Lead Manager

BABCOCK & BROWN PROSPECTUS
read in conjunction with the full Prospectus.
Ernst & Young Transaction Advisory Services Limited is liable for the content of this report. Babcock & Brown is
liable for the remainder of the Prospectus, other than the Independent Accountant’s Report on Reviewed
Historical Pro-Forma Financial Information.
Review of Directors’ Best-Estimate Assumptions
Our review of the best-estimate assumptions underlying the Forecast was conducted in accordance with the
Australian Auditing and Assurance Standard AUS 902 “Review of Financial Reports”. Our procedures consisted
primarily of enquiry and comparison and other such analytical review procedures we considered necessary.These
procedures included discussion with the Directors and management of Babcock & Brown and have been
undertaken to form an opinion whether anything has come to our attention which causes us to believe that:
(a) the best-estimate assumptions do not provide a reasonable basis for the preparation of the Forecast;
(b) in all material respects, the Forecast is not properly compiled on the basis of the best-estimate assumptions;
and
(c) the Forecast is not presented fairly in accordance with the recognition and measurement principles prescribed
in Accounting Standards and other mandatory professional reporting requirements in Australia, Australian
IFRS and the accounting policies of Babcock & Brown disclosed in note 1 of Appendix A of the Prospectus.
The Forecast has been prepared by the Directors to provide investors with a guide to Babcock & Brown’s
potential future financial performance based upon the achievement of certain economic, operating, transactional
and investment assumptions about future events and actions that have not yet occurred and may not necessarily
occur. There is a considerable degree of subjective judgement involved in the preparation of the Forecast. Actual
results may vary materially from those Forecast and the variation may be materially positive or negative.
Accordingly, investors should have regard to the Risk Factors set out in Section 7 of the Prospectus and
Sensitivity Analysis set out in Section 5.3.2.3 of the Prospectus.
The Forecast set out in Section 5.4.2 of the Prospectus has been prepared using Australian IFRS.The principal
differences between AGAAP and Australian IFRS are set out in Section 5.4.4 of the Prospectus.
Our review of the Forecast, that is based on best-estimate assumptions, is substantially less in scope than an audit
examination conducted in accordance with Australian Auditing and Assurance Standards. A review of this nature
provides less assurance than an audit.We have not performed an audit and we do not express an audit opinion on
the Forecast included in the Prospectus.
Statement
Based on our review of the Forecast as set out in Sections 5.3.2.1 and 5.4.2 of the Prospectus, which is not an
audit, and based on an investigation of the reasonableness of the Directors’ best-estimate assumptions giving rise
to the prospective financial information, nothing has come to our attention which causes us to believe that:
(a) the Directors’ best-estimate assumptions set out in Sections 5.3.2.2 and 5.4.2 of the Prospectus do not provide
a reasonable basis for the preparation of the Forecast;
(b) the Forecast is not properly compiled on the basis of the Directors’ best-estimate assumptions; and
(c) the Forecast is not presented fairly in accordance with the recognition and measurement principles prescribed
in Accounting Standards and other mandatory professional reporting requirements in Australia, Australian
IFRS and the accounting policies of Babcock & Brown disclosed in note 1 of Appendix A of the Prospectus
as applied in Australia for presenting pro-forma forecasts in Prospectus documents.
The underlying assumptions are subject to significant uncertainties and contingencies often outside the control of
Babcock & Brown and the Directors. If events do not occur as assumed, actual results achieved and distributions
provided by Babcock & Brown may vary significantly from the Forecast. Accordingly, we do not confirm or
guarantee the achievement of the Forecast, as future events, by their very nature, are not capable of independent
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