WH Group Announces Details of Proposed Listing on Main Board of the Hkex **************************************************
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These materials shall not constitute an offer to sell or the solicitation of an offer to buy Shares in U.S. or elsewhere. The Shares may not be offered or sold in the U.S. absent registration or an exemption from, or in a transaction not subject to, the registration requirements under the U.S Securities Act of 1933, as amended. The issuer does not intend to register any portion of the offering in the U.S. or to conduct a public offering of Shares in the U.S. These written materials are not for distribution, directly or indirectly, in or into the U.S. (Stock Code: 288) WH Group Announces Details of Proposed Listing on Main Board of the HKEx **************************************************** Global Offering of 2,567,400,000 Shares at HK$6.20 per Share HONG KONG, July 23, 2014 – WH Group Limited (“WH Group” or the “Company”), the world’s largest pork company, today announced the details of its proposed listing on the Main Board of The Stock Exchange of Hong Kong Limited (“HKEx”). The Global Offering initially consists of an aggregate of 2,567,400,000 Offer Shares, of which 2,439,030,000 shares will be offered under the International Offering and 128,370,000 shares will be offered under the Hong Kong Public Offering. The offer price is HK$6.20 per Offer Share. Assuming that there is no exercise of the over-allotment option, the Company’s gross proceeds from the Global Offering would amount to approximately HK$15.918 billion. The Hong Kong Public Offering will open at 9:00 a.m. on Thursday, July 24, 2014, and will close at 12:00 noon on Tuesday, July 29, 2014. The allotment results are expected to be announced on Monday, August 4, 2014. Trading of the Company’s shares on the HKEx is expected to commence on Tuesday, August 5, 2014 under the stock code 288. Shares will be traded in board lots of 500 shares. The Company intends to use the net proceeds of the Global Offering for partially repaying the three-year tranche of the syndicated term loan maturing on August 30, 2016. Morgan Stanley Asia Limited and BOCI Asia Limited are the Joint Sponsors, Joint Global Coordinators, Joint Bookrunners and Joint Lead Managers of the Global Offering. Global leader in the pork industry with proven track record WH Group is the world’s largest pork company, with global leadership across key segments of the industry 1 value chain, including packaged meats, fresh pork and hog production. The Company has number one market shares in China, the U.S. and key markets in Europe. It owns Asia’s largest animal protein company, Henan Shuanghui Investment & Development Co., Ltd. (SZSE: 000895) (“Shuanghui Development”), the U.S.’s largest pork company, Smithfield Foods, Inc. (“Smithfield”), and a 37% equity stake in the largest packaged meat company in Europe by sales, Campofrio Food Group, S.A. (“Campofrio”). WH Group has enjoyed solid growth in the past few years, with turnover rising from approximately US$5.46 billion in 2011 to approximately US$11.25 billion in 2013, representing a compound annual growth rate of 43.6%. For the first three months ended March 31, 2014, the Company recorded a surge in turnover of 225.2% to approximately US$5.05 billion compared to approximately US$1.55 billion in 2013. Net profit (before biological fair value adjustments) almost doubled to US$247 million in the first quarter of 2014, from approximately US$126 million for the same period in the preceding year. Promoting synergies through integration of Shuanghui Development and Smithfield Following the integration of Smithfield with Shuanghui Development last year, WH Group has reaped efficiencies and synergies on various levels. The stellar results recorded by Shuanghui Development and Smithfield in the first quarter of 2014, as seen in the doubling of the Company’s net profit for the same period in the preceding year, are testament to the emerging synergies of the merger. WH Group intends to increase exports of U.S. chilled and frozen pork and by-products to its markets in China and other countries, by leveraging its global integrated platform and competitive cost structure in the U.S. In China, WH Group will place greater emphasis on the middle to premium segments of the market, with plans to launch new packaged meat products on the mainland by leveraging Smithfield’s brand recognition, reputation for safe and premium products, U.S.-sourced pork and Smithfield technologies, building on the foundation of Shuanghui’s knowledge of local consumer preferences and extensive sales and distribution network. The Company will also continue to develop new products to appeal to regional tastes and to improve product flavoring and packaging. It will further increase brand recognition in China by deepening the penetration of its current distribution channels and expanding its retail presence. To further strengthen its competitiveness, improve food safety control mechanisms, enhance productivity and improve profitability, WH Group will increase the sharing of operational and financial best practices, technology and market knowledge across its global platform. Further, it will integrate back-office and management systems, such as establishing an integrated information management system that allows for a global approach to budgeting, information management and capital efficiency. These enhancements are expected to streamline business operations and reduce operating costs. 