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DOWNER EDI LIMITED M&A Activity 2008

Apr 23, 2008

64784_rns_2008-04-23_fe38e9fc-b675-4790-95ba-4ff2b7bd9915.pdf

M&A Activity

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Company Announcements Platform

Australian Securities Exchange and New Zealand Stock Exchange

Thursday, 24 April 2008

Downer EDI Engineering to acquire New Zealand telecommunications service provider Astute Limited

Downer EDI Limited (Downer EDI) today announced that its New Zealand Engineering Division, Downer EDI Engineering (Downer Engineering) has entered into an agreement with Cabletalk Group Limited to acquire the business and assets of its subsidiary, telecommunications service provider Astute Limited.

The acquisition will see Downer Engineering extend its five year service contract with TelstraClear to provide services New Zealand-wide.

Additionally, Downer Engineering will provide national mobile network maintenance services to Vodafone.

Downer Engineering CEO Wayne Nolan said: "This is an important strategic development which definitively reinforces Downer Engineering's position as New Zealand's largest provider of telecommunications and ICT infrastructure management services while also ensuring continuity of service for Astute's customers."

"At a business level it has enabled us to comprehensively expand our relationship with TelstraClear, establish a relationship with Vodafone and at the same time materially grow our overall capability to service our clients nationally. With well over 200 skilled technicians and support staff joining our business throughout New Zealand as result of this transaction, our capacity and capability across all of our customer contracts is significantly enhanced," he said.

The acquisition brings significant capability across residential and business communications technology into Downer Engineering, including specialty skills in the business ICT and radio networks areas.

T 61 2 9251 9899 F 61 2 9251 1987 W www.downeredi.com E [email protected]

Level 3, 190 George Street Sydney NSW 2000 PO Box N692 Grosvenor Place NSW 1220

Downer EDI Limited ACN 003 872 848

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Media Release Continued

"This deal gives us and our customers exciting new options for the future and, combined with a significant increase in our investment into our apprenticeships programme, is yet another illustration of how we are truly investing in our ability to deliver New Zealand's digital future," added Mr Nolan.

Following completion of the transaction, which is expected to occur in late May 2008, Astute's staff and assets will become fully integrated within Downer EDI Engineering. A team with representatives of both companies will develop integration plans that build upon the technological, operational and cultural synergies and the best business practices, processes and procedures of both companies in the interim.

Downer EDI Limited (www.downeredi.com) is an Australian top-100 company that provides comprehensive engineering and infrastructure management services to the public and private transport, energy, communications and resources sectors across Australia, New Zealand, Asia Pacific and into the United Kingdom.

Contact:

Geoff Fowlstone, Principal, Fowlstone Communications + 61 2 99559899 or +61 413 746949 Ross Moffat, General Manager - Investor Relations, +61 2 9240 9042 or +61 412 256 224

T 61 2 9251 9899 F 61 2 9251 1987 W www.downeredi.com E [email protected]

Level 3, 190 George Street Sydney NSW 2000 PO Box N692 Grosvenor Place NSW 1220

Downer EDI Limited ACN 003 872 848