Clough Response to Independent Expert Report

14 April 2010

As announced on 9 April 2010, engineering and construction company Clough Limited (ASX:CLO) has dispatched its Bidder's Statement in relation to its proportional cash takeover offer ("Offer") for 50% of the shares of Forge Group Limited ('Forge', ASX: FGE). The Offer is now open.

Clough notes that Forge has today lodged its Target's Statement and the accompanying Independent Expert Report ("Report"). The Report, which was commissioned by Forge in relation to the Offer, has concluded that the Offer is neither fair nor reasonable. As a result of that conclusion, the independent director of Forge recommends Forge shareholders do not accept the Offer. The other Forge directors have abstained from giving a recommendation in relation to the Offer.

The Forge directors who are also Forge shareholders have reaffirmed their intention to accept the Offer in the absence of a superior proposal. Certain major shareholders of Forge have also previously agreed to accept the Offer in relation to their shareholdings in the absence of a superior proposal.

Acceptance into the Offer by the Directors and these major shareholders will give Clough a shareholding in Forge of 31% and trigger the proposed Strategic Alliance between the two companies.

Clough remains confident that the Strategic Alliance, to be established upon becoming a 31% shareholder in Forge, represents a significant value opportunity for Forge, delivering major strategic benefits and creating significant value for the shareholders of both companies. Clough notes the opinion of the independent expert in the Report that Forge will derive significant advantages from the Strategic Alliance.

Clough is currently a 13% shareholder in Forge and has call option agreements with certain Forge shareholders over an additional 6.95% of Forge shares.

To read the full ASX Release, please download a copy here.