Macquarie Infrastructure Corporation (MIC) has successfully completed a planned conversion to a Delaware corporation from a Delaware limited liability company. The conversion was effective on May 21st, 2015. The conversion had no impact on the business or management of the Company and has been treated as a tax-free exchange under relevant Internal Revenue Service regulations. Investors automatically received one share of common stock for each limited liability company interest held at the time of the conversion. MIC undertook the conversion in an effort to become eligible for consideration for inclusion in various stock indices. Management also believes that certain potential investors were evaluating the Company and choosing not to invest solely because they believed it to be a pass-through entity. In fact, MIC made an election to be treated as a corporation for tax purposes, and not a pass-through entity, in 2007. The conversion also constitutes a Make-Whole Fundamental Change with respect to the Company’s US$350m of outstanding Convertible Senior Notes. Holders of the Notes that choose to convert those securities into shares of common stock from May 21st, 2015 until the close of business on June 18th, 2015 will be entitled to a conversion rate of 12.7836 shares per US$1000 face amount of Notes. The Company’s equity securities will continue to be listed on the New York Stock Exchange and will trade under the symbol “MIC”.
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Macquarie Infrastructure Corporation completes conversion from limited liability company to corporation
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