News
16.11.2010
Milkiland N.V. publishes prospectus
§ Subscriptions for shares of Milkiland N.V. for retail investors will run from 16 through 25 November and will be accepted at customer service points of Centralny Dom Maklerski Pekao S.A. and Dom Maklerski Pekao.
§ Retail investors will subscribe for shares at the maximum price, which has been set at EUR 11.5 (ca. PLN 45.5) per share.
§ The offering will include a total of up to 7 million shares, 6.25 million of which are newly issued shares.
§ UniCredit Bank AG (London Branch) is the Sole Global Coordinator and Sole Bookrunner of the Offering. Concorde Capital is the Co-Lead manager of the Offering.
“Beginning the public offering is an important step that brings us closer to a listing on the Warsaw Stock Exchange,” said Milkiland CEO Vyacheslav Rekov. “We expect that our integrated business model, our strong position in the Commonwealth of Independent States (the CIS), one of the largest and fastest-growing markets, as well as the high profitability of our operations, will make the public offering an interesting investment proposal for investors in Poland and abroad.”
The offering by Milkiland, a leading producer of dairy products operating in one of the largest and fasting growing markets, the CIS, includes up to 6,250,000 new shares and up to 750,000 existing shares under the over-allotment option (it may be exercised in order to satisfy additional demand for the company’s shares declared by investors or in order to carry out certain stabilization transactions by UniCredit Bank AG (London Branch). If investors purchase all of the shares, after the capital increase, they will represent over 22% of the capital in the company.
The public offering is not divided into tranches. In Poland it is directed to both retail and institutional investors. The shares are also offered to foreign institutional investors, outside the United States in reliance on regulation S under the US Securities Act.
Retail investors may place subscriptions for shares from 16 through 25 November at customer service points of Centralny Dom Maklerski Pekao S.A. and Dom Maklerski Pekao. Retail investors will subscribe at the maximum price, which has been set at EUR 11.5 (ca. PLN 45.5) per share. The issue price of the new shares and the sale price of the over-allotment shares will be established prior to commencement of the subscription period for institutional investors, i.e. 26 November 2010, based on the level of investor interest during the book-building, which will run from 15 through 25 November.
In the case of retail investors, the price as determined will be no higher than the maximum price. For institutional investors the price may be set at a higher level.
The final number of offer shares allocated to institutional and retail investors will be announced after the end of subscriptions for institutional investors. It is anticipated that allocation of the shares will occur on or about 30 November 2010.
15–25 November 2010
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Book-building process among institutional investors
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15 November 2010
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Publication of the maximum price
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16–25 November 2010
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Retail subscriptions period
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26 November 2010
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Determination of the offer price
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26–29 November 2010
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Institutional subscriptions period
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30 November 2010
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Allotment date
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on or about 6 December 2010 |
Delivery and listing of the offer shares
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*Offering schedule dates subject to change
Company strategy and purposes of the issue
Milkiland intends to reinforce its position in the CIS by focusing its operations on Russia and Ukraine. The high fragmentation of the market and growth potential provide significant growth opportunities for the company in both countries. Milkiland intends to participate in the process of consolidation of the market and to strengthen its position among the leading dairy producers.
The net proceeds from the sale of new shares, estimated at about EUR 68 million (approximately PLN 269 million), will be used primarily to carry out the group’s investment programme going forward and to finance acquisitions and new projects. The group’s 2011–2012 business plan envisages use of the funds for the following purposes, among others:
§ Upgrade of the Okhtyrsky Cheese Plant in Ukraine to increase its production capacity by 7,000 metric tonnes (investment cost of EUR 10 million)
§ Modernization of the Ostankino plant in Russia, handling production of whole milk products (estimated investment cost of EUR 10–13 million)
§ Expansion of milk farms to house 3,500–4,000 milk cows (investment cost EUR 8 million)
§ Increase in working capital following capacity expansion
The total value of the group’s planned investments in 2011–2013 is estimated at EUR 83–106 million, including acquisitions. In 2007–2009 the company invested a total of over USD 70 million, including USD 41 million for acquisition of the Ostankino plant in 2008.
Milkiland CEO Vyacheslav Rekov commented: “We intend to raise funds from the issue of shares that will enable us to effectively exploit the opportunities presented to us by growth in the market for dairy products in the CIS countries. We expect that both consolidation of the fragmented sector and investments in organic growth will allow us to increase production and efficiency, achieving faster growth for Milkiland.”
The existing shares are being sold by 1, Inc. Cooperatief U.A., an entity controlled by Anatoliy Yurkevych (the founder and chairman of the Board of Directors of the Milkiland Group) and Olga Yurkevych (a member of the Board of Directors and the Chief Operating Officer), who indirectly hold a total of 94% of the company’s shares. The remaining shares are owned by Vyacheslav Rekov, the CEO and a member of the Board of Directors.
Shareholdings prior to offering
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Shareholdings after offering
(assuming exercise of
over-allotment option)
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Milkiland and the principal shareholders have agreed, among other undertakings, subject to certain exceptions, that during the period of 180 days after the allotment date they will not issue, offer, or sell shares or other securities.
e-mail: [email protected]
“This publication is for promotional purposes only and under no circumstances shall constitute the basis for a decision to invest insecurities of Milkiland N.V. (the “Company”). The offering prospectus (the “Prospectus”) prepared in connection with the offering and admission to trading on the Warsaw Stock Exchange (the “WSE”) of the Company’s shares is the sole legally binding document containing information on the Company and the public offering of its shares in Poland (the “Offering”). On 10 November 2010 the Prospectus was approved by Autoriteit Financiële Markten (the “AFM”), the Dutch capital markets authority, and on 15 November 2010 was made available to the public once all the conditions provided under Art. 37 of the Public Offering Act dated 29 July 2005 had been met, i.e., once the Polish Financial Supervision Authority was notified by the AFM of the approval of the Prospectus and received a certificate of the approval of the Prospectus along with the translation into Polish of its summary.
The Prospectus in electronic form is available on the following websites: of the Company (www.milkiland.nl), the Warsaw Stock Exchange (www.gpw.com.pl) and of the AFM (www.afm.nl)".