• IFM Global Infrastructure Fund subsidiary makes takeover bid for Atlas Arteria
• Atlas Arteria issues ROFO notice to Ontario Teachers re: Chicago Skyway interest
• Potential sale of Chicago Skyway interest could breach takeover bid conditions

Atlas Arteria, a global owner of toll roads listed on the ASX, has received an application from Diamond Infraco 1 Pty Ltd, a wholly owned subsidiary of IFM Global Infrastructure Fund (the Applicant), in relation to the affairs of Atlas Arteria. The Applicant currently holds a 34.48% relevant interest in Atlas Arteria securities and has two nominee directors on the Atlas Arteria Limited board. The Applicant has made an off-market takeover bid to acquire 100% of the stapled securities in Atlas Arteria that it does not already own. In its application, the Applicant notes that on 22 April 2026, Atlas Arteria issued a ROFO notice to Ontario Teachers in respect of Atlas Arteria's 66.67% interest in the Chicago Skyway. The Applicant submits that it had no prior knowledge of this ROFO notice before Atlas Arteria's 6 May 2026 announcement, which stated that the existence of the ROFO notice constitutes a breach of a condition of the Applicant's takeover offer.The Applicant argues that Atlas Arteria's disclosure remains materially deficient in relation to the ROFO notice, the potential sale of the Chicago Skyway interest, and the Put Option that Ontario Teachers holds. The Applicant believes this means the acquisition of Atlas Arteria securities is not taking place in an efficient, competitive and informed market, contrary to the Corporations Act.The Applicant seeks final orders for Atlas Arteria to immediately disclose all relevant information about the ROFO, the potential sale of the Chicago Skyway interest, and the Put Option. The Applicant also seeks an order preventing Atlas Arteria from disposing of its Chicago Skyway interest, other than to Ontario Teachers if they accept the ROFO notice, without providing the Applicant with at least 14 days' written notice.