Müller to Acquire Robert Wiseman Dairies for £279.5m

The Offer will be 390 pence in cash for each Wiseman Share. Shareholders who were on the register as at 30 December 2011 will retain the right to the interim dividend of 5.75 pence per share, which has already been declared and which is payable on 2 February 2012.

Jan 17 2012 --- The Boards of Müller and Robert Wiseman Dairies PLC have reached agreement on the terms of a recommended cash offer to be made by Müller Dairy (U.K.) Limited for the entire issued and to be issued ordinary share capital of Wiseman. Robert Wiseman Dairies is Britain's biggest supplier of fresh milk and has been bought for almost £280 million

The Offer will be 390 pence in cash for each Wiseman Share. Shareholders who were on the register as at 30 December 2011 will retain the right to the interim dividend of 5.75 pence per share, which has already been declared and which is payable on 2 February 2012.

The Offer values the fully diluted share capital of Wiseman at approximately £279.5 million.

The Offer represents a premium of approximately:
• 59.8 per cent. over the closing middle market price of 244 pence per Wiseman Share on 12 January 2012, the business day immediately prior to the commencement of the Offer Period;
• 48.2 per cent. over the average closing middle market price per Wiseman Share of 263 pence over the three month period ended 12 January 2012, the business day immediately prior to the commencement of the Offer Period; and
• 27.9 per cent. over the average closing middle market price per Wiseman Share of 305 pence over the twelve month period ended 12 January 2012, the business day immediately prior to the commencement of the Offer Period.

Müller is a Luxembourg incorporated company owned by Theo Müller. The Müller Group is a leading European dairy company with annual turnover of c.€2.2bn (2010). The Müller Group has an established presence in the UK, having had operations there since 1987, and it is the UK's overall market leader in chilled yoghurts and potted desserts.

Commenting on the Offer, Robert Wiseman, Executive Chairman of Wiseman said: "The combination of Müller and Wiseman makes strong commercial and strategic sense, creating a leading integrated dairy business in the United Kingdom with complementary positions in the yoghurt and potted desserts market and the fresh milk market. Wiseman has its origins as a family business and, since listing in 1994, my family has retained a significant stake in the business. It is heartening to know that the business will become part of another family-owned business in Müller. Müller's offer represents an attractive price for an outstanding business and Müller recognises the importance of Wiseman's management (who will continue to lead the business alongside Müller), employees and our best-in-class assets. These factors have contributed to the Board's recommendation of this transaction. I very much look forward to playing a part in the next chapter of Wiseman's development."

Commenting on the Offer, Heiner Kamps, Chief Executive Officer of Müller said: "This is an exciting strategic move by Müller to enter a new market segment in the UK. The combination of these complementary businesses will form a leading dairy player offering a range of exceptional products to our customers across the UK. This will create significant opportunities which will benefit suppliers, customers, consumers and employees. Müller and Wiseman have highly complementary businesses and furthermore share a proud heritage, drive and culture built upon their foundations of family ownership. We look forward to working with the experienced Wiseman team and combining our complementary skills and extensive experience in the dairy industry to create a larger business with enhanced prospects."