On 2 July 2014, Goodman Fielder entered into a Scheme Implementation Deed (“SID”) under which Wilmar and First Pacific will, subject to certain conditions, acquire all of the remaining issued equity in Goodman Fielder, that they do not already own, by way of a scheme of arrangement for A$0.675 cash per share.
In the absence of a superior proposal and subject to an independent expert concluding that the Scheme is fair and reasonable and in the best interests of Goodman Fielder shareholders, the Board of Goodman Fielder unanimously recommends that Goodman Fielder shareholders vote in favour of the Scheme.
On 13 August 2014, Goodman Fielder advised that Wilmar and First Pacific were progressing the regulatory approvals process in accordance with the SID and that a shareholder meeting to approve the Scheme was anticipated to be held in late November 2014, subject to the progress of regulatory approvals.
While Wilmar and First Pacific are continuing to progress the required regulatory approvals, Goodman Fielder and Wilmar/First Pacific now anticipate that the process for obtaining approval from the Ministry of Commerce (MOFCOM) in China is likely to take longer than initially anticipated.
As a result, Goodman Fielder and Wilmar/First Pacific intend to extend the Scheme end date from 31 December 2014 to 31 March 2015 in accordance with the terms of the SID. Goodman Fielder and Wilmar/First Pacific will continue to keep the progress of the required regulatory approvals under review. The shareholder meeting to approve the Scheme is anticipated to be held in the first quarter of calendar 2015.
Goodman Fielder will continue to keep shareholders updated on any material developments.
Annual General Meeting Date
Goodman Fielder advises that its Annual General Meeting will be held on Thursday 20 November 2014 at Level 1, T2, 39 Delhi Rd, North Ryde, NSW, commencing at 10.30am (Sydney time). The AGM will be webcast for those shareholders unable to attend.
