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Masthead Portfolios Takeover Notice for Abano

News Release

Masthead Portfolios issues Takeover Notice for Abano Healthcare

13 September 2007 – Masthead Portfolios Ltd today announced its intention to make a partial takeover offer, at $3.85 per share, to all shareholders in Abano Healthcare Group Ltd.

Masthead currently owns 19.9 per cent of the shares on issue in Abano, which it acquired late last year for $1.55 per share. Under its Takeover Notice, Masthead is seeking to acquire shares in Abano to increase its holding to 51 per cent.

Masthead is an investment company associated with the Stewart family of Christchurch. Its director Mark Stewart said: “We believe that this is an attractive offer. Our price of $3.85 per share provides Abano shareholders with an opportunity to realise a premium price and one that is considerably higher than recent market prices for Abano shares”.

Price – Full and Fair

Masthead believes its $3.85 per share represents a full and fair price for Abano shares for the following reasons:
- 148.4% premium to Masthead’s previous acquisition price of $1.55
- 71.1% premium to the 12 month average Abano price of $2.25
- 13.6% premium to Abano’s last closing price of $3.39

Mr Stewart said: “Which ever way it is looked at, our offer price is full and fair and importantly provides Abano shareholders with full value today, particularly in these uncertain market conditions.”

Mr Stewart also noted that since acquiring its initial cornerstone shareholding there had been considerable speculation and expectation that Masthead would make a takeover offer. “To some extent such anticipation has been built into the Abano price.”

The Offer

Under the Takeovers Code, the offer cannot be made to Abano shareholders until 14 days after the issuance of a Takeover Notice. Accordingly, the earliest Abano shareholders will receive the offer is 27th of September 2007.

As required by the Takeovers Code, the offer is conditional on achieving sufficient acceptances to take Masthead’s shareholding to more than 50 per cent.

Mr Stewart noted Masthead had a strong investment track record and said that if Masthead was to be successful in moving to a majority shareholding in Abano, it could use this experience to further complement Abano’s existing skills.


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