AGL ENERGY LIMITED. — M&A Activity 2009

Jan 26, 2009

AGL Energy Limited ABN: 74 115 061 375 AUSTRALIA

Locked Bag 1837 Level 22, 101 Miller St St Leonards NSW 2065 North Sydney NSW 2060 AUSTRALIA

T: +61 2 9921 2999 F: +61 2 9921 2552 www.agl.com.au

ASX and Media release

AGL declares Sydney Gas Offer unconditional

27 January 2009

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AGL Energy Limited (AGL) today announced that the two major shareholders of Sydney Gas Limited (SGL), A J Lucas Group and Babcock & Brown, have sold their entire shareholdings in SGL to AGL through on-market transactions. Consequently, AGL now has voting power in SGL of 77.54%.

AGL has today declared its Offer free from defeating conditions and advises that it will dispatch cheques to shareholders who accept AGL’s Offer no later than 3 business days after its receipt of their valid acceptance.

SGL’s Target’s Statement was released to ASX on 19 January 2009. In it the SGL Directors state that they unanimously recommend that SGL shareholders accept AGL’s Offer in the absence of a superior proposal and set out the reasons for that recommendation. The SGL Directors also state in the Target’s Statement that they intend to accept AGL’s Offer in respect of the SGL shares they own or control personally, in the absence of a superior proposal.

AGL’s Offer represents a 55% premium to the closing price of SGL shares on 22 December 2008, the last trading day before the Offer was announced and a 117% premium to the VWAP of SGL shares over the 30 trading days prior to that day.

The Offer is unconditional and provides a certain return for SGL shareholders.

AGL’s Offer is scheduled to close on 13 February 2009.

Further enquiries: Media

Andrew Scannell, Head of Media Direct: + 61 3 8633 6167 Mobile: + 61 (0) 407 290 658 e-mail: ascannell@agl.com.au

Analysts & Investors

Graeme Thompson, Head of Investor Relations Direct: + 61 2 9921 2789 Mobile: + 61 (0) 412 020 711 e-mail: gthompson@agl.com.au