Lion Nathan says Coopers shareholders 'shocked' by offer

Brewing giant Lion Nathan says the shareholders of its takeover target Coopers Brewery Ltd are in a "state of shock" having learnt the true value of the South Australian beer maker.

Lion Nathan, whose brands include Toohey's, XXXX, West End, Hahn, Heineken and Becks, this week made a A$352 million ($384m) takeover bid for Coopers.

It says the off-market offer of A$260 in cash per Coopers share represents a 478 per cent premium to the price of a buyback conducted by Coopers of A$45.01 per share in 2003.

However Coopers -- whose brands include the well-known Coopers Original Pale Ale and Coopers Sparkling Ale -- today restated that its shareholders would reject the bid.

Lion Nathan chief executive Rob Murray today said Coopers shareholders were shocked by the size of the offer.

"Our conversations with Coopers shareholders would indicate that at the very least most of them are in a mild state of shock now that they realise how much this company is really worth, when they compare A$260 price to that A$45.01 that they were offered just two years ago," Mr Murray said on ABC TV today.

He said the new value being offered to the shareholders was "fair and reasonable".

"We will certainly contest that that should be the price that goes through the pre-emptive process if shareholders now wish to redeem their shares in Coopers," he said.

On Friday, a court ruled in favour of Coopers as it attempted to remove Lion Nathan's pre-emptive rights to buy its shares under a 1995 agreement where Lion Nathan handed back a 19.9 per cent stake in the company.

The court ruling must now be put to a meeting of Coopers shareholders if the rights are to be removed, but Mr Murray said his company would immediately appeal.

Under the present arrangements Coopers shareholders who decide to dispose of their shares will place them in the pre-emptive regime.

If Coopers then wants to stop Lion Nathan buying the shares, the Cooper family or other shareholders must elect to buy them at A$260, a process flagged as possible today by Coopers managing director Tim Cooper.

"Certainly some of the directors -- if not a majority of the directors -- would probably be interested in buying them and a number of shareholders have indicated that they are interested in being on the list for buying shares, even at that price," he told ABC TV.

Mr Cooper said most of the company's 120 shareholders still had ties to the Cooper family.

"Our company secretary has spoken to the vast majority of shareholders in the last couple of weeks and very few of them said they are interested in selling their shares even at the level that we are talking about," Mr Coopers said.

"We would hope they would respect our independence and maybe decide to leave us alone."

In a full-page open letter in today's Sunday Mail newspaper Lion Nathan said the share offer reflected a great respect for the Coopers family.

- AAP