AUSTAR UNITED COMMUNICATIONS LIMITED 
By AUSTAR United Communications Limited (AUSTAR) announces that it has received an indicative, non-binding and conditional proposal from FOXTEL to acquire AUSTAR at a price of $1.52 in cash per share (the “Proposal”).
The non-binding Proposal is subject to a number of conditions including but not limited to: (i) due diligence; (ii) financing; (iii) negotiation and execution of definitive transaction agreements; and (iv) final board approvals. The AUSTAR Board, including representatives of Liberty Global, Inc. (LGI), believes the value ascribed to AUSTAR is appropriate in the context of a change of control transaction. AUSTAR intends to work with FOXTEL over the coming weeks to satisfy the conditions upon which the Proposal has been made so the parties can enter into a definitive transaction. If a definitive transaction is ultimately entered into by the parties, AUSTAR expects the transaction would be completed through an AUSTAR scheme of arrangement, which would be subject to a number of conditions including but not limited to: (i) ACCC and FIRB approval; (ii) an independent expert determining that the transaction is in the best interest of AUSTAR shareholders; (iii) minority shareholder and court approval; (iv) the receipt of an IRS ruling by LGI confirming LGI’s intended treatment of the transaction; and (v) other customary conditions for a transaction of this nature. In light of the conditional nature of the Proposal, no assurance can be given that the Proposal will lead to a definitive transaction. Further, to the extent a definitive transaction is entered into, no assurance can be given that the conditions relating to that definitive transaction will ultimately be satisfied. AUSTAR will continue to update shareholders in accordance with its disclosure obligations. AUSTAR has appointed Goldman Sachs and Freehills to advise AUSTAR in relation to this Proposal.ENDS
Media Contacts:
Rebecca Tabakoff
T + 61 (0)2 8298 6100
M +61 (0)419 229 878
E rebecca.tabakoff@fd.com
Ilse Schache
T + 61 (0)2 8298 6100
M +61 (0)416 041 768
E ilse.schache@fd.com
Austar United Communications (AUSTAR) www.austarunited.com.auAUSTAR (Australian Stock Exchange “AUN”) is a leading provider of subscription television services in
regional and rural Australia, with more than 750,000 customers enjoying satellite digital television services. AUSTAR is also a significant provider of programming in the Australian television market through its 50% owned joint venture, XYZnetworks, which owns and/or distributes Nickelodeon, Nick Jr, Discovery Channel, Channel [V], [V]Hits, MAX, Arena, The Lifestyle Channel, Lifestyle Food, LifeStyle You, Country Music Channel and The Weather Channel. Liberty Global, Inc., the largest international broadband cable operator in terms of subscribers, holds an indirect controlling stake in AUSTAR.
