Alliance Group’s board will reduce from nine to to five — three from Dawn Meats and two from Alliance — if shareholders vote to sell a 65% stake to the Irish company.
The co-operative would maintain a board of three farmer-elected directors and up to two independents.
Alliance’s board had agreed with Dawn Meats that Alliance would maintain decision-making controls “over a number of critical strategic and operational matters in the interests of farmers and staff”, the company said.
Last month, Alliance announced the Irish would pay $250 million for a 65% stake in the company, subject to shareholder acceptances, High Court and regulatory approvals.
Proceeds from the transaction would be used to reduce Alliance’s short-term working capital facility by about $200m, accelerate the board’s strategic capital expenditure programme and enable the distribution of up to $40m to the co-operative, subject to shareholder livestock supply.
The transaction required a minimum of 75% shareholder acceptance of those who vote, and greater than 50% of all shareholding voting yes at a special general meeting in Invercargill in mid-October.
Every shareholder voted in proportion to the number of shares they held, so a farmer with 10,000 shares would cast 10,000 votes while a farmer with 2 million shares casts 2 million votes.
The Companies Office showed the biggest shareholder in Alliance Group is Canterbury-based Hazlett Procurement with more than 2 million shares, followed by Landcorp Farming with nearly 1.7million.
A scheme booklet is due to be released on September 15 and farmer roadshows will start at the end of the month.
sally.rae@odt.co.nz