FPA: Independent Directors Recommend Accepting Offer

October 18, 2012

FPA – Independent Directors Change Recommendation To Accept Haier’s Increased Offer Of $1.28 Per Share

The Independent Directors of Fisher & Paykel Appliances Holdings Limited (“FPA”) unanimously recommend that shareholders accept Haier’s increased offer price of $1.28 per share.

FPA Chairman, Keith Turner said that he and the other Independent Directors, being Philip Lough, Lynley Marshall and Bill Roest, have carefully considered a full range of expert advice including the Independent Adviser’s report and regard the increased offer of 8 cents from $1.20 to $1.28 per share as representing fair value for the FPA shares.

“We also note that the increased offer is within the Independent Adviser’s valuation range of $1.28 to $1.57 per share.”

Mr Turner said that other major shareholders, representing approximately 14.1%, have now also committed to accept the offer of $1.28 from Haier for their shares. This is in addition to Allan Gray which had previously accepted Haier’s offer in respect of its 17.5% shareholding.

“This means that with Haier’s existing 20% shareholding, Haier will achieve its minimum acceptance condition of more than 50% of the voting rights of FPA and will gain a controlling interest in the company when the offer becomes unconditional.

“Directors acknowledge that some market commentators believe that should Haier’s offer close without Haier having reached 90% acceptances, FPA shares will trade lower than the increased offer price of $1.28.”

“Shareholders should consider Haier’s increased offer in the context of their own circumstances and should consult their professional advisors”.

Mr Turner said that the Directors and senior officers who hold shares in FPA have all confirmed they will accept the increased offer from Haier.

FPA shareholders have until 6 November 2012 to accept the increased offer from Haier (unless the offer is extended by Haier in accordance with the Takeovers Code).

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FPA__Letter_to_Shareholders_181012.pdf

About Fisher & Paykel Appliances Holdings Limited

Fisher & Paykel Appliances Holdings Limited is the parent company of Fisher & Paykel Appliances and Fisher and Paykel Finance and is listed on the New Zealand and Australian Stock exchanges, employing over 3,300 staff worldwide.

Fisher & Paykel Appliances was founded in New Zealand in 1934, and develops, manufacturers and markets a full range of refrigeration, laundry, dishwashing and cooking products. Fisher & Paykel is an internationally recognised brand and sells its products in over 50 countries. The Company has manufacturing sites in five locations including Thailand, Mexico, U.S, Italy and New Zealand.

Fisher & Paykel Finance is one of the largest consumer finance companies in New Zealand. The Company is a leading provider in New Zealand of retail point of sale consumer finance. Products include consumer finance (Q Card and Farmers Finance Card), insurance services and extended warranties. The company also provides commercial rental and leasing finance to businesses.

ENDS

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