BREEDENS INVESTMENTS TO MAKE OFFER
FOR OLAM SHARES AT S$2.23 PER SHARE
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Consortium of Breedens, Aranda, Olam founding family shareholders and the
Olam executive committee members holds 52.5% of Olam issued shares
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Offer price of S$2.23 per share exceeds the highest transacted price in the
52 weeks preceding the Offer Announcement and is at a 32.4% premium over
3-month VWAP (volume weighted average price)
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Minority shareholders may tender all, part or none of their Olam shares
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Breedens wishes to increase its shareholding to support Olam’s strategy and
growth plans for the long term
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Olam founding family shareholders and the Olam executive committee have a
significant 27.9% in Olam. They have agreed not to dispose of their stakes
without Breedens’ consent during the Offer period and six months thereafter.
Some of them have undertaken to tender a portion of their shares in acceptance
of the Offer.
SINGAPORE, 14 March 2014 – Breedens Investments Pte. Ltd. (“Breedens”) today
announced that it intends to make an all-cash Voluntary Conditional General Offer
(“Offer”) for all shares in Olam International Limited (“Olam”), a leading global integrated
supply chain manager and processor of agricultural products and food ingredients,
supplying various products across 16 platforms in 65 countries.
Breedens, an indirect wholly owned subsidiary of Singapore investment company
Temasek Holdings (Private) Limited, also intends to make an offer for the outstanding
convertible bonds and outstanding warrants issued by Olam.
Breedens leads a consortium which includes Aranda Investments Pte. Ltd. (“Aranda”),
Olam founding family shareholders and 10 members of the Olam executive committee,
including Olam CEO Sunny Verghese (“Key Management”). Breedens and Aranda
together hold the largest stake of 24.6% in Olam, followed by Olam founding family
shareholders with the second largest stake of 20.2%. Together, the consortium owns a
combined majority stake of 52.5% in Olam.
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The Offer price of S$2.23 per share represents:
 a price which exceeds the highest transacted price in the 52 weeks preceding the
Offer Announcement;
 a premium of 11.8% over the last traded price on the last full trading day
immediately preceding the Offer Announcement;
 24.2%, 32.4% and 39.5% over the one-month, three-month and
six-month VWAP respectively, preceding the Offer Announcement.
With the Offer, minority shareholders will have the flexibility to tender all, part or none of
their Olam shares in acceptance of the Offer. By tendering part of their shares, minority
shareholders can create a balance between monetisation and continued participation in
Olam’s potential growth over the long term.
Through this Offer, Breedens wishes to provide Olam with a stronger long term
shareholder base to support Olam’s strategy and growth plans over the medium to long
term.
Mr David Heng, Director of Breedens, said, “Members of our consortium are all long
term shareholders of Olam. We have invested in Olam over the years, and share a
common investment philosophy to invest and build for the long term.”
He added, “We believe a successful offer will provide Olam with a stronger and more
stable shareholder base to support Olam’s strategy and business model for the long
term.”
He further noted, “We prefer to keep Olam as a listed company, which will continue to
be guided by its board and management team. However, we will reassess our position if
the minimum public float requirements are not met at the close of the Offer.”
Highlights of Consortium Agreement
Olam founding family shareholders and Key Management are acting in concert with
Breedens for this Offer.
The Olam founding family shareholders and Key Management have agreed not to
dispose of their stakes without Breedens’ consent during the Offer period and six
months thereafter. They have also given Breedens a pre-emption right to purchase their
shares, subject to certain limited exceptions as specified in the consortium agreement.
Olam founding family shareholders and three members of Key Management have
agreed to tender a 5.6% shareholding interest in Olam in acceptance of the Offer.
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Highlights of Offer Process
More details for the Offer can be found in the Offer Document that will be sent to Olam
shareholders no later than 21 days from the announcement of the Offer, after which the
Offer will be open for acceptance for a period of at least 28 days after the posting of the
Offer Document.
Responsibility Statement
The directors of Breedens (including any director who may have delegated detailed
supervision of this document) have taken all reasonable care to ensure that the facts
stated and all opinions expressed in this document are fair and accurate and that no
material facts have been omitted from this document, and they joint and severally
accept responsibility accordingly. Where any information has been extracted and
reproduced from published or otherwise publicly available sources (including, without
limitation, in relation to Olam and its subsidiaries), the sole responsibility of the directors
of Breedens has been to ensure, through reasonable enquiries, that such information is
accurately and correctly extracted from such sources or, as the case may be, reflected
or reproduced in this document.
--END--
This news release should be read in conjunction with the full text of the Offer
Announcement dated 14 March 2014. The Offer Announcement is available on
www.sgx.com.
*********************************************************
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Terence FOO
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LIM Yuan See
E-mail: yuansee.lim@newgatecomms.com.sg
Tel: +65 6532 0606
Mobile: +65 9369 2250
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About Breedens Investments Pte. Ltd.
Breedens is a wholly owned indirect subsidiary of Singapore investment company
Temasek Holdings (Private) Limited, as is Aranda. It holds shares in Olam.
Board members are Mr Cheong Kok Tim, Mr David Heng Chen Seng,
Mr Paul Lam Wai, Mr Jonathan Popper, Mr Dilhan Pillay Sandrasegara
and Mr Rohit Sipahimalani.
About Temasek
Incorporated in 1974, Temasek is an investment company based in Singapore, with
11 offices globally. Temasek owns a S$215 billion portfolio as at 31 March 2013, with
71% of its underlying assets in Asia (including Singapore), and 25% in the mature
economies of North America, Europe, Australia & New Zealand.
Temasek’s portfolio covers a broad spectrum of industries: financial services;
transportation, logistics and industrials; telecommunications, media & technology;
life sciences, consumer & real estate; and energy & resources.
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