E-Malt.com News article: Australia: Foster's completes $250 million off-market share buy-back

Foster's Group Limited (Foster's) today successfully completed its off-market share buy-back, returning $250 million to shareholders, according to ASX, October 15.

Under the buy-back tender, announced in August this year, Foster's has bought back $250 million worth of shares at $5.82 per share, a 14% discount to the Market Price1 of $6.7731.

A total of 43.0 million shares, or 2.2% of Foster's issued capital, was bought back at $5.82 per share. No tenders were excluded on the basis of minimum price condition.

"This is an excellent result for Foster's shareholders", said Foster's Chief Executive Officer, Trevor O'Hoy. "This result delivers on our commitment to return approximately $250 million of capital to shareholders via an off-market share buy-back."

For shareholders who successfully tendered their shares, $3.99 of the buy-back price is a fully franked dividend for Australian taxation purposes.

For Australian capital gains tax purposes, the deemed capital proceeds are $2.27, comprised of the $1.83 capital component plus $0.44, the excess of the Tax Value over the buy-back price.

Due to strong tender demand, a scale back of tenders has been undertaken. Shares tendered at a 14% tender discount and Final Price Tenders will be accepted but will be scaled back by approximately 79.25% subject to the following:

Priority Parcels - a Priority Parcel of 800 shares will be bought back from each shareholder who tendered shares at a 14% discount or as a Final Price Tender. Where the total number of shares within the Priority Parcel tendered is equal to or less than 800, all shares will be bought back.

Small Holding Tenders - a Small Holding Tender is one which was tendered at a 14% discount or as a Final Price Tender and would result in a holding of 300 shares or less as a result of the scale-back. Small Holding Tenders will not be subject to scale-back.

Shares tendered at less than a 14% discount were not bought back.

Shares not successfully tendered are now available for shareholders to deal with at their discretion.

Dispatch of cheques and direct crediting to bank accounts of tender proceeds will complete by Friday, 19 October 2007.

1. Volume weighted average price of Foster's ordinary shares on the Australian Securities Exchange over the five trading days up to and including 12 October 2007, excluding certain trades considered to be not 'at market' trades.

2. The Tax Value of $6.26 was calculated as $5.73 adjusted by the movement in the S&P/ASX200 Index from the open of trading on 28 August 2007 to the close of trading on 12 October 2007. The calculation adopts the methodology contained in the 2004 Australian Taxation Office (ATO) Taxation Determination, TD 2004/22, which sets out the ATO's view generally in relation to determining the Tax Value of shares bought back off-market.


17 October, 2007