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Higher offer for GrainCorp unlikely, says Grant Samuel

GrainCorp shares could be worth more than the $13.20 a share offer on the table due to the scarcity value of the grain handler's assets, shareholders were told on Monday.
By · 25 Jun 2013
By ·
25 Jun 2013
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GrainCorp shares could be worth more than the $13.20 a share offer on the table due to the scarcity value of the grain handler's assets, shareholders were told on Monday.

US agribusiness ADM has made the offer for GrainCorp, which independent expert Grant Samuel estimates to be worth as much as $13.97 a share.

ADM is to pay $12.20 in cash with the balance paid in dividends.

GrainCorp shares closed up 3¢ at $12.50 on Monday in a weaker sharemarket.

Despite recommending shareholders accept the ADM takeover, Grant Samuel said a higher offer could emerge for the company

"It is conceivable that a third party could make a higher offer for GrainCorp: GrainCorp has a number of important strategic attractions for international grain companies, including its unreplicable asset base and ownership of seven out of the eight major grain export terminals in eastern Australia; there is no structural or absolute impediment to an alternative acquirer," the adviser said. "While there is a 'no-shop' agreement, GrainCorp can respond to unsolicited proposals from other parties."

ADM holds a 19.85 per cent shareholding in GrainCorp which could deter other suitors, although "it would not stop a determined bidder" launching a counter offer.

"Potential bidders may have been waiting: to see ADM Australia's full offer price; and/or to see the baseline price at which GrainCorp directors would recommend an offer; and there remains plenty of time for an alternative bidder to come forward," Grant Samuel said.

Even so, it said the prospect of a rival bidder emerging was unlikely, as ADM had announced its intention to bid several months ago and there has been no response from other possible bidders.

GrainCorp handles around three-quarters of the east coast's grain harvest, as well as owning the export terminals, providing any acquirer with an "end-to-end" network, the Grant Samuel report said.

Directors have recommended shareholders accept the ADM offer in the absence of a higher bid.
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Frequently Asked Questions about this Article…

ADM has tabled a $13.20 per share offer for GrainCorp. The bid is structured as $12.20 in cash with the remainder of the $13.20 total to be paid in dividends.

Yes — independent adviser Grant Samuel said GrainCorp shares could be worth more than the $13.20 offer because of the scarcity value of its assets. Grant Samuel estimated a potential value as high as $13.97 per share.

Yes. Grant Samuel recommended shareholders accept the ADM takeover in the absence of a higher bid, while also noting it is conceivable a third party could make a higher offer.

Grant Samuel said a rival bid is conceivable because GrainCorp has attractive, hard-to-replicate assets, but on balance it considered the emergence of a rival bidder unlikely since ADM announced its intent months ago and no other suitors have responded.

ADM holds a 19.85% stake in GrainCorp. That significant shareholding could deter some potential suitors, although Grant Samuel noted it would not stop a determined bidder from launching a counter-offer.

GrainCorp owns an ‘end-to-end’ network that handles around three-quarters of the east coast grain harvest and controls seven of the eight major grain export terminals in eastern Australia — characteristics Grant Samuel described as unreplicable and strategically attractive to international grain companies.

GrainCorp’s directors recommended that shareholders accept the ADM offer in the absence of a higher bid.

On the Monday referenced in the report, GrainCorp shares closed up three cents at $12.50, despite a weaker overall sharemarket.