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29 July 2021 Reports 1H 2021 Financial Results and Asset Macquarie Korea Infrastructure Fund 18th Floor, Unit A, Centropolis Telephone +822 3705 8500 26, Ujeongguk-ro, Jongno-gu Fax +822 3705 8596 Seoul 03161 Internet www.macquarie.com/mkif KOREA 29 July 2021 MACQUARIE KOREA INFRASTRUCTURE FUND REPORTS HALF-YEAR FINANCIAL RESULTS AND ASSET PERFORMANCE FOR THE SIX MONTHS ENDED 30 JUNE 2021 Macquarie Korea Infrastructure Fund (“MKIF”) today announced its financial results and asset performance for the six months ended 30 June 2021 (the “Period”). Highlights for the Period include: . MKIF Board of Directors today approved a total distribution of KRW 137.7 billion (KRW 370 per share) for the first half of 2021 in line with the interim distribution guidance announced on 11 June 2021. The distribution for the first half of 2021 will be paid in cash on 27 August 2021 to the shareholders registered to MKIF shareholders’ registry on the record date of 30 June 2021. On a non-consolidated basis, MKIF recorded revenue of KRW 219.4 billion and net income of KRW 195.6 billion for the Period. Revenue and net income increased by 14.8% and 15.7% respectively compared with the previous corresponding period (“pcp”). Revenue increased due to higher interest income and dividend income1, and net income increased due to higher revenue. On a weighted average basis2, 12 toll road assets delivered traffic volume and revenue growths of 1.5% and 1.1% respectively for the Period over pcp. Traffic volume improved as the social distancing measures that were implemented due to the outbreak of COVID-19 have eased over time. Traffic revenue grew less than volume primarily due to the effect of the toll fare reduction of Seoul- Chuncheon Highway as part of restructuring3 in December 2020. Toll revenue loss resulting from the toll fare reduction is fully compensated via quarterly funding from a new loan facility provided by the new lenders. Key operational highlights of Busan New Port Phase 2-3 (“BNP 2-3”) include: - BNP 2-3 handled 1.17 million TEUs during the Period, an increase of 7.1% over pcp. - Revenue improved by 15.7% over pcp to KRW 68.1 billion due to a rise in volume, a change in volume mix and an increase in tariff. - EBITDA improved by 20.7% over pcp to KRW 34.3 billion mainly due to an increase in revenue, recording an EBITDA margin of 50% for the Period. On 30 June 2021, the financial position of MKIF is as follows: 1. 1H 2021: dividend income of KRW 10.8bn from New Airport Hiway Co., Ltd.; KRW 84.0bn from Cheonan-Nonsan Expressway Co., Ltd.; KRW 12.5bn from Soojungsan Investment Co., Ltd.; KRW 3.0bn from Kwangju Ring Road Company, Ltd. 1H 2020: dividend income of KRW 28.9bn from New Airport Hiway Co., Ltd.; KRW 45.3bn from Cheonan-Nonsan Expressway Co., Ltd.; KRW 17.0bn from Soojungsan Investment Co., Ltd. 2. On a weighted average basis based on revenue size and MKIF’s ownership stake in each project company 3. Please refer to the disclosure dated 22 December 2020 (Restructuring of Seoul-Chuncheon Highway Co., Ltd.) on MKIF’s website (www.mkif.com) for further details 1 - Proportionately consolidated cash balance4 of KRW 406.4 billion. - Continued repayment of project company-level debt; the external debt5 weighted average maturity is 7.3 years6. - Proportionately consolidated gearing ratio7 of 15.6%. - MKIF domestic issuer credit rating remains unchanged at AA08. On 11 June 2021, the Board of MKIF granted approval for MKIF to (i) issue short-term bonds up to the amount threshold of KRW 167.2 billion (the “Amount Threshold”) and (ii) execute the underwriting agreement (the “Bond Underwriting Agreement”) for issuance of short-term bonds (the “Bond Issuance”) with KB Securities Co. Ltd., Shinhan Investment Corp., Korea Investment & Securities Co., Ltd. and NH Investment & Securities Co., Ltd. (the “Bond Underwriters”). In accordance with the terms of the Bond Underwriting Agreement, MKIF can issue an unlimited number of short-term bonds with the size up to the Amount Threshold and a tenor of 90 days or less at a discount rate of 91-day CD during a period of 9 months from 11 June 2021 to 10 March 2022, and the Bond Underwriters are obligated to underwrite the entire amount of the Bond Issuance. MKIF plans to use the proceeds from the Bond Issuance for investment purposes. On 15 June 2021, MKIF, through Youngsan Clean Energy Ltd. (“YCE”) and Bomun Clean Energy Ltd. (“BCE”) as its investment vehicles, signed the share purchase agreement with Korea Energy Holdings (the “Seller”) to acquire 100% of equity stake in each Haeyang Energy Co., Ltd. (“HY”) and Sorabol City Gas Co., Ltd. (“SRB”) respectively from the Seller (the “Transaction”). On 12 July 2021, YCE and BCE received the capital of KRW 358.8 billion from MKIF9 and KRW 462.7 billion from external lenders to source the