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TNZ Australia Confirms Final Price For AAPT

TNZ Australia Confirms Final Price For AAPT With Closing Date Of 28 October


Telecom Corporation of New Zealand Limited's wholly owned subsidiary, TCNZ Australia Investments Pty Limited ("TNZ Australia") today extended its takeover offer to acquire shares in AAPT by five days. The offer is now due to close at 7.30pm on Saturday 28 October.

The offer price is final and has been recommended by the AAPT independent directors following the independent expert's determination that the price of $7.25 per share is "fair and reasonable".

The AAPT independent directors have stated that they intend to accept the offer in relation to their own shares.

TNZ Australia has indicated that if by midday on Wednesday 18 October 2000 it has received sufficient acceptances so that it will hold 90% of the shares in AAPT, (assuming that all employee share options are exercised), and can proceed to compulsory acquisition, it will declare its offer unconditional on that date.

At the close of business on 10 October 2000, TNZ Australia controlled 86% of the shares in AAPT on a fully diluted basis. (If all the AAPT options, including the AAPT options in which TNZ Australia presently has a relevant interest, were exercised and AAPT shares issued for these, TNZ Australia would control 86% of the shares in AAPT).

If TNZ Australia declares the offer free of all its conditions on 18 October 2000, TNZ Australia will accelerate payment under the offer, and: (a) shareholders whose acceptances are received before that date (who have provided any necessary transfer documents with the acceptance) will be sent payment for their AAPT shares within five business days after that date; and (b) shareholders whose acceptances are received on or after that date (who have provided any necessary transfer documents with the acceptance) will be sent payment for their shares within five business days after the date their acceptance is received.

Shareholders whose shares are compulsorily acquired may not receive payment until up to six weeks or more after the close of the offer.

If Telecom becomes entitled to compulsorily acquire the remaining shares of AAPT then it is likely that the liquidity of AAPT shares will fall and AAPT could be de-listed.


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