Graincorp Limited Class A · ASX:GNC

Graincorp Limited Class A — Merger or Acquisition (June 2013)

9 slides from Graincorp Limited Class A's merger presentation, Jun 24, 2013

  1. Slide 1: Recommended Takeover Offer

    Recommended Takeover Offer 24 June 2013 For personal use only

  2. Slide 2: Disclaimer

    Disclaimer For personal use only This presentation includes both information that is historical in character and information that consists of forward looking statements. Forward looking statements are not based on historical facts, but are based on current expectations of future results or events. T

  3. Slide 3: Overview of ADM Offer

    Overview of ADM Offer For personal use only Offer structure • A wholly owned subsidiary of Archer Daniels Midland Company (“ADM”) to make an off-market takeover offer for all the outstanding shares in GrainCorp it does not already own (“Offer”) Cash payments • Cash payments of $13.20 per share (“Cas

  4. Slide 4: Attractive Offer consideration

    Attractive Offer consideration For personal use only • The Cash Payments of $13.20 per share represent a significant premium to the pre-announcement trading price of GrainCorp shares • Additional value for those shareholders who can capture the full benefit from franking on the GrainCorp dividends 4

  5. Slide 5: Independent Expert conclusion

    Independent Expert conclusion For personal use only • Grant Samuel, the Independent Expert, has concluded that “the ADM Offer is fair and reasonable, in the absence of a superior proposal.” • The Independent Expert has estimated the full underlying value of GrainCorp, including a control premium, to

  6. Slide 6: GrainCorp Directors' unanimous recommendation

    GrainCorp Directors’ unanimous recommendation For personal use only • GrainCorp’s Directors unanimously recommend that GrainCorp shareholders ACCEPT the Offer, in the absence of a superior proposal(1) • Reasons – The cash payments of $13.20 per share represent a significant premium to GrainCorp’s tr

  7. Slide 7: Conditions and Risks

    Conditions and Risks For personal use only Conditions • Regulatory approvals, including no objection by the Foreign Investment Review Board or the Australian Competition and Consumer Commission and the approval of certain foreign regulatory authorities(1) • 50.1% minimum acceptance condition includi

  8. Slide 8: Next steps

    Next steps For personal use only • Formal documentation – Bidder’s Statement scheduled to be mailed to shareholders on 1 July 2013 – Target’s Statement scheduled to be mailed to shareholders on 2 July 2013 • ADM Offer expected to open on 1 July 2013 • ADM to progress regulatory approvals • Offer clo

  9. Slide 9: Questions

    For personal use only Questions

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