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F&P unveils separation details

By Phil Boeyen, ShareChat Business News Editor

Thursday 13th September 2001

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Fisher and Paykel (NZSE: FAP) shareholders will get a cash payment of between $447 and $706 for every thousand shares they own as part of the company's separation plan.

F&P has sent further details of the planned split to shareholders and says as well as the cash payout they will also receive 528 shares in the newly created Healthcare business and 550 shares in the Appliances company for 1,000 shares.

The amount of the cash payment will depend on the price the company gets for floating 18% of the Healthcare business in the US.

Following the separation of the two business, F&P shareholders will directly own 62% of Healthcare shares while 18% will be in the hands of US investors and another 20% will be owned by the Appliances business. F&P shareholders at record date will own 100% of the Appliances company.

The company says it's anticipated that shareholders who will be entitled to participate in the separation arrangement are those who are registered on November 9, 2001.

The Healthcare share will be listed on the NZSE and its American Depository Shares will trade on the Nasdaq. It is expected each ADS will represent 4 Healthcare shares.

Appliances Holdings will also trade on the NZSE, and both companies have applied for listing as an exempt foreign entity on the ASX.

Fisher & Paykel says benefits of the separation include increased visibility within the financial markets for each separate company and increased flexibility and control for shareholders over their desired investment exposure.

Introducing new US investors should also enhance recognition of the value of the healthcare business, the company says.

"A Nasdaq listing will facilitate the ongoing investment of US investors in the healthcare business who prefer to buy or sell shares on a US-based market and allow for coverage by analysts in the US who specialise in medical device companies".

F&P says the Standard & Poor's Smallcap Health Care (Medical Products and Supplies) Index includes several comparable companies and has performed strongly over the past year, despite poor overall Nasdaq Composite Index performance.

An independent report into the separation by Deloitte Touche Tohmatsu claims the terms and conditions of the separation arrangement are fair and reasonable to the existing F&P shareholders.

"The separation of Fisher & Paykel into two listed companies is likely to result in the existing shareholders of Fisher & Paykel benefiting from the unlocking of a "value gap" that currently exists due to Fisher & Paykel being regarded by the capital markets as a conglomerate," the report says.

Initial court approval for the separation has already been given, with final court orders due towards the end of next month.

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