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HAM:New Higher Offer Made for HAM-Recommended by Board

Document date:  Wed 23 Apr 2003
Published:  Wed 23 Apr 2003 18:20:26
Document No:  203516
Document part:  A
Market Flag:  Y
Classification:  Takeover - Other

AUSTRALIA AND NEW ZEALAND BANKING GROUP       2003-04-23  ASX-SIGNAL-G

HOMEX - Melbourne                                                     

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The Board of Hamilton Island Limited ("Hamilton Island") today
announced that it has entered into a preliminary agreement with 21st
Century Resorts Holdings Pty Limited ("21st Century Resorts") to
propose to Hamilton Island shareholders a Scheme of Arrangement
("Scheme") under which 21st Century Resorts will acquire 100% of
Hamilton Island.

TRANSACTION DETAILS

21st Century Resorts proposes a Scheme under which all shareholders
will sell all their shares in Hamilton Island for a cash payment of
$2.70 per share.

21st Century Resorts is a company established by Hamilton Island's
senior management. The shareholders in 21st Century Resort will be
Thakral Holdings Limited (a property group listed on the Australian
Stock Exchange), a group of investors arranged by Grant Samuel
Corporate Finance Pty Limited including Grant Samuel Property Fund 3,
(a fund managed by the Grant Samuel Group) and the senior management
team. Thakral will hold 42.5% of the equity in 21st Century Resorts
with an investment of $31.25 million. Grant Samuel Corporate Finance
is financial adviser to 21st Century Resorts.

Australia & New Zealand Banking Group Limited has agreed to provide
credit facilities totaling $110 million to the 21st Century Resorts
Group.

A RECOMMENDED, HIGHER CASH OFFER

21st Century Resorts' offer of $2.70 is at a significant premium to
Hamilton Island's recent share price. With the exception of one day
in February this year, following the announcement that GPT had been
awarded exclusivity in relation to the strategic review, the Hamilton
Island share price has not traded at or above the 21st Century
Resorts' offer price for over 2 years.

The Directors of Hamilton Island believe that the Scheme is in the
best interests of shareholders and, subject to the findings of the
Independent Expert, intend to recommend that shareholders support the
proposal in the absence of a superior proposal.

Michael Butler, Chairman of Hamilton Island, said "I am delighted
that a higher bid has eventuated, offering shareholders greater value
for their Hamilton Island shares."

He further commented that "The cash nature of the $2.70 offer
provides shareholders with a straightforward, fixed price offer for
their holding in Hamilton Island."

Further details as to the Scheme terms and conditions and indicative
timetable are set out in Attachment 1.

Scheme documents, including an Independent expert's report to be
prepared by Deloitte Corporate Finance Pty Limited, are expected to
be sent out to Hamilton Island shareholders in June, with completion
anticipated in late July 2003.

For further information please contact:

Trevor Loewensohn
J P Morgan Australia Limited
Phone: 02 9220 1511

G Herholdt
COMPANY SECRETARY
Hamilton Island Limited

ATTACHMENT 1 

INDICATIVE TIMETABLE*

Scheme documentation dispatched to shareholders         18 June 2003
Hamilton Island shareholders' meeting                   17 July 2003
Court hearing to approve Scheme                         28 July 2003
Effective date, Scheme becomes binding                  29 July 2003

* These dates are indicative only and subject to change

A copy of the full announcement which includes the Terms and
Conditions is available for purchase from ASX Customer Service
on 1 300 300 279.