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Virgin Australia Proposed New Structure Approved for Implementation


On 23 February 2012 Virgin Australia Holdings Ltd (VAH) announced a proposed new structure of its business designed to ensure ongoing compliance with the Air Navigation Act (ANA) which limits foreign ownership of Australian international airlines to 49%. VAH today confirms that all conditions of the proposal have been satisfied or waived.

As a result, VAH is today determining an In Specie dividend to be distributed to VAH shareholders who have acquired their shares prior to the proposed Ex-Date, 21 March 2012, on a 1:1 ratio. The In Specie Dividend effectively gives each shareholder a beneficial interest in shares in the new entity, Virgin Australia International Holdings Pty Ltd (VAIH), and these shares will be administered by The Trust Company.

The VAH Board of Directors has assigned a nominal value to VAIH shares ($0.000001 per share). Please refer to the Information Statement released to the ASX on 23 February for further information.

The following list sets out key dates in the process:

  • 21 March 2012 – Ex-Date: third business day after determination and announcement of In Specie Dividend (shareholders who acquire shares in VAH on or after this date will not be eligible for shares in VAIH)
  • 27 March 2012 – Record Date: seventh business day after determination and announcement of In Specie Dividend
  • 30 March 2012 – Distribution and Implementation Date

VAH will notify the market if there are any changes to the above dates.

Shareholders who are not permitted to hold shares in an unlisted entity can for a period of 60 days from Distribution Date sell their interests in VAIH shares to a person nominated and approved by VAH (subject to VAH and foreign persons not holding more than 49% of VAIH). Those shareholders are advised to contact Computershare on 1300 552 270 (within Australia) or +61 3 9415 4000 (outside Australia) to arrange the transfer.