As the Tender Offer was for up to 170 million Shares (representing approximately 10% of
Dairy Farm's issued share capital) the Tender Offer has been oversubscribed.
In accordance with the terms of the Tender Offer, the Strike Price has been set at US$0.75 per
Share. All valid Tenders below the Strike Price have been accepted in full and will be
repurchased at the Strike Price. Tenders at the Strike Price will be accepted but will be scaled
back pro rata on the basis of 0.78996 of a Share for every Share so tendered, rounded down to
the nearest whole number, to ensure that the number of Shares purchased does not exceed 170
million Shares.
Howard Mowlem, Group Finance Director of Dairy Farm, said, "We are pleased with the
result of the Tender Offer as our shareholders have taken the opportunity to tender the
maximum number of Shares. The Tender Offer gave shareholders the opportunity to
participate directly in a return of capital following the sale of our Australian supermarket
assets and Sims Trading, while at the same time enhancing earnings per share."
The total consideration payable by Dairy Farm under the Tender Offer is approximately
US$127.5 million. Payment will be sent on 12th April 2002 in respect of accepted Tenders in
accordance with the terms of the Tender Offer. Share certificates in respect of partially
accepted tenders will be despatched on 19th April 2002.
The Directors have decided that a further some 70,000 Shares be purchased from registered
shareholders who had tendered all their Shares and who would otherwise be left with a
shareholding of less than 900 Shares, being the trading Board Lot of the Shares on the Singapore Stock Exchange. This would avoid such shareholders being left with a small
number of shares that would be relatively expensive and inconvenient to trade. Such shares
will be repurchased on the same terms pursuant to the Directors' general repurchase authority.
In the Tender Offer document, Dairy Farm stated that it had no intention of making any
further premium tender offer to shareholders in the year ahead.
Dairy Farm is a leading food and drugstore retailer in the Asia-Pacific Region. As at 31st
December 2001, the Dairy Farm Group and its associates operated some 2,200 outlets -
principally supermarkets, hypermarkets, convenience stores, drugstores and restaurants -
employed some 58,800 people in the Region and in 2001 had total sales from ongoing
operations of some US$4.4 billion. Dairy Farm is a member of the Jardine Matheson Group.