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Strong support for MBF merger with BUPA Australia

Release date: 12 May 2008

MBF Australia Limited ('MBF') has received strong support from Participating Contributors for the $2.41 billion proposal from BUPA Australia to combine the businesses of the MBF Group and the BUPA Australia Group (the "Scheme").

Participating Contributors endorsed the proposed merger with an overwhelming vote in favour at a Scheme Meeting held in Sydney today. 329,605 votes were cast in favour of the resolution, representing 98.33% of Participating Contributors present and voting in person or by proxy.

The Scheme remains subject to Federal Court approval at a hearing which is scheduled for 14 May 2008. If approved by the Federal Court, the Scheme is likely to be implemented on 16 June 2008.

"Such strong support from contributors for the proposal to combine with BUPA Australia is welcome and their endorsement is clearly an historic moment for MBF and its contributors," said MBF Chairman, Mr John Conde.

"Although still subject to the court’s approval, today’s vote indicates that contributors want MBF to be part of a competitive private health insurance group with a national footprint supporting strong and trusted brands."

MBF’s iconic brand is strongest in New South Wales, Queensland, ACT, Northern Territory and Tasmania. BUPA Australia, with its HBA and Mutual Community brands, is strongest in Victoria and South Australia.

Mr Conde said the combined group, through scale synergies, would also be in a stronger position to limit premium increases, deliver improved services and importantly, for all contributors, it will be business as usual for existing health insurance policies.

If the Scheme is implemented, MBF will distribute cash payments to Participating Contributors within 10 business days of the proposed implementation date of 16 June 2008.

MBF Managing Director and Chief Executive Officer, Mr Eric Dodd, said the outcome of the Scheme Meeting signalled overwhelming contributor support for a proposal that made excellent strategic sense.

"MBF and BUPA Australia make a perfect fit with a shared history and values focussed on customers as their priority," said Mr Dodd, who will continue as Managing Director to guide the businesses through the implementation phase.

"There is also a great sense of continuity with two great organisations coming together with respected brands that will continue to grow and prosper."

Mr Dodd said the organisation was now focused on the Federal Court hearing scheduled for Wednesday 14 May 2008. Court approval of the Scheme is a pre-requisite for its implementation.

Media Contact:
Brian Tyson Gavin Anderson & Company
0413946715

About MBF:

MBF is Australia’s largest, non-government private health insurer covering nearly 2 million people. MBF provides private health insurance throughout Australia and is the number one or number two private health insurer in Queensland, New South Wales, Tasmania and the Northern Territory. In addition to its core private health insurance business, the MBF group of companies offer life and travel insurance as well as financial planning services through ClearView Retirement Solutions.

About BUPA Australia:

BUPA Australia is the second-largest, non-government private health insurer after MBF, covering more than 1 million people. Its private health insurance businesses are HBA and Mutual Community. HBA is ranked second to Medibank Private in Victoria and Mutual Community is the number one private health insurer in South Australia. BUPA Australia is part of the international BUPA Group, a leading healthcare company serving over 8 million customers.

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