Farmer shareholders at Fonterra have approved the sale of its global consumer and associated businesses Mainland Group to French multinational Lactalis for NZ$4.22bn, with 88.47% in favour.

“We’ve been pleased to see so many farmers joining in the discussions since the start of this process in May last year when we first announced the decision to explore divestment options,” said chair Peter McBride, “especially over the past month or so when the full details have been available.

“It helps to demonstrate one of the key things that sets us apart from most other processors – our farmers have a direct say in the future of their co-operative, and they’ve made the most of that opportunity.

“We’re pleased to have received a strong mandate, with 88.47% of the total farmer votes cast in support of the recommendation and 80.59% participation based on milk solids voted. We want to thank all farmer shareholders who voted.”

The decision to see Mainland is significant and not taken lightly, added McBride. “We have examined the strategic context we operate in, our strengths and how as a co-op we create value for our farmer owners,” he said. “The divestment will usher in an exciting new phase for the co-op. We will be able to focus Fonterra’s energy and efforts on where we do our best work. We will have a simplified and more focused business, the value of which cannot be overstated.”

Completion of the divestment, which follows a strategic review in 2024, remains subject to regulatory approval and the separation of Mainland from Fonterra, both of which are under way. 

Subject to these steps being completed, Fonterra expects the transaction to complete in the first half of next year. 

Fonterra is targeting a tax-free capital return of $2 per share to shareholders and unit holders, equivalent to $3.2bn, once the sale is complete. 

Another shareholder vote will be required for the payment of the capital return. The process for that capital return is expected to be by way of a scheme of arrangement under Part 15 of the Companies Act 1993. 

The co-op plans to provide more detail on the timing and process for the capital return in early December.