Full Takeover Offer Opens For Fisher & Paykel Appliances

26 September 2012

MEDIA RELEASE

Full Takeover Offer Opens For Fisher & Paykel Appliances

· Offer represents excellent value for shareholders

· Offer is now open for acceptance, and closes at 5:00pm(New Zealand time) on 6 November 2012

· Fisher & Paykel Appliances to remain as stand-alone company led by local management

Haier Group’s full takeover offer for Fisher & Paykel Appliances Holdings Ltd (Fisher & Paykel Appliances) is now open for acceptance, with offer documents being mailed to shareholders today.

The cash offer, made through subsidiary Haier New Zealand Investment Holding Company Ltd (Haier), is for NZ$1.20 per share. This is a significant 60% premium to Fisher & Paykel Appliances’ share price as at the close of trading on Friday 7 September, which was the last trading day before the market was advised of the potential takeover offer from Haier. It is a 91% premium to the volume weighted average trading price over the three month period up to and including Friday 7 September.

“This is an excellent offer and a very good opportunity for shareholders to realise cash from their Fisher & Paykel Appliances investment,” said Mr Liang Haishan, Chairman of Haier New Zealand Investment Holding Company Ltd and President of Haier White Goods Group.

“We think the offer is particularly attractive given market volatility, recent economic uncertainty and increasing competition in the global white goods sector which adds risk to the achievability of market share and earnings growth.”

The offer is open until 6 November 2012 and no brokerage fees are payable by acceptors.

Fisher & Paykel Appliances’ Independent Board is supportive of Haier’s offer, subject to the offer price being within or above the independent adviser’s valuation range, there being no superior alternative for Fisher & Paykel Appliances and its shareholders, and the terms and conditions of the offer being acceptable.

In addition to the Independent Board’s statement of support noted above, Allan Gray Australia Pty Ltd, which is the largest shareholder after Haier and holds 17.46% of Fisher & Paykel Appliances shares, has entered into an irrevocable agreement to accept the offer, representing a strong endorsement of the value of the offer.

If the offer is unsuccessful it is likely that the share price will decline significantly, as the recent increase reflects the announcement of the offer. Prior to the announcement of the offer, the Fisher & Paykel Appliances’ share price had been below the offer price since 22 September 2008 and has traded as low as 33 cents in the past 12 months.

Mr Liang noted that since the potential offer was announced, there had been some commentary on the future of Fisher & Paykel Appliances under Haier ownership.

“We would like to make it clear that we respect the Fisher & Paykel Appliances brand and business. Our proposal is to see the company continue as a strong, New Zealand based stand-alone company led by local management, but within the Haier group,” he said.

“We have been a shareholder since 2009 and have made a significant contribution to Fisher & Paykel Appliances. Our offer document contains a number of proposed intentions in relation to the future of Fisher & Paykel Appliances. These are not made lightly. They reflect our respect for the history of the business and its culture of innovation and achievement.”

Haier intends to:

· retain Fisher & Paykel Appliances as a stand-alone company led by local management;

· support the direction of Fisher & Paykel Appliances’ existing business strategy;

· retain the Fisher & Paykel brand and to support its growth as a global premium brand consistent with Fisher & Paykel Appliances existing business strategy;

· support the employment policies of Fisher & Paykel Appliances and retain its key personnel;

· retain in New Zealand the existing Fisher & Paykel Appliances product development base and to support the future growth of Fisher & Paykel Appliances product development capabilities;

· retain the existing operations currently operated by Fisher & Paykel Production Machinery Limited; and

· maintain the existing ratio of New Zealand or Australian resident independent directors on the Fisher & Paykel Appliances board for at least two years.

Haier’s offer is subject to general conditions, including regulatory conditions and a minimum acceptance condition that Haier becomes the holder or controller of more than 50% of the Fisher & Paykel Appliances shares.

This media release contains statements of Haier’s current intentions. Haier reserves the right to make changes to these intentions, but would only do so after consultation with the Board of Fisher & Paykel Appliances.

ENDS

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