Temasek unit makes offer to buy Olam at $2.23 per share

A unit of Singapore investment firm Temasek Holdings is making an offer to buy all the shares owned by minority shareholders in agri-commodities trader Olam International.

It will pay $2.23 a share in cash, valuing the company at about $5.3 billion based on the number of outstanding shares.

Breedens Investments, an indirect wholly-owned subsidiary of Temasek, is also offering to buy all the outstanding convertible bonds and warrants issued by Olam, it said on Friday.

Breedens is leading a consortium that includes Temasek-controlled Aranda Investments, Olam's founding shareholders and 10 members of the Olam executive committee including chief executive Sunny Verghese.

The consortium owns a combined stake of 52.5 per cent in Olam. Breedens and Aranda hold the largest stake of 24.6 per cent, while the Olam founding family shareholders own the second-largest interest of 20.2 per cent.

Some of the Olam founding family and executive committee have agreed to sell a portion of their shares to Breedens as part of the offer. The others have agreed not to sell their stakes without Breedens' consent during the offer period and six months after.

The offer price represents a premium of 11.8 per cent over Olam's last traded price on Wednesday. The counter was suspended from trading on Thursday.

Breedens said its offer was aimed at providing Olam with "a stronger long-term shareholder base to support Olam's strategy and growth plans over the medium- to long-term".

"Members of our consortium are all long-term shareholders of Olam. We have invested in Olam over the years, and share a common investment philosophy to invest and build for the long term," said Breedens director David Heng.

In November 2012, Olam suffered a steep fall in its share price after it came under attack from short-seller Muddy Waters, which criticised the company's accounting methods and debt levels.

Mr Heng added on Friday that the offerors plan to keep Olam listed and guided by its board and management team, unless the minimum requirements for listing are not met at the end of the offer.

Minority shareholders will have the choice of selling all, part, or none of their shares to the offerors. "By tendering part of their shares, minority shareholders can create a balance between monetisation and continued participation in Olam's potential growth over the long term," said Breedens.

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