Bacardi Limited, the largest privately held spirits company in the
world, through its New Zealand subsidiary, today issued its formal,
full cash offer to purchase spirits company 42 BELOW Limited, best
known for its 42 BELOW vodkas. Bacardi's offer -- which just received
approval from the New Zealand Overseas Investment Office -- is at 77
cents per share, with a healthy 35 percent premium from the time
Bacardi announced its intention to acquire the publicly traded New
Zealand company on September 26. For shareholders who bought at the
initial public offering of 42 BELOW three years ago, and have
exercised all their 42 BELOW warrants, this offer represents a return
on investment of 68 percent.
The offer of 77 cents per share is above the top of the valuation
range of 59 cents to 74 cents set by independent expert Grant Samuel,
which was appointed by 42 BELOW's independent directors' committee.
The independent directors have unanimously recommended that
shareholders accept the offer. The offer values the company at
approximately US$91m (NZ$137m).
"42 BELOW has done a fantastic job of boldly establishing this
brand as 'New Zealand in a bottle' and we are excited about its growth
prospects," said Andreas Gembler, President and CEO of Bacardi
Limited. "To make 42 BELOW a global brand requires substantial
financial support, access to world wide distribution and marketing
infrastructure which Bacardi is eager to offer."
Bacardi has the support of founding shareholders, major
shareholders and employees of 42 BELOW. Several, including Geoff Ross,
42 BELOW's Chief Vodka Bloke, have entered into lock-in agreements to
accept the Bacardi offer in respect of their cumulative holding of 52
percent of 42 BELOW shares.
"This is a great opportunity for a brand that has always been
proudly New Zealand. Now with Bacardi's generous offer, our national
vodka brand can have the opportunity to become a global Kiwi icon,"
said Geoff Ross.
"Bacardi is known for its success in growing acquired brands and
substantially investing in them and we believe it's the best company
to build our products in the global spirits market. This is a great
development," said Grant Baker, Executive Chairman of 42 BELOW.
Bacardi has an acknowledged track record of growing great spirit
brands that it acquires, while retaining the unique heritage of the
brands' origins -- as in Dewar's whisky, distilled in Scotland; Bombay
Sapphire gin, produced in the UK; Grey Goose vodka crafted in Cognac,
France; and Cazadores blue agave tequila created in Jalisco, Mexico.
Key to 42 BELOW's global success is maintaining its unique New
Zealand heritage and culture.
Through the success of its offer, Bacardi expects to acquire the
42 BELOW brands of 42 BELOW vodka, including four flavoured vodkas --
Manuka Honey, Kiwifruit, Feijoa and Passionfruit, and the newly
developed products of SOUTH gin, STIL vodka, SEVEN TIKI rum, TAHITI
DARK rum and 420 spring water.
Offer at a Glance:
-- Bacardi offer is for 77 cents per share, above the top of the
Grant Samuel valuation (59 cents to 74 cents)
-- 35 percent premium to 42 BELOW's closing price on the day
prior to the announcement of the Bacardi bid
-- 40 percent premium to 42 BELOW's three month volume weighted
average price (prior to the announcement of the Bacardi bid)
-- 54 percent premium over the 2003 initial public offering share
price
-- 68 percent return on investment since the 2003 initial public
offering (taking into account the benefits of warrant
exercise)
-- Significant premium for shareholders
About 42 BELOW
42 BELOW vodka was launched in 1998 in the premium vodka segment
and has shown strong volume growth in the last few years. The brand --
known for its innovative, irreverent and entrepreneurial style -- has
earned a strong reputation for authentic New Zealand purity, quality
and exceptional taste, reflected in winning numerous prestigious
international awards including gold medals (for the third year
running) at the 44th World Selection of Spirits and Liqueurs 2006
Belgium, the San Francisco Spirits Awards and the International Wines
& Spirits competition UK. 42 BELOW vodka is currently distributed in
more than 25 countries.
About Bacardi Limited
Bacardi Limited is the largest privately held spirits company in
the world and produces and markets a variety of internationally
recognized spirits. Bacardi Limited's brand portfolio consists of more
than 250 brands and labels, including BACARDI rum, the world's
favorite rum; MARTINI & ROSSI vermouth, the world leader in vermouth,
GREY GOOSE vodka, the world leader in ultra-premium vodka; DEWAR'S
Scotch whisky, the number one selling blended Scotch whisky in the
United States; BOMBAY SAPPHIRE gin, one of the most popular premium
gins in the world; CAZADORES blue agave tequila, the top selling 100
percent blue agave tequila worldwide and other leading brands.