NEWS RELEASE OLAM INTERNATIONAL ANNOUNCES A THREE

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Olam International Limited
9 Temasek Boulevard
#11-02 Suntec Tower Two
Singapore 038989
Telephone 65 63394100
Facsimile
65 6339 9217
website
www.olamonline.com
Regn. No. 199504676-H
NEWS RELEASE
OLAM INTERNATIONAL ANNOUNCES A THREE-TRANCHE EQUITY FUND
RAISING AND SUBSCRIPTION TO RAISE S$740 MILLLION
•
Fully underwritten Equity Fund Raising
•
Tranche One: Successful placement of New Shares to over 100
institutional and other investors raising approximately S$245.46 million
gross proceeds demonstrates broad-based and continued investor
support for Olam’s growth plans and prospects.
•
Tranche Two: Preferential Offering to entitled shareholders at an issue
price of S$2.56 per Preferential Offering Share to raise gross proceeds of
approximately S$249.07 million
•
•
Guaranteed take-up of no less than 39.84% of the Preferential
Offering by Kewalram Singapore Limited, Breedens Investments Pte.
Ltd. (“Breedens”) and Aranda Investments Pte. Ltd., both indirect
wholly owned subsidiaries of Temasek Holdings (Private) Limited and
Sunny George Verghese, Group MD & CEO of Olam.
Tranche Three: Proposed Subscription of 94,408,000 Subscription Shares
by Breedens to raise gross proceeds of approximately S$245.46 million,
subject to the approval of shareholders at an EGM to be convened. The
Proposed Subscription by Breedens, a key shareholder, demonstrates
strong support for Olam’s differentiated strategy and execution
capabilities.
Singapore, 7 June 2011 – Olam International Limited (“Olam” or “the Company”),
a leading global, integrated supply chain manager and processor of agricultural
products and food ingredients, had on 6 June 2011 launched an equity fund
raising exercise (the "Equity Fund Raising") and proposed subscription to raise a
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total of approximately S$740 million by way of a combination of 3 equal tranches
of approximately S$250 million each comprising of (i) a private placement of up to
94,408,000 new ordinary shares (the "Placement Shares") in the capital of the
Company to institutional and other investors (the “Placement”) and (ii) a pro rata
and non-renounceable preferential offering (the "Preferential Offering") of up to
97,292,951 new ordinary shares in the capital of the Company to entitled
shareholders, and (iii) the proposed subscription (the "Proposed Subscription")
of up to 94,408,000 new ordinary shares in the capital of the Company by
Breedens, an indirect wholly-owned subsidiary of Temasek Holdings (Private)
Limited. The Proposed Subscription is subject to the approval of shareholders at
an EGM to be convened.
Tranche One: Placement
Olam has successfully launched the Placement tranche through an accelerated
overnight bookbuilding process, raising gross proceeds of approximately $245.46
million. Notwithstanding the absence of participation by North Asian markets on
account of public holidays and the weaker equity market sentiments felt globally,
the book saw a build up of demand momentum in Asia and US with several
existing shareholders adding to their holdings in Olam.
Driven by strong and broad-based demand from institutional investors, amongst
who include existing shareholders and Long-Only investors from all key regions,
the Placement was 6 times oversubscribed with the book covered within an hour
of the launch of bookbuilding.
Tranche Two: Preferential Offering
The Preferential Offering issue price of S$2.56 per Preferential Offering share,
raising gross proceeds of approximately $249.07 million is at a discount of
approximately 1.54% to the Placement issue price of S$2.60 per Placement Share.
The Preferential Offering will be made on the basis of one (1) Preferential Offering
share for every 22 existing ordinary shares in the capital of the Company held as
at 5.00 p.m. (Singapore time) on 15 June 2011, fractional entitlements to be
disregarded. Placement Shares received under Tranche One do not qualify for
participation in the Preferential Offering.
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Undertakings in Support of the Preferential Offering
Kewalram Singapore Limited, Sunny George Verghese, Breedens and Aranda
Investments Pte. Ltd.. (together, the "Undertaking Shareholders") have given
irrevocable and unconditional undertakings (“Undertakings”) in support of the
Preferential Offering,
As a result of the Undertakings, Olam will achieve a take-up ratio of no less than
39.84% of the total number of Preferential Offering shares offered to entitled
shareholders, in the event that no other shareholder of Olam takes up its
entitlements or applies for excess shares.
The Joint Lead Managers, Bookrunners and Underwriters for the Placement and
the Preferential Offering are Credit Suisse (Singapore) Limited, J.P. Morgan
(S.E.A.) Limited, Standard Chartered Securities (Singapore) Pte. Limited and The
Hongkong and Shanghai Banking Corporation Limited, Singapore Branch.
Tranche Three: Proposed Subscription
Concurrent with the Equity Fund Raising, Olam has entered into a Subscription
Agreement with Breedens (the "Subscriber").
