Offeror(s): Delegat’s Wine Estate Limited

Independent Adviser(s): Grant Samuel (Rule 21)

Offer Date: 12/11/2010

Closing Date: 14/12/2010

Offer Type: Full

On 18 October 2010, Delegat’s Wine Estate Limited (“Delegat’s”), a subsidiary of Delegat’s Group Limited, announced its intention to make a full takeover offer for all the shares in Oyster Bay Marlborough Vineyard Limited (“Oyster Bay”) for consideration of $1.80 per share, with a scrip alternative of one Delegat’s share per Oyster Bay share also available.

 

On 12 November 2010, Delegat’s made a full offer, but for consideration of either $2.08 in cash or one share in Delegat’s Group Limited per Oyster Bay share.

 

On 14 December 2010, Delegat’s announced it had received acceptances sufficient to take its shareholding in Oyster Bay to over 90% and consequently had become a dominant owner.  Delegat’s waived all other conditions of its offer and announced it would be seeking to compulsorily acquire the outstanding shares in Oyster Bay that it did not own. It issued an acquisition notice to the remaining Oyster Bay shareholders on 10 January 2011.

 

Grant Samuel prepared a rule 21 independent adviser’s report on the merits of the offer.