total Transaction cost of KRW 821.5 billion. Accordingly, two SPCs provided to the Seller the purchase price of KRW 795.1 billion to acquire 100% of equity stake of each HY and SRB, and plan to use the remaining KRW 26.4 billion to disburse expenses incurred in relation to the Transaction. On 18 June 2021, the Board of MKIF approved the issuance of 32,653,062 new common shares (8.77% of current outstanding shares) (the “New Shares”), representing approximately KRW 400 billion (the “Offering”). In order to pursue the Offering, MKIF signed the underwriting agreement with KB Securities Co., Ltd., Shinhan Investment Corp., Korea Investment & Securities Co., Ltd., NH Investment & Securities Co., Ltd. and Samsung Securities Co., Ltd. (together the “Co-Lead Managers”), and submitted the registration statement to the Financial Supervisory Service. MKIF plans to use the Offering proceed10 for the following: - KRW 358.8 billion: repay MKIF’s outstanding debt, which was utilized10 for the investment in each HY and SRB through respective investment vehicles, YCE and BCE - Any remaining proceed: together with MKIF’s debt, repay the short-term debt of KRW 50.7 billion held by YCE and BCE, which in effect would result in MKIF’s additional investment in HY and SRB The form of the Offering is a rights offering followed by a public offering of forfeited shares. MKIF set the record date of 2 July 2021 (the “Record Date”) to provide warrants (the “Warrants”) that grant preferential subscription rights on the New Shares to the shareholders registered to MKIF’s shareholders’ registry on the Record Date pro-rata to their shareholdings (the “Allotted Number of New Shares”). Furthermore, the holders of the Warrants are allowed to oversubscribe up to 100% of the Allotted Number of New Shares (the “Over-Subscription”). 4. Proportionately consolidated MKIF cash and cash equivalents (inclusive of MKIF cash and cash equivalents of KRW 85.7bn) 5. External debt of the underlying project companies is defined as the total drawn debt of the underlying project companies minus: (i) borrowing from MKIF; (ii) borrowing from third parties with the same and/or subordinated term as MKIF’s; (iii) borrowing of which default risk and redemption obligation have been transferred to the relevant authority as a result of restructuring 6. Average remaining maturity of external debt of the underlying project companies based on MKIF equity ownership 7. Proportionately consolidated MKIF net debt / (proportionately consolidated MKIF net debt + average MKIF market capitalization for the previous 3 months) 8. Issuer credit rating by NICE Investors Service on 2 April 2021 9. MKIF utilized its available cash & revolving credit facility of KRW 191.6 billion and the proceed of KRW 167.2 billion received from the issuance of a short-term bond 10. For use after disbursing issuance costs for the Offering 2 The final offer price (the “Offer Price”) will be determined on 30 July 2021 pursuant to Article 57 of the Regulation on Securities Issuance and Disclosures, and the discount rate to be applied to calculate the Offer Price was set as 2.4% (the “Discount Rate”). Any forfeited shares from the subscription by the holders of the Warrants and Over-Subscription will be offered to public, and any unsubscribed New Shares will be fully underwritten by the Co-Lead Managers on a joint and several basis at the Offer Price. The key dates11 for the Offering during 2021 are as below: - Filing of the registration statement (18 Jun) - Determination / disclosure of Base Price A (29 Jun / 30 Jun) - Record date for the provision of the Warrants (2 Jul) - Listing of the Warrants (21 Jul – 27 Jul) - Determination / disclosure of the Offer Price (30 Jul / 2 Aug) - Subscription by holders of Warrants and Over-Subscription (4 Aug – 5 Aug) - Subscription by participants of the public offering (9 Aug – 10 Aug) - Receipt of the Offering Proceed (12 Aug) - Listing of the New Shares (23 Aug) 11. Schedule may vary based on the results of the review of the registration statement by the Financial Supervisory Service 3 Financial Summary1 For the six months ended 30 June 2021 (“1H 2021”) and 30 June 2020 (“1H 2020”) (Unit: KRW million) 1H 2021 1H 2020 Revenue 219,402 191,163 Interest income 109,047 99,844 Dividend income2 110,350 91,184 Other income 5 135 Expenses 23,784 22,158 Management fee 19,227 16,867 Interest expense 3,122 3,609 Other expenses 1,435 1,682 Net Income 195,618 169,005 Normalised income3 195,618 169,005 EPS (KRW per share) 526 484 Normalised EPS (KRW per share) 526 484 1. Unaudited, non-consolidated 2. 1H 2021: dividend income of KRW 10.8bn from New Airport Hiway Co., Ltd.; KRW 84.0bn from Cheonan-Nonsan Expressway Co., Ltd.; KRW 12.5bn from Soojungsan Investment Co., Ltd.; KRW 3.0bn from Kwangju Ring Road Company, Ltd.
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