Nufarm Completes Institutional Entitlement Offer

Nufarm Limited (“Nufarm”) today announced the successful completion of the institutional component (“Institutional Entitlement Offer”) of its fully underwritten 2 for 9 pro rata accelerated renounceable entitlement offer with retail rightstrading (“Entitlement Offer”).

On Tuesday, 24 October 2017, Nufarm announced an Entitlement Offer to raise approximately A$446m. Proceeds from the Entitlement Offer will be used to partially fund the acquisition of a portfolio of crop protection products (“Century Portfolio”) from Adama Agricultural Solutions Ltd (“Adama”) and Syngenta Crop Protection AG and related group companies (“Syngenta”) for US$490 million, also announced on 24 October 2017 (the “Acquisition”).

The Institutional Entitlement Offer closed on Wednesday, 25 October 2017 and raised approximately A$338 million from subscriptions for new fully paid ordinary shares in Nufarm (“New Shares”) at A$7.50 per New Share (“Offer Price”). The Institutional Entitlement Offer attracted strong support from institutional shareholders with a take-up rate by eligible institutional shareholders (excluding Sumitomo who did not participate) of over 95%.

A bookbuild for Institutional Entitlement Offer shortfall shares was conducted on Wednesday, 25 October 2017 to Thursday, 26 October 2017 (“Institutional Shortfall Bookbuild”) and attracted strong demand from both existing shareholders and otherinstitutional investors. The bookbuild cleared at a price of A$8.50 per New Share, which represents a premium of A$1.00 to the Offer Price of A$7.50 per New Share, and a discount of 0.1% to the theoretical ex-rights price (“TERP”) of A$8.51.

Eligible institutional shareholders who elected not to take up their entitlements and certain ineligible institutional shareholders will receive A$1.00 for each entitlement sold through the Institutional Shortfall Bookbuild. This payment will be made on or around Monday, 6 November 2017.

Nufarm’s Managing Director and CEO, Greg Hunt said, “this is an excellent result and a clear endorsement of the value that institutional investors see in the Century Portfolio and Nufarm’s future in the European market.”

“There was strong demand for shortfall shares in the Institutional Shortfall Bookbuild from both existing shareholders and new investors, and we are pleased that institutional shareholders who did not participate will receive a premium of A$1.00 for their renounced entitlements.”

“The next and final stage of the Entitlement Offer is the Retail Entitlement Offer which will open on 1 November 2017 – we encourage Nufarm’s Eligible Retail Shareholders to carefully review the Retail Offer Booklet which will be despatched to them on Tuesday, 31 October 2017 before deciding whether to participate.”

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