ASCIANO LTD
Bidder's Statement
containing an Offer by
Nitro Corporation Pty Ltd
ACN 607 605 701
(an indirect subsidiary of Brookfield Infrastructure Partners L.P.) to purchase all of your ordinary shares in
Asciano Limited
ABN 26 123 652 862
For every Share, you will receive $6.9439 cash (reduced by the cash value of any Special Dividend paid) and 0.0387 BIP CDIs
Date of this Bidder's Statement 23 November 2015
Date of Offer [x] 2015
Offer closes (unless extended or withdrawn) [x] at 7:00pm (Sydney time)
Share registrar for the Offer
Computershare Investor Services Pty Limited GPO Box 52
Melbourne Victoria 3001
Brookfield Offer Information Line* 1300 395 895 (within Australia)
+61 3 9415 4079 (outside Australia)
*Calls to these numbers will be recorded.
Important notices
This Bidder's Statement is issued by Nitro Corporation Pty Ltd ACN 607 605 701 (Acquirer) under Part 6.5 of the Corporations Act 2001 (Cth). This Bidder's Statement is dated 23 November 2015.
A copy of this Bidder's Statement was lodged with ASIC on 23 November 2015. Neither ASIC nor its officers takes any responsibility for the content of this Bidder's Statement.
This Bidder's Statement is an important document and you should read it in its entirety.
In preparing this Bidder's Statement, the Acquirer has not taken into account the individual objectives, financial situation or needs of individual Asciano Shareholders. Accordingly, before making a decision whether or not to accept the Offer, you may wish to consult with your financial or other professional adviser.
Some of the statements appearing in this Bidder's Statement may be in the nature of forward looking statements. You should be aware that such statements are only predictions and are subject to inherent risks and uncertainties. Those risks and uncertainties include factors and risks specific to the industry in which Asciano and the Acquirer and the members of Brookfield Infrastructure operate, as well as general economic conditions, prevailing exchange rates and interest rates and conditions in the financial markets. Actual events or results may differ materially from the events or results expressed or implied in any forward looking statement. None of the Acquirer, the officers or employees of the Acquirer, any persons named in this Bidder's Statement with their consent or any person involved in the preparation of this Bidder's Statement, makes any representation or warranty (express or implied) as to the accuracy or likelihood of fulfilment of any forward looking statement, or any events or results expressed or implied in any forward looking statement, except to the extent required by law. You are cautioned not to place undue reliance on any forward looking statement. The forward looking statements in this Bidder's Statement reflect views held only as at the date of this Bidder's Statement.
The information on Asciano, Asciano's securities and the Asciano Group contained in this Bidder's Statement has been prepared by the Acquirer using publicly available information and limited information made available to the Acquirer by Asciano. Much of the publicly available information used was taken from documents given by Asciano to the ASX, including the Scheme Booklet lodged with ASIC and released to Asciano Shareholders in connection with the Scheme. A copy of the Scheme Booklet will be provided to any Asciano Shareholder free of charge on request to the Acquirer.
The information in this Bidder's Statement concerning Asciano and the assets and liabilities, financial position and performance, profits and losses and prospects of the Asciano Group, has not been independently verified by the Acquirer. Accordingly the Acquirer does not, subject to the Corporations Act, make any representation or warranty, express or implied, as to the accuracy or completeness of such information.
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