Endeavour Group Demerger

On 10 May 2021, Woolworths Group announced its intention to separate Endeavour Group by way of a demerger, subject to shareholder approval and other conditions being satisfied or waived. The Demerger Bookletand supporting documents can be accessed below.

A General Meeting of shareholders of Woolworths Group Limited will be held at 11:00 am (AEST), Friday, 18 June 2021, to transact the business set out in the Notice of Meeting enclosed in the Demerger Booklet. For further information, please download the How to Participate guide here.

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The Woolworths Group Board unanimously recommends that you vote in favour of the meeting resolutions to be considered at the General Meeting. Each Woolworths Group Director who holds or controls Woolworths Group shares intends to vote in favour of the meeting resolutions to be considered at the General Meeting.

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Acknowledging the potential for restrictions on public gatherings imposed from time to time in response to COVID‑19, and in the interests of the health and safety of our Shareholders and the broader community, we encourage you to attend the General Meeting via the online portal. If you wish to attend the General Meeting in person, please register your intention to attend here.

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Woolworths Group Chairman, Gordon Cairns, said: “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.

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“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.

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“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.”

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Grant Samuel, the Independent Expert appointed by Woolworths Group to review the proposed Demerger, has also concluded that the Demerger is in the best interests of shareholders. A copy of the Independent Expert’s Report can be accessed below.

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As outlined in the Demerger Booklet, Woolworths Group shareholders will retain all their existing Woolworths Group shares. Eligible shareholders will receive one new Endeavour Group share for every Woolworths Group share held on the demerger record date at 7:00 pm (AEST), Friday, 25 June 2021.

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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.