Glanbia Joint Venture vote on 13 November
Glanbia Co-operative Society Limited (the “Society”), this week confirmed that it has signed legal contracts with Glanbia plc.
This is a further and significant step towards the completion of the proposed Joint Venture, which would see the Society acquire a 60% stake in Dairy Ingredients Ireland - the Irish dairy processing business of Glanbia. The Society also announced that the vote on the proposed Joint Venture will take place at local polling stations throughout the Glanbia catchment area on Tuesday, 13 November.
Almost 7,800 members will be invited to attend at their regional polling stations to vote on the Joint Venture proposal. The Joint Venture will facilitate the continued development of the existing global Dairy Ingredients Ireland business, including the flexibility to expand milk processing capacity post the abolition of milk quotas in 2015. Approval for the Joint Venture is required from in excess of 50% of Society members who are present and voting on the day.
The business being Joint Ventured is the largest dairy ingredients processor in Ireland, assembling a milk pool of 1.6 billion litres, and processing this into c.180,000 tonnes of dairy ingredients, for export to over 50 countries. The new Joint Venture, to be known as Glanbia Ingredients Ireland (GII), will create a platform for up to 60% growth in milk output by members by 2020. The Society’s stake will be substantially funded by the sale of 3% of the issued share capital of Glanbia plc, of which the Society is currently the 54.4% majority shareholder. The balance will be funded by a loan not from the plc, if necessary.
If the Joint Venture transaction is approved by members on 13 November and by plc shareholders on 20 November (as it is a related party transaction), the Society will, at two separate General Meetings, seek further member approval on a Share Spin-Out and Sale proposal which would reduce its shareholding in Glanbia plc to below 51% ( to 41.4%). This would include a spin-out or distribution of 7% of plc shares to members - valued at c. €142 million (closing price of €6.90, Friday, 28 September). Dates for these meetings will be announced by the Society in due course.
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Friday 24 May 2013
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