First Pac pursues Aussie food firm

MANILA, Philippines - Hong Kong-based First Pacific Co. Ltd., led by businessman Manuel V. Pangilinan, has partnered with Asia’s leading agribusiness group for a $1.1-billion acquisition of one of the top food companies in Australia and New Zealand.

The acquisition, which would create the leading Asia-Pacific agricultural and consumer staples company, has yet to be accepted by the board of Australian firm Goodman Fielder Ltd. which is asking a higher offer.

Under the proposal, First Pacific and Wilmar International Ltd. of Malaysia’s Kuok Group offered to pay shareholders of Goodman Fielder A$0.65 (approximately $0.603) per share.

It represents a premium of 23.8 percent over Goodman Fielder’s closing price on April 23 and 27.2 percent versus the weighted average share since April 2.

“If the proposed transaction proceeds, the total consideration payable by the joint venture for 100 percent of the current issued share capital of Goodman Fielder at the proposed offer price would be approximately A$1.27 billion (around $1.17 billion),” First Pacific said in a filing to the Hong Kong Stock Exchange.

“The proposed transaction represents an opportunity for the group to create a leading Asia-Pacific agricultural and consumer staples company,” First Pacific added.

Pangilinan-led First Pacific is into telecommunications (PLDT), infrastructure (Metro Pacific Investments Corp.), natural resources (Philex Mining Corp.) and consumer food conglomerate (Indofood Sukses Makmur Tbk and Roxas Holdings Inc.).

For its part, Goodman Fielder is into the manufacture, marketing and distribution of food ingredients and consumer branded food, beverage and related products through brands Meadow Lea, Praise, White Wings, Pampas, Mighty Soft, Helga’s and Wonder White. It posted a net income of A$102.5 million (approximately $95.1 million) for the fiscal year that ended in June 2013.

To date, Wilmar owns 10.1 percent of Goodman Fielder.

Wilmar claims to be Asia’s leading agribusiness group with significant investments in Australia that includes an oil palm cultivation and oilseed crushing, edible oils refining and specialty fats, sugar milling and refining, oleochemical, biodiesel and fertiliser manufacturing, and grain processing.

However, the board of directors of Goodman Fielder has yet to agree to the offer of First Pacific and Wilmar.

“The board believes that the current proposal materially undervalues Goodman Fielder and its opportunistic. The board has advised Wilmar and First Pacific accordingly,” Goodman Fielder told the Australian stock exchange.

“The board of Goodman Fielder remains focused on maximizing shareholder value and will be constructive in relation to proposals which are consistent with this objective,” it added.

However, First Pacific said it considers the proposed terms “fair and reasonable and in the interests of the company and its shareholders as a whole.”