41pc premium on current price

You will be looking at 33c compared to the current price of 23c on information known.

Looks like a $25.5m takeover offer and if successful, the combined group will change its name to New World Wine Estates Inc and have a market capitalisation of $US80 million ($A102.1) million.

Media:

Yarraman offers merger to Evans & Tate
December 21, 2006

US-listed Yarraman Winery Inc says it has made a formal offer to troubled wine maker Evans & Tate for a merger.

Yarraman said it had provided Evans & Tate with a proposed scheme of arrangement that would allow the two groups combine under a parent company trading in Australia and the United States.

Yarraman is offering one share for every nine Evans & Tate shares.

Yarraman said Evans & Tate's ANZ $90 million debt with the ANZ Bank would be refinanced in a combination of cash and subordinated notes.

Yarraman chief executive Wayne Rockall said the proposed merger would result in a financially stronger group.

"We believe the merger will strengthen both businesses and help build their respective brand share," he said.

"Evans & Tate is Australia's sixth-largest wine producer and we believe freeing the business from its onerous debt and strengthening the company will be a major positive for the Australian wine industry."

Yarraman already holds a 19.9 per cent stake in Evans & Tate.

If successful, the combined group will change its name to New World Wine Estates Inc and have a market capitalisation of $US80 million ($A102.05 million).

Under the proposed merger, Evans & Tate chief executive Martin Johnson would become president and chief executive of the combined group and Mr Rockall would become senior vice-president of sales and marketing.

Yarraman is the company behind the brand Yarraman Estate and is listed in US with a market capitalisation of about $US58.75 million ($A74.94 million).

http://www.theaustralian.news.com.au/story...578-643,00.html


Yarraman bids for Evans & Tate, proposes name change
21-December-06 by Julie-anne Sprague

Sydney-based Yarraman Winery has launched a takeover bid for Evans & Tate after striking a deal with former executive chairman Franklin Tate to buy a 19.9 per cent stake in the Margaret River producer.

Yarraman, which is listed on NASDAQ's secondary market in the US, has revealed it had entered into a conditional sale deed with Mr Tate's company Grape Expectations Enterprises to buy 18.3 million shares, or 19.9 per cent of E&T's issued capital.

Daily Business Alerts flagged the involvement of Yarraman two weeks ago following speculation that a deal with the group might be driving the E&T share price revival.

The sale reduces Mr Tate's holding in E&T from 31.5 per cent to 11.7 per cent.

Yarraman said it had made a formal offer to the E&T board about a potential merger that included offering shareholders one Yarraman share for every nine E&T shares.

Yarraman shares last traded at $US2.35 while E&T's shares last traded at 23 cents.

Based on current trading and exchange rates, the deal represents a 41 per cent premium for E&T shareholders.

Yarraman said that it would rename the merged group New World Wine Estates Inc.

It said E&T's $90 million debt with ANZ would be refinanced in a combination of cash and subordinated notes.

Yarraman chief executive Wayne Rockall said if the offer was accepted by E&T shareholders it would make an application for admission of its shares onto a more senior exchange, either the American Stock Exchange or the NASDAQ.

He said Yarraman would then seek to apply for admission to the Australian Stock Exchange.

WA Business News questioned E&T chief executive Martin Johnson about a possible deal with Yarraman a fortnight ago after its shares surged 43 per cent to 28 cents over three trading days.

At the time, Mr Johnson said that E&T had not struck a refinancing deal with Yarraman and that the improvement in the share price may be linked to growing market awareness that the much-talked about wine glut was receding as drought and industry changes reduce the over-supply that has hurt winemakers.

Yarraman said Mr Johnson would be left to control the new wine group as president and chief executive while Mr Rockall would become senior vice president of sales and marketing.

Yarraman operates a 2,500-tonne winery in the Hunter Valley.

http://www.wabusinessnews.com.au/en-story....ses-name-change


Company News:

UPDATE 1-Yarraman Winery bids for Australia's Evans & Tate
Yarraman Winery bids for Australia's Evans & Tate

Martin Johnson joined the Company in November 2005 as Chief Executive Officer, and was appointed to the Board and to the Position of Managing Director... Full Bio

MELBOURNE, Dec 21 (Reuters) - U.S.-based Yarraman Winery Inc. (YRMN.PK: Quote, Profile , Research) has made a conditional takeover offer for troubled Australian wine maker Evans & Tate Ltd. (ETW.AX: Quote, Profile , Research) after securing a 19.9 percent stake from its former executive chairman.

Evans & Tate shares last traded at 23 cents ahead of a trading halt, flat in 2006 and about one-eighth of their value from five years ago, giving it a market worth of A$21.3 million.

"The company will be assessing the conditional offer and will inform the market more fully as soon as possible," Evans & Tate company secretary Michael Silbert said in an announcement to the Australian Securities Exchange.

An Evans & Tate spokesman was not immediately available to comment on a report that Yarraman had offered US$20 million for the company.

Yarraman acquired 19.9 percent of the Western Australia=based group's shares through an agreement with Grape Expectations Enterprises, which Evans & Tate said was associated with Franklin Tate, the company's former chairman, who was dumped last year.

After selling the stake to Yarraman, Tate still owns 11.7 percent of the company.

Evans & Tate reported a net loss of A$63.9 million for the year to June 2006, hurt by Australia's wine glut, tough competition in the UK market and writedowns on wineries and wine inventories.

Under managing director Martin Johnson, who took over in November last year, the company began focusing on its higher-priced wines and brands from the Margaret River region in Western Australia and entered a new distribution deal to give it greater clout with Britain's powerful retailers.

Johnson came to the company after holding executive positions in the Californian wine industry. ($1=A$1.27)

http://today.reuters.com/news/articleinves...ON-UPDATE-1.XML