REECE LIMITED — M&A Activity 2014

Jan 30, 2014

COMPLETION OF ACQUISITION

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31 January 2014

Reece Australia Limited completes acquisition of Actrol Group

Reece Australia Limited (‘Reece’) is pleased to confirm the completion of the acquisition of Actrol Parts Holding Pty Ltd and its subsidiaries Actrol Parts and AC Components (trading as Metalflex) (together ‘Actrol Group’). The execution of transaction documentation was announced to the market on Monday 23 December.

Actrol Group is a specialist industrial wholesale group providing components, units, systems and refrigerant gases to the Australian heating, ventilation, air conditioning and refrigeration (‘HVAC-R’) industry.

The acquisition represents a unique and exciting opportunity for Reece to establish a presence in Australia’s refrigeration and air conditioning industries. Actrol Parts and AC Components represent a compelling strategic fit with Reece and, one that will enable us to grow our wholesale trade business and diversify our offering to our customers.

We are now focussed on working closely with Actrol Parts and AC Components management, suppliers and customers to enact a smooth operational transition.

A presentation on the acquisition is attached.

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Peter J. Wilson Chief Executive Officer

Reece Australia Limited Acquisition of Actrol Group

31 January 2014

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Acquisition of Actrol Group

 Reece Australia Limited has purchased 100% of the Actrol Group encompassing Actrol Parts and AC Components (trading as Metalflex and Air Plus).

 Combined, the Actrol Group has a network of 79 branches, 5 distribution centres and a gas decanting plant.

 The acquisition represents a unique and exciting opportunity for Reece to establish a presence in Australia’s refrigeration and air conditioning industries.

 Purchase price of $280m has been funded through cash reserves and debt.

• The acquisition was completed on 31 January 2014.

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Actrol Group Structure Actrol Group consists of the following companies: Actrol Parts Holdings Pty Ltd “Actrol Group”

Actrol Parts

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AC Components

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Metalflex Airplus

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Summary of Actrol Group

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• Wholesale provider of specialised refrigeration and refrigerant based commercial air conditioning parts and equipment

• Wholesale provider and distributor of heating and air conditioning units and components

• Network of 61 branches across Australia, 5 distribution centres and a refrigerant gas decanting plant

• Operates under the Metalflex and AirPlus brands

• Network of 18 branches across Australia

• Product range including refrigerant gas, controls and valves, air-conditioning and refrigeration units and servicing equipment

• Product range includes heating and cooling units and componentry for the residential market

Actrol Group – A Good Strategic Fit

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 industry.

 Actrol’s businesses are highly complimentary to Reece. They are businesses operating in an adjacent industry. Actrol Group provides the potential to leverage Reece’s core competencies in trade distribution.  Industry leading customer service supported by long standing staff with strong technical knowledge.

 Strong fit with our vision for growth and returns for our shareholders.

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Financial Implications

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 Consideration Acquisition price of $280m  Financial Metrics

 Financial Metrics Expected to be EPS accretive in FY2014  FY2014 sales impact expected to be in excess of $100M  Funding Financing through $200M bank debt  Other Strong strategic fit with Reece  Both companies will continue to operate under their existing brands

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