19 April 2012
The Manager
Companies Announcement Office
ASX Limited
Level 10, 20 Bridge Street
SYDNEY NSW 2000
BY FACSIMILE: 0800 449 707
TOTAL PAGES: 2
BROOKFIELD TO MAKE TAKEOVER OFFER FOR THAKRAL HOLDINGS GROUP AT $0.70 PER SECURITY
The Offer Brookfield Asset Management Inc. (“Brookfield”) proposes, through its affiliate BidCo 1 Pty Ltd (“Bidder”), to make a conditional off-market, all cash takeover offer for all of the issued stapled securities in Thakral Holdings Group (“Thakral”) at $0.70 per fully paid stapled security, reduced by the amount of any dividend or distribution paid or declared by Thakral after today’s announcement (“Offer”).
The Offer will extend to all fully paid and partly paid stapled securities in Thakral ("Thakral Securities"). The consideration under the Offer for each partly paid Thakral Security will be $0.70 in cash, less any amount unpaid on the relevant partly paid security, reduced by the amount of any dividend or distribution paid or declared by Thakral after the date of this announcement.
The Offer price represents a premium of:
• 30.8% to Thakral’s most recent closing price on the ASX ;
• 32.4% to Thakral’s 1-month volume weighted average trading price on the ASX1 and;
• 26.5% to Thakral’s 1-year volume weighted average trading price on the ASX1.
The Offer will be subject to the fulfilment of a number of conditions, which are set out in the annexure to today’s announcement.
Further Negotiations
The Offer is being made without the benefit of detailed due diligence or negotiations with the Independent Directors of Thakral regarding the terms on which the Independent Directors would recommend the Offer to securityholders. Brookfield is willing to engage with the Independent Directors in this respect and is prepared to undertake due diligence on appropriate confidentiality terms. A copy of the letter sent by Brookfield to the Independent Chairman of Thakral is attached to this announcement.
Advisors
Brookfield has engaged Brookfield Financial as its financial advisor and Clayton Utz as its legal advisor for the proposed transaction.
Next Steps
Detailed information in relation to the Offer will be set out in the bidder’s statement to be lodged with the Australian Securities and Investments Commission and provided to Thakral and the Australian Securities Exchange. Brookfield expects to mail the bidder’s statement to Thakral’s securityholders approximately two weeks after it is provided to Thakral.
Ends
Enquiries
Kerrie Muskens
Head of Marketing and Communications
+61 2 9322 2753
+61 (0) 410 535250
kerrie.muskens@au.brookfield.com
About Brookfield Asset Management
Brookfield Asset Management Inc. is a global alternative asset manager with approximately $150 billion in assets under management. We have over a 100-year history of owning and operating assets with a focus on property, renewable power, infrastructure and private equity. We have a range of public and private investment products and services, which leverage our expertise and experience and provide us with a distinct competitive advantage in the markets where we operate. Brookfield is co-listed on the New York and Toronto Stock Exchanges under the symbol BAM and on NYSE Euronext under the symbol BAMA. For more information, please visit our web site at www.brookfield.com
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