints process • the signed consent of the Auditor to the audit in place and they, or the financial services provider report appearing in this Offer Document; Who is involved in providing it they work for, must belong to a dispute resolution • the signed consent of Deloitte to the scheme if they provide services to retail clients. So for me? 13 investigating accountant’s report appearing in if there is a dispute over an investment, you can this Offer Document; ask someone independent to resolve it. • the signed consent of Beca Carter Hollings & How much do I pay? 14 Most financial advisers, or the financial services Ferner Limited to the independent engineer’s provider they work for, must also be registered on report appearing in this Offer Document; the financial service providers register. You can • copies of the material contracts referred to What are the charges? 16 search for information about registered financial under the heading “Material Contracts” in service providers at http://www.fspr.govt.nz. 7.3 Statutory Information; and What returns will I get? 16 You can also complain to the Financial Markets • letters of authority authorising this Offer Authority if you have concerns about the Document to be signed by an agent of any behaviour of a financial adviser. director of Meridian or the Crown (if and What are my risks? 18 where required). IMPORTANT NOTICE CONSIDERATION PERIOD Can the investment be altered? 20 This Offer Document relates to the Offer by the Crown of ordinary shares in Meridian Energy Pursuant to section 43C of the Securities Act, Limited. The Shares are to be paid for in two the Financial Markets Authority will be notified How do I cash in my investment? 20 instalments and are to be represented by once this Offer Document is registered with Instalment Receipts until the Final Instalment is the Registrar of Financial Service Providers. paid. A description of the Offer, the Instalment The Financial Markets Authority will have the Who do I contact with inquiries Receipts and the Shares is set out in 7.1 Details opportunity to consider whether the Offer about my investment? 22 of the Offer and 7.2 Description of Instalment Document: (a) complies with the Securities Act Receipts and Trust Deed. and the Securities Regulations; (b) contains any material misdescription or error or any material This Offer Document is a combined investment Is there anyone to whom I can matter that is not clearly legible; or (c) is false statement and prospectus for the purposes of the complain if I have problems with or misleading as to a material particular or omits Securities Act and the Securities Regulations and any material particular. Nothing in this section the investment? 22 is prepared as at, and dated, 20 September 2013. or in any other provision of the Securities Act The purpose of this Offer Document is to provide limits the Financial Markets Authority’s power What other information can certain key information that is likely to assist you to consider or reconsider these matters at any I obtain about this investment? 22 to decide whether or not to participate in the Offer. time. The nature and extent of the consideration (if any) that the Financial Markets Authority gives This Offer Document is an important document to this Offer Document is at the Financial Markets and should be read carefully before deciding Authority’s discretion. In addition to the information in this whether or not to invest in Meridian. Pursuant to section 43D of the Securities document, important information can be No-one is authorised by the directors of Meridian Act, no allotment of securities may be made or the Crown to give any information or make found in the current registered prospectus and no Applications or subscriptions for any representation in connection with this Offer for the investment. You are entitled to a securities may be accepted during the Financial which is not contained in this Offer Document or in 1 Markets Authority’s consideration period. The copy of that prospectus on request. other communications from the directors and the consideration period commences on the date Crown. You should not rely upon any information or this Offer Document is registered and ends at representation which is not contained within this the close of five working days after the date of 1. This is the wording required by Schedule 13 to the Offer Document or which has not been specifically registration. The Financial Markets Authority may Securities Regulations, which contemplates a separate authorised by both the directors and the Crown. investment statement and prospectus. This Offer shorten the consideration period, or extend it by Document comprises both an investment statement and If you are in any doubt as to any aspect of the no more than five additional working days. a prospectus, and accordingly the prospectus available Offer you should consult your financial or legal on request is identical to this document. adviser or a NZX Firm. Table of Contents PAGE PAGE Section 1 Welcome and Answers to Important Questions 5 6.2 Overview of Operational and Financial Information 112 1.1 Letter from the Crown 6 6.3 Analysis of Historical Financial and Operational 120 Performance 1.2 Letter from the Chair 7 6.4 Further Financial and Accounting Information 126 1.3 Offer at a Glance 8 6.5 Prospective Financial Information 133 1.4 Answers to Important Questions 12 6.6 Summary Historical Financial Information 148 Section 2 Investment Highlights 25 6.7 Accounting Policies 154 Section 3 Industry Overview 37 6.8 Statutory Auditor’s Report 161 3.1 New Zealand 38 6.9 Investigating Accountant’s Report 164 3.2 Australia 44 Section 7 Offer Details 169 Section 4 About Meridian 49 7.1 Details of the Offer 170 4.1 Meridian at a Glance 50 7.2 Description of Instalment Receipts and Trust Deed 181 4.2 Business Description 51 7.3 Statutory Information 188 4.3 Board, Management and Corporate Governance 66 7.4 New Zealand Taxation Implications 203 4.4 Relationship between Meridian and the Crown 76 Section 8 Application Instructions 209 4.5 Independent Engineer’s Report 83 Glossary 218 Section 5 What are the Risks? 91 Retail Offer Application Form Section 6 Financial Information 105 Directory 6.1 Introduction to Meridian’s Financial Information 106 DEFINITIONS This Offer Document refers to various legislation in force in New Zealand as at the date of this Offer Document. You can Terms used in this Offer Document have the specific meaning view free of charge copies of any such legislation online at given to them in the Glossary (including certain industry www.legislation.govt.nz.
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