HOCHTIEF announces intention to make proportional offer for Leighton

At $22.15 cash per share.

Leighton Holdings Limited has received a letter from its major shareholder, HOCHTIEF, announcing its intention to make a $22.15 cash per share proportional offer for Leighton and its intention to make Leighton Board changes.

With the offer, HOCHTIEF intends to acquire 3 out of every 8 shares held by Leighton shareholders other than HOCHTIEF.

The offer represents an 18.8% premium over the dividend adjusted 5 day volume weighted average price of $18.65 per Leighton share up to and including 7 March 2014.

If all Leighton shareholders accet the offer, HOCHTIEF will increase its stake in Leighton from 58.77% to a maximum of 74.23% for a total cash consideration of approximately $1.155 billion.

Leighton’s Independent Directors note that the proposed offer is conditional and HOCHTIEF has stated it intends to dispatch a Bidders Statement by the end of March 2014. The Independent Directors will consider the bid once it is received and advise minority shareholders in due course. Shareholders do not need to take any action at this stage, noted Leighton.