OUE-led consortium launches $10.7 billion counterbid for F&N

SINGAPORE Thu Nov 15, 2012 8:50am EST

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SINGAPORE (Reuters) - A hotel and property firm controlled by Indonesia's Lippo Group launched a S$13.1 billion ($10.7 billion) bid for Fraser and Neave Ltd (F&N) (FRNM.SI), trumping a takeover offer from Thailand's third-richest man for the Singapore conglomerate.

A consortium led by Overseas Union Enterprise Ltd (OUE) (OVES.SI) is offering S$9.08 per share for F&N, OUE said in a statement on Thursday, beating the Thai offer of S$8.88 a share.

The offer is conditional on the group receiving at least 50 percent acceptance, it said.

Japan's Kirin Holdings Co Ltd (2503.T), F&N's second-biggest shareholder with a stake of around 14.8 percent, has agreed to accept the offer subject to certain conditions, OUE said. Kirin will offer to buy F&N's food and beverage business for S$2.7 billion if the OUE group's bid is successful.

Credit Suisse, Bank of America Merrill Lynch and CIMB are the financial advisors to the group. OUE is controlled by Indonesia's Riady family through the Lippo Group.

"F&N is a Pan-Asian consumer group with strong standing in property, F&B, publishing and printing industries. Its property portfolio would be highly complementary to OUE's existing property portfolio," said Stephen Riady, executive chairman of OUE, in the statement.

"Combining both will further strengthen OUE as a leading property player in Singapore and expand our footprint in Singapore and regionally," he added.

OUE's attempt to prise F&N away from Thai billionaire Charoen Sirivadhanabhakdi comes on the heels of Heineken NV's (HEIN.AS) successful takeover of Asia Pacific Breweries Ltd APBB.SI, the maker of the popular Tiger Beer.

Charoen, through TCC Assets Ltd and Thai Beverage PCL (TBEV.SI), made a $7.2 billion bid in September to buy shares of F&N that he did not already own. The offer values the entire Singapore group at around S$12.8 billion.

The Thai consortium has twice extended its offer from the original October 29 deadline. The latest closing date is November 22.

F&N has said the S$8.88 per share offer was at the lower end of its estimated valuation of between S$8.30 and S$11.22. The company's shares have been trading above the Thai offer.

The Thai group is F&N's biggest shareholder with a 33.6 percent stake, and can acquire another 2.8 percent from shareholders who accepted its offer. The Thai offer is conditional on the group obtaining majority control of F&N.

Household names in Southeast Asia such as the 129-year-old F&N and Yeo Hiap Seng Ltd (YHSS.SI) have popped up on the acquisition radar of companies looking to expand aggressively in the region, analysts say.

($1 = 1.2227 Singapore dollars)

(Additional reporting by Sayantani Ghosh in BANGALORE, Saeed Azhar in SINGAPORE, Stephen Aldred in HONG KONG; Editing by Michael Urquhart)

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