rescue package from brisbane toll road link , page-30

Below is a copy of the offer in draft form that Byrnes provided me to review



13th March 2009
Dear Insert correct unit holders name and address Do not forget to delete these instructions
Re: Your Investment in the BrisConnections Investment Trust (ARSN 131 124 813) and BrisConnections Holding Trust (ARSN 131 125 025), together referred to as BrisConnections Unit Trusts (BCSCA)
Please find enclosed an offer from Brisbane Toll Road Link Pty Ltd (BTRL)to purchase all of the units you hold in BCSCA. Unit holders should consider this offer carefully and consult their legal or professional advisers in relation thereto. Unit holders should be aware that the units they currently hold are subject to two (2) further calls, of $1.00 call. The first instalment is due on 29 April 2009 and the second instalment is scheduled to be due on or about 29th January 2010. This means that every unit you hold is subject to a $2.00 liability.
As most unit holders are aware the Notice of Meeting was lodged with the Australian Securities Exchange (ASX) on 5th March 2009 and the Meeting has been scheduled to occur on 9 April 2009 at 10.00am. For more information regarding the Notice of Meeting and the proposed resolutions shareholders should consult the Notice of Meeting and Explanatory Memorandum lodged with ASX on 5th March 2009.
If you wish to sell your units please complete the enclosed acceptance form and return to Brisbane Toll Road Link Pty Ltd.
Yours Faithfully,
Brisbane Toll Road Link Pty Ltd
David Houge
Director


OFFER TO BUY YOUR UNITS IN THE BRISCONNECTIONS HOLDING TRUST AND BRISCONNECTIONS INVESTMENT TRUST (ASX:BCSCA)
This is an important document. It should be read in its entirety. Please consult your financial or other adviser immediately.

Offeror

This offer is made by Brisbane Toll Road Link Pty Ltd ACN 135 502 813 on its own behalf (Offeror). Brisbane Toll Road Link Pty Ltd has no connection whatsoever with the BrisConnections Investment Trust, the BrisConnections Holding Trust or the responsible entity, BrisConnections Management Company Limited.
What is this Offer about?
Brisbane Toll Road Link Pty Ltd is interested in acquiring your units in BCSCA.
Your units
According to the register of holders of units in BCSCA, you own the number of units set out on the enclosed Acceptance Form (Your Units ).
Offer
The Offeror offers to buy Your Units at a price of $0.00001 per unit, subject to the terms set out

Payment
If you accept the Offer, you will be posted a cheque for $0.00001 for each of Your Units. The cheque will be posted within 7 days of the Offeror receiving your SRN.
For clarity, if you have 1million units in BCSCA you will be paid $10.00
Current Market Price of Units

The units of the BrisConnections Holding Trust and the BrisConnections Investment Trust are listed on the Australian Securities Exchange (ASX) and trade on the ASX code BCSCA. As at the date of this offer, being 13th March 2009 the last traded price of BCSCA on ASX was $0.001
Unit Holders should also be aware that as at the 9th March 2009 there are 79,815,333 BCSCA units for sale on ASX.
Important qualification to Current Market Price of Units
The above price is provided by Offeror to satisfy a legal requirement. It is provided in good faith. However, neither the Offeror nor its Director is qualified to provide valuations and this price should not be considered to be a valuation. If you wish to obtain a valuation of Your Units, you should consult an appropriately qualified valuer. If the market price of the units varies, the offeror has, pursuant to s1019J of the Corporations Act (Cth) 2001 (‘the Act’), a number of choices including withdrawing the offer or sending a supplementary offer document to Unit Holders.

Power of Attorney
If you accept the Offer, you appoint Offeror as your attorney to exercise all your powers and rights attaching to Your Units , including, without limitation, to execute and deliver all forms, notices and instruments which relate to those units (including, without limitation, documents to transfer

those units). The power of attorney is irrevocable and is granted to protect the proprietary interest of Offeror in Your Units.



Close of Offer
The Offer remains open until the following time:
• 5:00pm (Australian Eastern Standard Time) on 17th April 2009
If the Offer closes earlier than 17th April 2009, Offeror will send a withdrawal document to the offeree in accordance with the provisions a1019G(3) of the Act.

Acceptance received after close of Offer
If Offeror receives your Acceptance Form after the Offer has closed, Offeror, acting as your bare trustee, will return your Acceptance Form and any documentation you have provided within five business days.


Withdrawal
The Offer may be withdrawn by sending you a withdrawal document, but generally not within 1 month of the date of the Offer (although it should be noted that the Offer only remains open until the time specified above).




Acceptance Form

Use this form to accept Brisbane Toll Road Link Pty Ltd’s (Offeror’s)
Offer to buy Your Units in Units in the BRISCONNECTIONS HOLDING TRUST AND BRISCONNECTIONS INVESTMENT TRUST.
1. Your details
Name Insert correct unit holders name and address and Address Your units in BCSCA
Insert number of units your selling Total consideration payable to you if you accept the Offer to buy Your Units.
Calculate the price by times the units by .00001c
2. Sign below


I/we accept the Offer by Offeror to buy from me/us the above number of units in the BRISCONNECTIONS HOLDING TRUST AND BRISCONNECTIONS INVESTMENT TRUST on the terms of the Offer set out in the Offer document sent to me/us by Offeror and dated 13th March 2009.

Sign:


Sign:

Note: If your BCSCA units are registered in the name of more than one shareholder, all shareholders must sign.

Date: / /2009

Insert date

3. Post this Acceptance Form


Return the signed Acceptance Form as soon as possible so as to reach Offeror before the end of the offer period. A reply paid envelope is provided.



TERMS USED IN THIS ACCEPTANCE FORM HAVE THE SAME MEANING AS IN THE ACCOMPANYING OFFER DOCUMENT DATED 13th March 2009.