Subject to and upon the terms of the Subscription Agreement, the Company
proposes to raise gross proceeds of approximately S$245.46 million through the
Proposed Subscription by issuing an aggregate of 94,408,000 new ordinary
shares in the capital of the Company ("Subscription Shares") at an issue price of
S$2.60 per Subscription Share which shall be equal to the final Private Placement
issue price of S$2.60 per Placement Share.
Pursuant to the listing rules of the Listing Manual issued by Singapore Exchange
Securities Trading Limited (“SGX-ST”), Olam will be convening an extraordinary
general meeting (“EGM”) to seek the approval of its shareholders for the Proposed
Subscription. Kewalram Singapore Limited (“Kewalram”), a controlling
Shareholder, Sunny George Verghese, the Group Managing Director and Chief
Executive Officer of the Company and Sridhar Krishnan and Shekhar
Anantharaman, the Executive Directors of the Company have undertaken to vote
in favour of the relevant resolutions at the EGM. Additionally, the Subscriber and
its associates will abstain from voting in the relevant resolutions.
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Fund raising exercise with strong support from key shareholders will
enhance execution of Olam’s well-differentiated strategy
Olam announced its new 6-year corporate strategy for the period FY 2010 to FY
2015 in 2009. The Company is tracking well ahead of its milestones in the first
two years of implementation of this new plan and has significantly exceeded
expectation. This Equity Fund Raising and Proposed Subscription will help Olam
enhance and accelerate its 6-year strategic plan, which will result in a
differentiated business with a strong competitive position and a uniquely shaped
portfolio.
Sunny George Verghese, Group Managing Director and CEO of Olam, said: “With
this Equity Fund Raising and Proposed Subscription, Olam will be well positioned
financially to continue the execution and delivery of its 6 year strategic plan, and
capitalise on the organic and acquisition growth opportunities available. The
continued support from all our key investors including our major shareholders
Kewalram and Temasek’s indirect wholly-owned subsidiaries, Aranda and
Breedens will add to our ability to execute our differentiated and winning strategy. I
hope that with the support from all our shareholders, we can continue building on
our leading competitive position in an attractive industry with strong growth
prospects.”
The continued support of Kewalram, Temasek’s indirect wholly-owned subsidiaries,
Aranda and Breedens and other key investors, is a clear vote of confidence in
Olam’s differentiated and winning strategy, unique competitive position and its
capacity to reliably execute this strategy.”, added Mr Verghese.
Olam intends to use the proceeds to finance potential acquisition opportunities,
fund capital expenditure and for general corporate purposes.
Note
This release should be read and understood only in conjunction with the full text of
Olam International Limited’s announcements lodged on SGXNET on 7 June 2011
on the same subject.
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About Olam International Limited
Olam International is a leading global integrated supply chain manager and
processor of agricultural products and food ingredients, sourcing 20 products with
a direct presence in 65 countries and supplying them to over 11,100 customers.
With direct sourcing and processing in most major producing countries for its
various products, Olam has built a global leadership position in many of its
businesses, including cocoa, coffee, cashew, sesame, rice, cotton and wood
products. Headquartered in Singapore and listed on the SGX-ST on February 11,
2005, Olam currently ranks among the top 40 largest listed companies in
Singapore in terms of market capitalisation and is a component stock in the Straits
Times Index (STI), MSCI Singapore Free, S&P Agribusiness Index and the
DAXglobal Agribusiness Index. Olam is the only Singapore firm to be named in the
2009 and 2010 Forbes Asia Fabulous 50, an annual list of 50 big-cap and most
profitable firms in the region. It is also the first and only Singapore company to be
named in the 2009 lists for the Global Top Companies for Leaders and the Top
Companies for Leaders in the Asia Pacific region by Hewitt Associates, the RBL
Group and Fortune. More information on Olam can be found at
www.olamonline.com.
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ISSUED ON BEHALF OF
BY
:
:
Olam International Limited
Citygate Dewe Rogerson, i.MAGE Pte Ltd
1 Raffles Place
#26-02 OUB Centre
Singapore 048616
For Olam
CONTACT
:
Ms Chow Hung Hoeng
Associate General Manager, Investor
Relations
DURING OFFICE HOURS
AFTER OFFICE HOURS
EMAIL
:
:
:
+ 65 6317-9471 (Office)
+ 65 9834-6335 (Mobile)
chow.hunghoeng@olamnet.com
For CDRi.MAGE
CONTACT
DURING OFFICE HOURS
AFTER OFFICE HOURS
EMAIL
:
:
:
:
Ms Dolores Phua / Ms Pearl Lam
+ 65 6534-5122 (Office)
+ 65 9750-8237 / 9781 3518 (Mobile)
dolores.phua@citigatedrimage.com /
pearl.lam@citigatedrimage.com
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