Atlas Arteria Investor Centre | Financial Reports & Shareholder Information

This Target’s Statement has been prepared by ALX and provides ALX’s response to the Bidder’s Statement to help you decide whether to accept or reject the Offer, including the recommendation of the Independent Directors to REJECT the Offer.

The Target’s Statement was lodged with the ASX and sent to ALX Securityholders on 26 May 2026.

The First Supplementary Target’s Statement dated 2 June 2026, provides a response to the Third Supplementary Bidder’s Statement
The Second Supplementary Target’s Statement dated 5 June 2026, provides a response to the Fourth Supplementary Bidder’s Statement
The Third Supplementary Target’s Statement dated 16 June 2026, provides a response to the Seventh Supplementary Bidder’s Statement
The Fourth Supplementary Target's Statement dated 18 June 2026, provides a response to the Eighth Supplementary Bidder's Statement
The Fifth Supplementary Target’s Statement dated 22 June 2026, reiterates the Independent Directors’ recommendation to REJECT the Offer and provides an update on the potential sale of Warnow Tunnel (in addition to Chicago Skyway) and intention to target distributions of 60 cents per security in the 12 months following the end of the Offer Period on 25 June 2026
The Sixth Supplementary Target’s Statement dated 29 June 2026, maintains the Independent Directors’ recommendation to REJECT the Offer while highlighting the risks and consequences to ALX securityholders of the Bidder’s majority ownership, update to Chicago Skyway (including the agreement to extinguish the OTPP Put Option) and the retirement of ATLAX Chair

Note all Supplementary Target’s Statements should be read in conjunction with the Target’s Statement dated 26 May 2026.

The Bidder is Diamond Infraco 1 Pty Ltd which is a wholly owned Subsidiary of IFM Global Infrastructure Fund (IFM GIF) incorporated in Australia for the purposes of acquiring ALX Securities.

IFM GIF is a perpetual, open-ended, global infrastructure investment fund that has more than A$101 billion in funds under management (at 31 March 2026). IFM GIF's trustee is Conyers Trust Company (Cayman) Limited, a Cayman Islands company.

As at the date of the Bidder’s Statement, the Bidder had Voting Power of 34.48% in ALX. As at 24 June 2026, the Bidder had Voting Power of 50.99% in ALX.

The Independent Directors unanimously recommend that you REJECT the Offer.

The Independent Directors continue to believe that the Offer of $5.10 per ALX Security undervalues Atlas Arteria. The recommendation reflects the Independent Directors’ assessment of the long-term fundamental value of Atlas Arteria’s current portfolio, as supported by the Independent Expert’s Report.

However, the Independent Directors also recognise that the Bidder’s majority position in Atlas Arteria introduces and increases certain risks and uncertainties that could affect both the long-term value of ALX Securities and the ability of ALX Securityholders to realise that value. Refer to pages 4-7 in the Sixth Supplementary Target’s Statement for further information.

To follow the Independent Directors’ recommendation, you should DO NOTHING. If there is a change in this recommendation or any material development in relation to the Offer, ALX will lodge a supplementary target’s statement.

Kroll Australia Pty Ltd has been appointed (as an independent expert not associated with either ALX or the Bidder), to prepare an Independent Expert’s Report assessing the Offer, and to provide an opinion on whether or not the Offer is fair and reasonable to ALX Securityholders.

The Independent Expert has concluded that the Offer is neither fair nor reasonable.

Annexure B of the Target’s Statement includes a copy of the Independent Expert’s Report. You should read the report carefully and in its entirety as part of your assessment of the Offer.

As an ALX Securityholder, you have three choices available:

1. REJECT the Offer and DO NOTHING – and remain an ALX Securityholder⁴. If you agree with the Independent Directors' recommendation to REJECT the Offer then do not fill in or return any of the Offer documentation. IGNORE all correspondence, documents and communications received from the Bidder and IFM. You are not required to do anything;

2. Sell your ALX Securities on the ASX (unless you have already accepted the Offer) which may be at a higher or lower price than the Offer Price. If you wish to sell your ALX Securities on the ASX, you should not accept the Offer and should instruct your broker at the time you wish to sell; or

3. Accept the Offer for all or part of your ALX Securities. If you choose to accept the Offer you should follow the instructions in the Bidder's Statement. However, you should note that the Independent Directors' recommendation is that you REJECT the Offer. Once you accept the Offer, you will not be able to withdraw your acceptance.

If you are in any doubt as to what to do, the Independent Directors recommend that you seek any independent financial, legal, tax or other professional advice you require. ALX Securityholders should carefully consider the Independent Directors' recommendation and other important issues set out in this Target's Statement.

If you accept the Offer, you will have to wait until on or before the earlier of:

if at the time of your acceptance:

(a) the Offer remains subject to a Condition, one month after any contract resulting from your acceptance of this Offer becomes, or is declared, unconditional; or

(b) the Offer is not subject to a Condition, one month after the date of your acceptance; and

21 days after the end of the Offer Period,

before you receive the Offer Price. Section 7.9 of the Bidder's Statement describes in more detail the payment of the consideration to you.

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