Asia Pacific Breweries Limited crosses 90% shareholding level in DB Breweries Limited
ASIA PACIFIC BREWERIES LIMITED (The "Company")
CROSSES 90%
SHAREHOLDING LEVEL IN DB BREWERIES LIMITED ("DB")
The Company announced on 26 July 2004, its intention to make an unconditional takeover offer at a price of NZ$9.50 for the purchase of the remaining minority interests in DB that it did not already own, comprising 11,643,598 shares, or 23.09% of the issued capital of DB. The price of NZ$9.50 represents a 20.2% premium over the last traded price of NZ$7.90 prior to the announcement of the offer on 23 July 2004. The Net Tangible Assets ("NTA") per share and Earnings Per Share ("EPS") of DB shares for the financial year ended 30 September 2003 were NZ$2.89 and NZ50.3 cents respectively.
The offer was made to enable the Company to privatize and de-list DB and reflects the Company's strong long-term commitment to its business in New Zealand. DB produces and markets some of New Zealand's best known beers including leading brands such as DB Draught, Export Gold, Tui, Heineken and Monteith's.
The Company believes that DB's capital expenditure requirements can be met without the need to raise capital on the New Zealand Exchange, thereby making a stock exchange listing of DB less relevant.
The offer document was subsequently dispatched on 9 August 2004 and will remain open until 5.00 p.m. (NZ time) 6 September 2004.
The Company is pleased to announce that, based on acceptances received up to 17 August 2004; it has increased its shareholding percentage in DB to 91.56%. This paves the way for APBL to compulsorily acquire all remaining shares in DB and de-list the company after the close of the offer.
The compulsory acquisition is expected to be completed by 30 October 2004. The total purchase consideration of about S$123 million (NZ$110.6 million) will be funded out of the Company's internal cash resources. The financial impact of this transaction is illustrated as follows:
(i) Assuming that the acquisition was completed on 30 September 2003, the end of the last financial year, the acquisition would have reduced the Company's consolidated NTA by 34 Singapore cents.
(ii) The operating profit before tax which would be attributable to the assets acquired would be S$8 million (NZ$8.3 million) for the year ended 30 September 2003.
(iii) Assuming that the acquisition was completed at the beginning of the last financial year, it would have increased the Company's consolidated EPS for the year ended 30 September 2003 by 2 Singapore cents before amortisation of goodwill.
No director or substantial shareholder of the Company has any interest, directly or indirectly, in this acquisition.
Submitted by Anthony Cheong Fook Seng, Company Secretary on 18/8/2004
|