aet&d, page-91

We have not seen anything from this mob for almost 2 years and then we get the Meeting Notice which has very little real information on which to base a decision.

I would have thought (hoped) that a document of this nature would have included independent assessments, audits, full financials for each business being sold etc plus an independent probity advisor's endorsement of the process.

Most propositions and statements rely on us accepting the director's judgement - something which I have no faith in.

Surely at least a comparison to the 2009 IE's prices for each business would have been appropriate?

The prices and return to BEPPAs are lousy and I can't reconcile where the value has gone, particularly as we are no longer in the midst of the GFC and that WAGN has received a boost in regulated charges?

In summary, the $48 to $148 million (less costs) by the Independent Expert (IE) and a further assesmment by Burford in 2009 of $263 to $406 million has evaporated for EPS holders and is now only $25 million.

This is despite a better economic climate and also a significant increase in regulated tariffs in 2011 for WAGN.

An example of improved value is the Tas Gas Pipeline which the IE estimated at $225 to $235 mill and Burford estimated at $258 to $277 mill in 2009 Merrill Lynch now values at $342 million!

There are ~ 780 million EPS on issue so we are looking at 3c / EPS versus 25c to 40c based on 2009 values, so should have been possibly 50c+ in today's climate.

If I have this wrong then there is nothing in the Meeting Notice which enables me to do an effective comparison.

Re the vote:

I note on page 6 that a "simple majority" is required......but this condition can be waived by the Seller.

We can vote NO, and it would be interesting to see if the directors then proceed to sell "in the interest of EPS and creditors" which I believe they can do. I expect they would.

So what else can we do?

IMHO this is a serious loss of value for BEPPAs requires scrutiny and action.

I note on page 7 that ATCO "may" terminate the sale if legal proceedings uderway.

Sure it is ATCO's option to terminate but it may be worth a try?

Next Steps

Even a NO vote may not stop the sale at these prices.

Believe we need to establish and look at all options.

Would administration would provide a better outcome?

Is anyone intending anything eg lodging legal docs?

What else should be considered?