Fonterra鈥檚 farmers have voted strongly in favour of the sale of its Mainland consumer and related businesses to France鈥檚 Lactalis for $4.22 billion.
The co-op said 88.47% of the total farmer votes were in support of the sale.
Voting, which started on October 7, closed today at a special meeting.
The co-op is targeting a tax-free capital return to farmers of $2 per share from the transaction.
Analysts estimate the deal is worth about $400,000 in total for an average farmer.
The sale, which includes long-term agreements for Fonterra to sell milk and ingredients to Lactalis, is expected to go through in the first half of next year.
Chairman Peter McBride said the board and management team were encouraged by the level of engagement from farmer shareholders in the lead-up to the vote.
The transaction covers Fonterra鈥檚 global Consumer business (excluding Greater China) and Consumer brands; the integrated Foodservice and Ingredients businesses in Oceania and Sri Lanka; and the Middle East and Africa Foodservice business.
The deal involves the sale of some of Fonterra鈥檚 most recognised brands, including Anchor and Mainland.
McBride said the board was pleased to have received a strong mandate.
He said the decision to divest the Mainland Group businesses is significant and one the board did not take lightly.
鈥淭he divestment will usher in an exciting new phase for the Co-op.
鈥淲e will be able to focus Fonterra鈥檚 energy and efforts on where we do our best work.
鈥淲e will have a simplified and more focused business, the value of which cannot be overstated.鈥
Fonterra has said the capital tied up in its consumer businesses would be better directed to its Ingredients and Foodservice businesses, which offer superior returns.
While $3.2b will be returned to farmers, Fonterra aims to retain about $1b to invest over the next three to four years in projects to generate further value through its remaining Ingredients and Foodservice businesses.
Fonterra ran a 鈥渄ual track鈥 process for sale - the options being a trade sale or an initial public offer (IPO).
McBride said the sale price 鈥渆xceeds all of the initial independent valuations and estimates鈥.
鈥淚t is also significantly value accretive when compared with an IPO,鈥 he said in materials prepared for today鈥檚 meeting.
Post sale, Fonterra is targeting:
鈥 An average return on capital of 10-12%.
鈥 Maintaining the highest sustainable farmgate milk price.
鈥 Earnings to be back at 2025 levels within three years, offsetting the earnings impact of divestment.
鈥 Returning more of the co-op鈥檚 earnings to shareholders, through a dividend policy of 60-80%.
The Lactalis deal attracted some political pushback, and some unfavourable letters to the Herald.
One critic, Foreign Minister Winston Peters, said the deal was 鈥渦tter madness鈥.
"It is economic self-sabotage,鈥 Peters said on the social media platform X, formerly known as Twitter.
鈥淭his is an outrageous short-sighted sugar hit that is just giving away New Zealand鈥檚 added value to a company from a major EU country,鈥 he said.
Fonterra was formed in 2001 after farmers voted in favour of merging the New Zealand Dairy Board, New Zealand Dairy Group and Kiwi Co-operative Dairies.
Since then, the co-op鈥檚 performance has been mixed, and punctuated by ill-advised investments such as a stake in China鈥檚 Beingmate for $755m, which was later sold at a big loss.
However, a slimmed-down Fonterra - courtesy of a number of big asset sales worth in total around $7b (including Mainland) - has performed better in recent years.
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