DOWNER EDI LIMITED — M&A Activity 2014

Feb 3, 2014

Calibre House, Level 2, 50 St Georges Terrace, Perth Western Australia 6000 PO Box Z5426, Perth Western Australia 6831

t: +61 8 9265 3000 f: +61 8 9265 3012 e: enquiries@calibregroup.com w: calibregroup.com

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ASX Release

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4 February 2014

CALIBRE ACQUIRES NEW ZEALAND CONSULTING ENGINEERING FIRM

Resources and infrastructure engineering services company, Calibre Group Limited ( ASX:CGH ) (“Calibre”) today announced that its wholly-owned civil and urban infrastructure services business, Brown Consulting (“ Brown ”), has expanded into New Zealand, with the acquisition of a 120 person New Zealand-based consulting engineering and surveying firm, Spiire NZ (“ Spiire” ), from the Downer EDI Group (“ Downer” ).

Highlights

• Immediately EPS Accretive - The acquisition has been funded from existing cash reserves and will be immediately EPS accretive.

• Increased exposure to civil and urban infrastructure markets - The acquisition is in line with Calibre’s diversification strategy, including growing its existing civil and urban infrastructure business. It is expected to increase Brown’s contribution to Calibre Group revenue from approximately 8% to 11% in FY2014.

• Further geographic and client diversification – Following the recent acquisition of Western Australian-based E-Tec, Brown now has a strong national presence across Australia, a platform for growth in South East Asia, through Brown’s Singapore office, and now a national presence across New Zealand.

• Exposure to growing NZ economy – The acquisition provides exposure to improving economic conditions in New Zealand, in particular the significant construction opportunities associated with the Christchurch rebuilding activity, Auckland urban housing infrastructure upgrades and new investment.

• Cultural and professional alignment - There is a strong cultural and professional alignment between Brown Consulting and Spiire.

Transaction details

Spiire is anticipated to generate approximately NZ$19m revenue in FY2014, including an anticipated contribution to Calibre Group of approximately NZ$8m in revenue in the 5 months following the effective date (1 February 2014). The acquisition consideration of approximately NZ$1.9m will be paid in cash from existing cash reserves and includes a deferred component. It is anticipated that Calibre will inject additional cash to upgrade Spiire’s IT systems and hardware and provide further working capital to the business.

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About Spiire

Spire is a 120 person New Zealand-based engineering and survey consulting business with a focus on structural engineering, civil engineering, and surveying. With 6 offices across New Zealand, Spiire provides its services across both public and private sectors in the areas of structural engineering for the building, telecommunications and power sectors; transport (land and marine), and water infrastructure and land development.

Brown Consulting Managing Director, Gary Spence , said the Spiire acquisition represented a significant milestone in growing the Company’s overseas markets.

“As with all of our acquisitions ensuring strong cultural and professional alignment was critical to progress this exciting acquisition,” said Mr Spence. “Key short term growth opportunities for Spiire include the Christchurch earthquake rebuilding activity, Auckland’s housing shortages, water infrastructure engineering services and increased activity in the transport infrastructure sector,” he added.

Calibre Group Managing Director, Peter Reichler , said the acquisition would help further expand the Group’s infrastructure business. “We continue to see appropriately targeted acquisition opportunities as an attractive means of broadening Calibre’s capabilities and service offering as well as diversifying our end markets. Spiire is well placed to benefit from the improving momentum in the New Zealand economy,” he said.

Investor and Media Contact

Company Secretary

David Brook Michael Silbert Group Manager, Investor Relations & External Affairs Company Secretary M: +61 415 096 804 T: +61 8 9265 3000 M: +61 400 813 880

About Brown Consulting

Brown Consulting delivers infrastructure design solutions across Roads and Traffic, Urban Development (including Town Planning and Survey), Structural Engineering and Water and Environment services. Brown Consulting has 450 staff across ten offices in Brisbane, Canberra, Geelong, Melbourne, Rockhampton, Perth, Singapore, Sunshine Coast as well as Baulkham Hills and St Leonards, Sydney. Established in 1953, Brown has been a wholly owned subsidiary of Calibre Group since November 2011.

About Calibre Group

Calibre Group ( ASX:CGH ) ( Calibre ) is a leading diversified provider of engineering, consulting, project delivery, construction and asset management services to the resources and infrastructure markets in Australia and select international markets. With its origins in 2002, Calibre offers clients a comprehensive and integrated range of services from early-stage asset evaluation and project feasibility studies, through design, construction and delivery of major multi-year projects, to ongoing support, optimisation and maintenance of minerals and energy, rail and infrastructure assets.

Calibre provides its services across the asset lifecycle through key Group companies Calibre Global, G&S Engineering Services, and Brown Consulting.

Calibre’s growth strategy involves growing its existing mineral and energy, rail and transport and infrastructure businesses, and diversifying its geographic footprint, asset management services and end markets through both organic and acquisition-led growth to access quality, sustainable earnings.

www.calibregroup.com