February 18 - Toll Holdings has entered into a Scheme Implementation Deed (SID) with Japan Post, under which it is proposed that Japan Post will acquire all of the Toll shares by way of a scheme of arrangement in a deal which could be worth over USD5 bill

An official announcement said that the proposed acquisition of Toll is an important step by Japan Post "to become a leading global logistics player". It added that if the proposal is approved, Toll will be run as a division within Japan Post and will retain the Toll name.

Toll management will remain in place with ceo Brian Kruger reporting to Japan Post ceo Toru Takahashi.

Toll chairman Ray Horsburgh said: "We are delighted to recommend to shareholders that Toll joins with Japan Post. Japan Post is one of the world's leading postal and logistics companies and Toll is the largest independent logistics group in the Asia Pacific. Together, this will be a very powerful combination and one of the world's top five logistics companies."

Toll ceo Brian Kruger said: "The proposed combination is a reflection of the strategic value of our business and our strong footprint throughout the Asia Pacific region. I am delighted to have been invited to lead this powerful new division of Japan Post and look forward to working with the rest of the group."

President and ceo of Japan Post, Toru Takahashi, said: "We believe the combination of Japan Post and Toll will be a transformational transaction for both our companies and we are very pleased we have been able to reach agreement. In partnership with Toll we are starting a new chapter of looking outward and becoming a leading global player."

"Toll has become an iconic Australian transport and logistics business with significant operations in Asia. We will be complementary to Japan Post, and closely aligned in our target markets. Combined we will have an expansive geographical footprint with Toll providing expertise in the global logistics and transport markets. Japan Post will bring extra capability, financial strength and significant scale to accelerate growth. Together we will offer an enhanced value proposition while delivering innovative, efficient and cost effective solutions to our customers," Kruger added.

The Scheme Booklet containing information relating to the proposal, the reasons for the directors' unanimous recommendation and details of the shareholder meeting is expected to be sent to Toll's shareholders in April 2015.

It is anticipated that Toll shareholders will have the opportunity to vote on the proposal at a meeting to be held in May 2015.

Subject to the conditions of the Scheme being satisfied, it is expected to be implemented in early June 2015.

www.tollgroup.com

www.post.japanpost.jp/english

Topics