Australia: Foster’s Group Limited (Foster’s) announced on February 22 that, in accordance with its Bidder’s Statement, its offer price for Southcorp Limited (Southcorp) will be adjusted as a result of Southcorp’s decision to declare an unfranked dividend.

Foster’s notes that Condition (l) under Clause 2.12 of its Bidder’s Statement has been breached by Southcorp’s declaration of a 3 cent per share unfranked dividend. The purpose of this condition was in part to avoid an inefficient tax outcome for Southcorp shareholders such as that created by this unfranked dividend. Foster’s confirms that: In accordance with Clause 2.10(b) of its Bidder’s Statement, its offer price will be adjusted to $4.14 per share when Southcorp shares trade ex the entitlement to this dividend; and it will not rely on Condition (l) under Clause 2.12 in relation to the 3 centper share unfranked dividend declared by Southcorp on 9 February 2005. A Supplementary Bidder’s Statement reflecting the above will be released in due course.

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