Cardno Acquires U.S. Based Structural Engineering Firm

            Cardno Acquires U.S. Based Structural Engineering Firm

PR Newswire

PORTLAND, Ore., Oct. 8, 2013

PORTLAND, Ore., Oct. 8,2013 /PRNewswire/ --Cardno Limited (ASX: CDD), a
professional infrastructure and environmental services company, has signed an
agreement to acquire Haynes Whaley Associates, a 100 person structural
engineering firm headquartered in Houston, Texas, with additional offices in
Reston, Virginia and Austin, Texas.

(Logo: http://photos.prnewswire.com/prnh/20110907/MM64542LOGO) 

The acquisition is expected to contribute approximately US$20 million in
revenue and US$4.6 million in EBITDA over the next twelve months. The
acquisition will be immediately earnings per share accretive. The acquisition
has an effective date of 8 October 2013.

Once the agreement is finalized, Cardno will pay up to US$22.25 million for
the purchase of Haynes Whaley Associates. Around ten percent (10%) of the
purchase price is subject to achieving performance targets over the next 12
months, with an additional fifteen percent (15%) of the purchase price
deferred for 24 months.

Haynes Whaley will become a part of Cardno's American operations and will
operate as Cardno Haynes Whaley, Inc. moving forward. The addition of Haynes
Whaley significantly enhances Cardno's structural engineering capabilities
across a broad range of commercial, public, and institutional clients. The
firm works nationally as well as internationally, with project experience
across 40 US states, Africa, the Caribbean, Malaysia, and Singapore. Combining
this expertise with Cardno's current engineering portfolio creates a strong
platform to deliver added value to both firm's existing clients.

Cardno Managing Director, Andrew Buckley, remarked, "The acquisition expands
Cardno's capabilities into the structural engineering field within the
Americas. In particular this expansion will drive additional opportunities for
cross-selling structural engineering services to existing Cardno clients, and
offering Haynes Whaley Associates clients access to the broader range of
Cardno's engineering and environmental services."

Clients of Haynes Whaley include developers, architects and a range of public,
institutional and private entities such as the City of Houston, Walt Disney
Imagineering, the State of Texas university systems, the National Institutes
of Health, the General Services Administration, Rice University, Trammel Crow
Company, Exxon Mobil and NASA.

Larry E. Whaley, President of Haynes Whaley Associates remarked, "Haynes
Whaley Associates' focus has always been to provide structural engineering
expertise with the highest level of integrity to our clients. We are pleased
to join Cardno, a company that shares our values and corporate culture and
offers us the ability to continue to grow our business by expanding our
services domestically and globally through their 290 offices worldwide."

Upon completion of the transaction Haynes Whaley Associates' key management
will become Cardno shareholders and will remain active in the company.

The acquisition is funded by an approximate mix of 75% cash and 25% shares.
Approximately 550,545 shares will be issued at a price of $6.21 per share. The
cash component will be funded from available cash and debt facilities. Shares
issued as part of the deferred payment and earn-out will be based on the 10
day volume average weighted price at the time of payment.

Contacts:
Mr Andrew Buckley
                           Mr Graham Yerbury
Managing Director
                           Chief Financial Officer
Ph: +61 (0)7 3369 9822     Ph: +61 7 3877 6990
                           Mobile: +61 (0) 450 324 613
Mobile: +61 (0)412 059 526

About Cardno: Cardno is an ASX200 professional infrastructure and
environmental services company, with specialist expertise in the development
and improvement of physical and social infrastructure for communities around
the world. Cardno's team includes leading professionals who plan, design,
manage and deliver sustainable projects and community programs. Cardno is an
international company, listed on the Australian Securities Exchange [ASX:
CDD]. www.cardno.com.

SOURCE Cardno USA

Website: http://www.cardno.com
 
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