2 Apart from leveraging long-standing customer relationships to create sales opportunities in new markets and distribution channels, WH Group will implement a brand strategy that will reinforce its market leadership globally. Product innovation will continue to be a key part of the strategy to strengthen its brands. WH Group Chairman and Chief Executive Officer Wan Long concluded: “Listing in Hong Kong has always been consistent with our goal to establish a platform to support WH Group’s global growth strategy. This move is also in line with our stature as the world’s largest pork company, with an increasingly global reach. Being a listed company in a major financial center such as Hong Kong will raise our standing and enable us to attract more resources and talent, reinforcing our lead in the global pork and packaged meat markets.” “Looking ahead, we will continue to focus on driving synergies by connecting our operations in China and the U.S., which are the world’s largest pork consumption market and pork exporter respectively. With our competitive edges, we are well-positioned to benefit from the enormous market opportunities.” # # # Notes to Editor: About WH Group WH Group is the largest pork company in the world with number one market shares in China, the U.S. and key markets in Europe. It owns many well-recognized and trusted brands and stands above the rest with global market leadership in all key segments of the pork value chain, including packaged meats, fresh pork and hog production. The Group conducts its operations through Shuanghui Development, the largest animal protein company in Asia, and Smithfield, the largest pork company in the U.S. It holds 37% equity interests in Campofrio, the largest packaged meat company in Europe by sales. For more information, visit www.wh-group.com. About Shuanghui Development Founded in 1998, Shuanghui Development is the largest animal protein company in Asia. Shuanghui Development is committed to providing customers with quality food products, which mainly include various kinds of fresh pork products and packaged meat products. Shuanghui Development was listed on Shenzhen Stock Exchange on December 10, 1998, stock code: 000895. About Smithfield Smithfield, a wholly owned subsidiary of WH Group, is a global food company and the world's largest pork processor and hog producer. In the U.S., the company is also the leader in numerous packaged meats categories with popular brands including Smithfield®, Eckrich®, Farmland®, Armour®, Cook's®, Gwaltney®, John Morrell®, Kretschmar®, Curly's®, Carando®, Margherita® and Healthy Ones®. Smithfield Foods is committed to providing good food in a responsible way and maintains robust animal care, community involvement, employee safety, 3 environmental, and food safety and quality programs. For more information, visit www.smithfieldfoods.com and www.smithfieldcommitments.com. About Campofrio Campofrio is the leading European food company in the processed meat market. Its products, which are sold under well established and leading brands, cover a wide range of processed meat categories, including cooked ham, dry sausages, dry ham, hot dogs, poultry products, cold cuts, patés and ready meals. Campofrio manufactures and sells its products in 8 European countries and in the U.S. Additionally, it exports to 80 countries worldwide through independent distributors. For the twelve-month period ended December 31, 2013, Campofrio reported sales and normalized EBITDA of €1,907 million and €146 million, respectively. For media enquiries Hong Kong: Benny Liu / Nick Fung / Sophia Cheng Hill+Knowlton Strategies +852 2894 6315 / +852 2894 6380 / +852 2894 6267 [email protected] / [email protected] / [email protected] Mainland China: Jin Li WH Group +86 186 182 43382 / +852 5198 1909 [email protected] 4 WH Group Limited Global Offering Statistics Offering Statistics No. of Offer Shares under the Global Offering : 2,567,400,000 shares (subject to the Over-allotment Option) No. of International Offering Shares : 2,439,030,000 shares (subject to reallocation and the Over-allotment Option) No. of Hong Kong Offering Shares : 128,370,000 shares (subject to reallocation) Offer Price : HK$6.20 per share Market Capitalisation : HK$88,433 million Dealings in Shares Expected to commence on : August 5, 2014 Stock Code : 288 Board Lot : 500 shares Where to collect the application forms: For the Hong Kong Public Offering, white application forms and prospectuses can be obtained from the Hong Kong Underwriters or any of the designated branches of Bank of China (Hong Kong) Limited and Wing Lung Bank Limited.