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September 13, 2013

US: ISS urges shareholders to back Smithfield takeover

The board of US proxy advisory firm, Institutional Shareholder Services, says shareholders should approve the sale of pork group Smithfield Foods to China's Shuanghui International.

The board of US proxy advisory firm, Institutional Shareholder Services, says shareholders should approve the sale of pork group Smithfield Foods to China’s Shuanghui International.

In May, the Smithfield board announced it had agreed to a takeover bid worth US$7.1bn, including debt. Shareholders are set to vote on the offer on 24 September.

Last week, investment fund Starboard Value, which has been critical of the bid, said it had received indications of interest from possible alternative bidders that could lead to better value for shareholders. It urged investors to vote against the Shuanghui offer.

However, ISS said in a report published this week the $34 per-share cash offer provides shareholders with a 30.9% premium to the company’s stand-alone trading price.

“The current offer from Shuanghui merits shareholder support, as it offers superior and certain value to a standalone alternative,” ISS said. “Though there is a chance that the alternate sales process may ultimately lead to a superior proposal, shareholders do not yet have sufficient hard evidence about a potential alternative bid to warrant a vote against the merger and the corresponding delay in the distribution of the merger consideration.”

Starboard, which argues Shuanghui’s takeover bid under-values the US company, has insisted the pork processor would be worth more if it was split up and assets sold separately.

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