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Bidvest Plc Offer To Minorities
Release Date: 05/04/2004 09:03:00 Code(s): BDEO BVT
Bidvest plc offer to minorities
The Bidvest Group Limited
Incorporated in the Republic of South Africa
Registration number 1946/021180/06
Share code: BVT
ISIN: ZAE000050449
("Bidvest" or "the Company")
BIDVEST PLC MINORITIES TO BE BOUGHT OUT
BIDVEST is making an offer to buy out minorities in Bidvest plc, its foodservice
distribution subsidiary listed on the Luxembourg and Australian Stock Exchanges
in which it has an 81% interest.
Commitments to support the offer, including that of Bidvest itself, have been
received from approximately 92% of shareholders. Bidvest intends, assuming it
becomes so entitled, to compulsorily acquire the interests of those minorities
who do not accept the offer. Bidvest will seek a delisting of Bidvest plc from
the Luxembourg and Australian Stock Exchanges to operate Bidvest plc as a wholly
owned subsidiary of Bidvest.
Commenting on the offer today (Monday, April 5), Bidvest chairman Brian Joffe
said the offer is consistent with the group"s philosophy of 100% ownership of
all its businesses and control of their cash flows, as outlined in the 2003
annual report. "We have therefore decided to make the offer as a mechanism for
obtaining absolute control of Bidvest plc, in line with our stated intentions,
and to give Bidvest plc shareholders a certain cash exit that they may not
otherwise be able to obtain, at a significant premium to the 12 month weighted
average closing price."
Shareholders are being offered A$6.00 a share, which is a premium of
approximately 42% to the weighted average closing price of A$4.23 for Bidvest
plc for the 12 months preceding 4 March 2004. Shareholders have the option of
being paid out in Australian dollars or the equivalent in pounds sterling.
The independent director of Bidvest plc, who has been advised by Carlton
Corporate Finance, considers the terms of the offer to be fair and reasonable
and will recommend that Bidvest plc shareholders accept the offer.
Bidvest plc operates in the UK and Australasia and comprises three businesses:
3663 First for Foodservice in the UK, Bidvest First of Foodservice in Australia
and Crean First for Foodservice in New Zealand. All three are leading broadline
foodservice distributors in the regions in which they operate.
Bidvest plc posted a 22% rise to 8.72p in headline earnings per share and a 24%
rise to Pounds 24.7 million in operating income for the six months ended 31
December 2003. This was achieved on a 14% gain in revenue to Pounds 785.8
million.
Bidvest has undertaken to safeguard employee rights should the offer become
unconditional. Appropriate proposals will be extended to Bidvest plc staff with
share options in due course.
Joffe says Bidvest plc enjoys a strong market position, supported by an
excellent management team. The further development of the group"s business is
best served as a wholly owned subsidiary of Bidvest.
Sandton
5 April 2004
_____________________________________________________________________
ISSUED ON BEHALF OF: THE BIDVEST GROUP LIMITED
BY: CLEAR DISTINCTION COMMUNICATIONS
BIDVEST CONTACTS: Brian Joffe (Chairman)
Tel: + 27 (0) 11 772-8704
David Cleasby (Investor Relations)
Tel : +27 (0) 11 772 8706
CONSULTANCY CONTACT: Carol Dundas
Tel: +27 (0) 11 444-0650
Mobile: +27 (0) 83 447-6648
The text above should be read in conjunction with the attached announcement
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