Macquarie Infrastructure Company (NYSE:MIC) announced that its external manager, Macquarie Infrastructure Management (USA) Inc. (“MIMUSA”), has implemented a program through which it expects to sell up to 1,000,000 shares of MIC pursuant to a sales plan intended to comply with Rule 10b5-1 of the Securities Exchange Act of 1934.
MIMUSA’s ownership interest in MIC has been increasing as a result of its decision to reinvest base management and performance fees associated with its management of the listed company in additional shares. Under the program, MIMUSA will sell a portion of its shares on a pre-planned basis as a means of managing the rate of growth in its position in MIC.
MIMUSA has informed management of MIC that MIMUSA’s decision to implement the sale program is not an indication of a change in its views on the performance or prospects of MIC but was related to portfolio weighting. MIMUSA has stated that it intends to continue to reinvest any base and performance fees to which it may be entitled in the future in shares of MIC.
Rule 10b5-1 permits officers, directors and other insiders to adopt pre-arranged plans for the sale of securities at a time when such person or entity is not in possession of material no-public information.
MIMUSA has elected to reinvest base management and performance fees earned during the first and second quarters of 2013. Including the shares issued in connection with these reinvestments, and assuming the same number of shares are issued in satisfaction of base management fees earned for the third and fourth quarter as were issued for the second quarter, MIMUSA will have increased its holding in MIC by approximately 1,426,000 shares for the year.
As a result of the planned sale of up to 1,000,000 shares under the 10b5-1 plan, MIMUSA’s holding of MIC is expected to increase from a low of 5.0% of MIC’s shares outstanding in May, 2013 to an approximate 5.7% of MIC’s shares outstanding in February 2014.