News release from Haier Group
• Offer price to be increased to $1.28
• ACC, AMP, Harbour Asset Management will accept increased offer
• Fisher & Paykel Appliances’ Independent Board recommends shareholders accept revised offer
• No change to offer closing date of 6 November 2012, unless extended in accordance with the Takeovers Code
Haier New Zealand Investment Holding Company Ltd (Haier) announced today that it intends to increase its offer price for all the shares in Fisher & Paykel Appliances Holdings Ltd (Fisher & Paykel Appliances) to $1.28. A notice of variation of the offer, as required by the Takeovers Code, will be sent to shareholders tomorrow.
Haier also advises that:
• Accident Compensation Corporation has confirmed it will accept Haier’s intended increased offer in relation to its approximately 7.2% shareholding;
• AMP Capital Investors has confirmed it will accept the intended increased offer in relation to approximately 4.5% of the shares in Fisher & Paykel Appliances; and
• Harbour Asset Management has confirmed it will accept the intended increased offer in relation to approximately 2.4% of the shares in Fisher & Paykel Appliances.
Haier anticipates receiving acceptances from these institutions shortly after its variation notice has been sent to shareholders.
Allan Gray Australia Pty Ltd, the second largest shareholder in Fisher & Paykel Appliances behind Haier Group, has already agreed to accept the offer.
Once Haier receives acceptances from Allan Gray, ACC, AMP Capital Investors, and Harbour Asset Management, Haier will have received sufficient acceptances to satisfy the minimum acceptance condition in its offer of more than 50%.
In addition, Fisher & Paykel Appliances’ Independent Board has agreed to recommend shareholders accept the increased offer of $1.28 per share.
Mr Liang Haishan, Chairman of Haier New Zealand Investment Holding Company Ltd and President of Haier White Goods Group, said the support of the Independent Board to Haier’s intended increased offer was very valuable and it was important for Haier to proceed with the Independent Board’s full support.
“While we differ with the valuation provided by the Independent Adviser, we are pleased to indicate our intention to provide an increased offer price to within the valuation range. We feel this allows our offer to move forward on a positive basis.”
Mr Liang said the approach taken by ACC, AMP Capital Investors and Harbour Asset Management was a clear signal to the market of the strength of Haier’s intended increased offer. Once it is varied to $1.28, the offer price would represent a 71% premium to the pre-offer price of Fisher & Paykel Appliances shares.
“This will provide shareholders with both certainty and the opportunity to realise cash from their investment now, which is very attractive in today’s economic environment.”
The offer closing date will remain at 6 November 2012, unless extended in accordance with the Takeovers Code. The offer remains subject to certain regulatory approvals, including from the New Zealand Overseas Investment Office.
About Haier Group
Haier Group is a global leader in innovative, award-winning consumer electronics and home appliances. Headquartered in Qingdao, Shandong, China, Haier Group employs more than 80,000 people around the world and distributes products in more than 100 countries and regions with global revenues reaching US$23.3 billion in 2011.
Haier Group has also been ranked by Euromonitor as the number one major appliance brand in the world with a 7.8% retail volume share in 2011, marking the third consecutive year Haier Group has been given this honor.
Haier Group subsidiary, Qingdao Haier Co. Ltd (600690.SH), is listed on the Shanghai Stock Exchange and another subsidiary, Haier Electronics Group Co Ltd. (01169.HK), is listed on the Hong Kong Stock Exchange. Qingdao Haier Co., Ltd. is also an index stock of the Dow Jones China 88 Index.
Haier Group acquired an approximately 20 percent stake in Fisher and Paykel Appliances in 2009, establishing cooperation agreements in research and development, sourcing, manufacturing and marketing. Haier Group has two directors on the Fisher & Paykel Appliances board.
Earlier Report from BusinessDesk
Fisher & Paykel Appliances shares have been halted pending an announcement after an independent evaluation deemed the takeover offer from 20 percent owner Haier of China was too low.
Shares of the Auckland-based manufacturer of fridges, stoves and dishwashers last traded at $1.235, above Haier’s $1.20-s-share offer for the rest of the company. The stock has soared 239 percent this year, mostly on the back of Haier’s proposal, which was well above the trading price at the time.
The independent valuation report put the shares in a range of between $1.28 and $1.57. Investors such as AMP Capital and Tower said they wouldn’t accept the Haier offer though the Chinese firm has already secured agreement from Allan Gray Australia to sell its 17.46 percent holding into the offer, giving it a total of about 37 percent.
Haier effectively rescued F&P Appliances in 2009 when it acquired a 20 percent stake as part of a capital raising that let the company refinance its debt. The local manufacturer got distribution into China as a result of the deal and the ability to further licence its technology.
The cash offer represented a 63 percent premium over F&P Appliances’ stock price of 75 cents, before Haier disclosed its interest.