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ALS LIMITED — Capital/Financing Update 2010
Aug 16, 2010
64365_rns_2010-08-16_63fc8589-aa79-462f-9dba-b620c8d90c76.pdf
Capital/Financing Update
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asx/media release
17 August 2010
OFFER FOR AMMTEC BY AUSTRALIAN LABORATORY SERVICES PTY LTD (ALS), A WHOLLY OWNED SUBSIDIARY OF CAMPBELL BROTHERS
RESPONSE TO AMMTEC’S RESULTS AND DIVIDEND ANNOUNCEMENT
Campbell Brothers expresses its surprise at the decision by Ammtec’s board to declare an increased final dividend of 11 cents per share (which equates to a 1 cent per share increase on the prior comparable period) at the same time as announcing a 25% decrease in its earnings per share (EPS) for the financial year ended 30 June 2010. EPS for the financial year ended 30 June 2010 was 20 cents per Ammtec share, a 7 cents per share decrease on the prior comparable period.
It is a condition of the ALS offer to acquire Ammtec shares that Ammtec must not, during the offer period, declare any dividends without the prior written consent of Campbell Brothers. Campbell Brothers confirms that Ammtec did not seek or obtain its written consent prior to announcing Ammtec’s board resolution to pay a final dividend.
Ammtec shareholders should be aware that the declaration of this dividend may result in the ALS offer lapsing, or a downward adjustment to the consideration payable equal to the amount of any dividend received (in accordance with the terms of the offer). In these circumstances, the cash amount payable under the ALS cash alternative would be reduced to $3.24 per Ammtec share where you have received the dividend of 11 cents per Ammtec share and the scrip alternative would be adjusted to reduce the number of Campbell Brothers shares received by Ammtec shareholders to reflect receipt of the dividend.
Campbell Brothers and ALS strongly maintain, for the reasons outlined in ALS’ bidder’s statement, that the current ALS cash offer of $3.35 per Ammtec share provides certainty of value to Ammtec shareholders and represents a significant premium for Ammtec shares.
The scrip alternative of 2 Campbell Brothers shares for every 17 Ammtec shares (prior to any adjustment for the dividend) currently implies a value of $3.66 per Ammtec share (based on the 2 day VWAP for Campbell Brothers shares up to, and including, 16 August 2010), representing a 46 per cent premium to Ammtec’s share price prior to the announcement of the offer on 18 May 2010.
For the reasons noted in ALS’s bidder’s statement, in the absence of the ALS offer, Ammtec’s share price is likely to fall.
As announced on 16 August 2010, ALS will extend the time for the close of its offer until 5.00pm (Perth time) on 22 September 2010, unless further extended or withdrawn. Ammtec shareholders are encouraged to ACCEPT the ALS offer before the offer closes.
Questions in relation to the ALS offer should be directed to the offer information line on 1800 643 977 (toll free) (within Australia) or +61 2 8256 3363 (normal charges apply) (outside of Australia). The offer information line is open between 7.00am and 5.00pm Perth time during the offer period.
Campbell Brothers continues to review Ammtec’s preliminary final report for the financial year ended 30 June 2010.
-ENDS-
Further information:
Greg Kilmister Managing Director Campbell Brothers Limited Tel: +61 7 3367 7900
John Gardner MAGNUS Investor Relations/Corporate Tel: +61 (0)413 355 997 email: [email protected]