Woolworths Group has announced Endeavour Group will become an independent business in a demerger in June, subject to shareholder approval being satisfied or waived.
A General Meeting of Woolworths Group shareholders will be held on Friday 18 June, 11:00am (AEST) to transact the business. Each Woolworths Group director who holds or controls shares in the company intends to vote in favour of the meeting resolutions at this meeting. The Board has unanimously recommended that shareholders also vote in favour of the resolutions.
“The proposed demerger is the final step in a process that commenced on 3 July 2019, when Woolworths Group announced its intention to combine its drinks and hospitality businesses to create Endeavour Group through a restructure of Endeavour Drinks and subsequent merger with ALH Group, which was completed in February 2020,” Woolworths Group chairman Gordon Cairns said.
“In March 2020, separation plans were postponed until 2021 with Woolworths’ prioritisation of its COVID-19 response amid a highly uncertain operating environment. Despite the disruption of COVID-19, we continued working to prepare Endeavour Group for operation as an independent business and the Woolworths Board is now confident to proceed with the separation given Endeavour Group’s performance through this period.
“Your Woolworths Group Board strongly encourages you to support the demerger as we believe shareholder value will be enhanced through a greater focus on each business’ core customer offering and growth opportunities.”
Independent expert Grant Samuel, appointed by Woolworths Group to review the proposed demerger, has also concluded that “the demerger is in the best interests of shareholders.”
It has also been specified that Woolworths Group shareholders will retain all their existing shares. Eligible shareholders will receive one new Endeavour Group share for every Woolworths Group share held on the demerger record date on Friday 25 June, 7:00pm (AEST).
Eligible shareholders who individually hold 800 or fewer Woolworths Group shares as at the demerger record date may elect not to receive Endeavour Group shares under the demerger and instead participate in the Sale Facility.
In the interests of the health and safety of shareholders and the broader community due to potential COVID-19 restrictions, shareholders are encouraged to attend the General Meeting via the online portal. For those who wish to attend in person, Woolworths Group has directed to register on the Woolworths Group website.