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Glanbia Society members vote to back JV

By Joe Whitworth , 14-Nov-2012

Glanbia Co-operative Society has confirmed its members have voted to dispose of 3% of the issued share capital of Glanbia to back a proposal to acquire majority ownership of Glanbia’s dairy processing business as part of a joint venture (JV) with Glanbia plc.

Glanbia Co-operative Society had held a 54.4% interest in Glanbia and will fund the investment in the JV through the move. 

The Society will also distribute 7% of Glanbia share capital to its members.

The JV would result in Glanbia plc and Glanbia Cooperative Society holding 40% and 60% stakes respectively in Glanbia Ingredients Ireland, which comprises of the business and operations of Dairy Ingredients Ireland.

The members received 70.7% approval from almost 6,000 votes at local ballots yesterday.

Shareholder approval

Glanbia plc shareholders will vote on the proposal at an Extraordinary General meeting (EGM) which is to be held on 20 November in Kilkenny, Ireland. 

If approved by shareholders the JV transaction is expected to be completed on 25 November.

Subject to the approval, the society will seek member approval to reduce its shareholding in Glanbia to 41.4%. 

Voting on this proposal will be held at two separate Society Special General Meetings to be held on 28 November and 12 December respectively.

These proposals will require the approval of not less than 75% of eligible society members including 75% of members classified as active milk suppliers.

Talks had been ongoing for months regarding the spin-off with the purpose to grow the business, by providing flexibility to expand milk process capacity following the abolition of EU milk quotas in 2015.

‘Months of debate’

John Moloney, group managing director of Glanbia, said: "After a number of months of constructive and informative debate, we greatly welcome the strong endorsement by Society members of the Joint Venture proposal. 

“While still subject to Glanbia plc shareholder approval, the approval by Society members represents a significant and penultimate step towards the completion of the Joint Venture. The Joint Venture presents substantial strategic opportunity for both Glanbia and the Society.

“From a Society perspective, it creates a strong platform from which to grow milk volumes and capture the benefits arising from increased milk production and processing post the abolition of milk quotas in 2015.

“For Glanbia plc, the Joint Venture enables it to continue its successful international growth strategy and maximise value for all shareholders. We now look forward to a successful vote by Glanbia plc shareholders on the Joint Venture proposal on 20 November".

The existing Dairy Ingredients Ireland (DII) business claims to be the largest dairy ingredients processor in Ireland, assembling a milk pool of 1.6 billion litres and processing it into c.180,000 tonnes of dairy ingredients largely for export to more than 50 countries worldwide.