CANADIAN dairy giant Saputo has increased its takeover offer for Warrnambool Cheese and Butter Factory Company Holdings Ltd and extended the offer period.
In a statement to the Australian Securities Exchange, Saputo referred to its $9.20 per share offer, conditional on obtaining a relevant interest greater than 50 per cent, and said it has further increased the offer to $9.40 cash per share if it obtains a 75 per cent interest, and $9.60 per share if it gets a 90 per cent interest during the offer period.
Saputo also said it has extended the offer period for its $9 per share bid until January 10, 2014.
Earlier, the Australian Government Takeovers Panel declined to make a declaration of unacceptable circumstances in relation to Saputo’s takeover bid for WCB, but criticised WCB’s earlier plan to declare special dividends.
In a statement, the Takeovers Panel said it has accepted undertakings from Saputo and WCB that offer all shareholders at least as much value as would have been received under the special dividends proposal.
WCB announced on November 15 it intended to declare special dividends if Saputo’s bid reached certain thresholds, while Saputo announced accepting shareholders would be able to receive part of their consideration in the form of franked dividends.
WCB revoked its intention on November 25 and Saputo announced it would revert to takeover consideration which did not include franked dividends.
The panel said these announcements were a departure from the previous statements to which the parties were bound.
«The panel is of the opinion that Warrnambool’s intention to declare special dividends and set a record date ahead of any certainty of the dividends becoming payable caused confusion and disruption to the market for Warrnambool shares,» it said.
«This was even more problematic in the context of the competing bids for Warrnambool.
«The announcements put into place arrangements that were complex, created uncertainty and were most undesirable.
«The panel would not want to see similar arrangements in future.»
Undertakings the panel accepted include Saputo extending its offer period and increasing the consideration, Saputo offering shareholders withdrawal rights, and WCB making an announcement outlining the status of the three takeover bids.
Earlier, WCB shares were placed in trading halt, pending the release of the announcement.
In a statement to the Australian Securities Exchange, WCB said it expects the trading halt will cease on the release of the announcement or at the start of normal trade on December 18, whichever is earlier.
Saputo, Bega Cheese and Murray Goulburn are in a bidding war for WCB.
Murray Goulburn bolsters firepower
Rival suitor Murray Goulburn in November sought to stop Saputo acquiring shares in WCB, alleging a late change in its offer meant some WCB shareholders were misinformed.
While WCB’s board supported Saputo’s offer, Murray Goulburn successfully asked the Takeovers Panel to stop Saputo processing acceptances of its offer for the shares and from obtaining WCB shares on-market.
Murray Goulburn had also sought to stop Saputo from varying its bid.
Saputo had offered $9 for each WCB share, and $9.20 if more than half of WCB’s shareholders take up the offer.
Murray Goulburn is offering $9.50 for each WCB share, but it is conditional on no objection from the Australian Competition and Consumer Commission or authorisation being granted by the Australian Competition Tribunal.
NSW South Coast cheese maker Bega is also in the running, with its offer open until Friday.
WCB shares last traded at $9.25.
Source: The Australian