RNS Number:0924B
Foster's Brewing Group Ld
27 March 2001


Foster's announces takeover offer for Wine Planet

Melbourne, 27 March 2001: Foster's Brewing Group Limited ("Foster's") announced
today that its wholly owned subsidiary, Cellarmaster Wines Pty Limited
("Cellarmaster"), will make a cash offer of 35 cents per share to acquire all
the ordinary shares in Wine Planet Holdings Limited ("Wine Planet") to which it
is not currently entitled. Foster's presently owns approximately 25% of Wine
Planet, through Cellarmasters. 

If successful in its bid to acquire Wine Planet, Foster's intention is to focus
the business activities in offshore markets.  

Foster's President and CEO, Mr Ted Kunkel said, "The acquisition will allow
Foster's to reconstruct Wine Planet into an international wine e-tailing
business in support of our European and Asian wine clubs." 

"We will look at a range of options in relation to the Australian assets.
However, if the offer is successful, Foster's will not continue to operate the
Wine Planet domestic e-tailing business in its own right," he said. 

The Wine Planet board has confirmed that it will recommend the offer to its
shareholders, and the independent directors, who collectively hold 23% of the
issued shares of Wine Planet, have also stated that they intend to accept the
offer in respect of their own shares, in the absence of a higher offer. 

Foster's believes the offer is fair and reasonable. The offer values Wine Planet
equity at approximately $56 million compared to its market capitalisation of
approximately $35 million at last Friday's close. The offer represents a premium
of: 

 - 59% to last Friday's closing share price of 22 cents; and 
 - 49% to the volume weighted average share price over the three month period to
   last Friday of approximately 23 cents.  

Mr Kunkel said: "This is a highly attractive offer which we believe provides
Wine Planet shareholders with a cash offer at a premium to what they would
otherwise be able to realise."

The acquisition will be funded using existing debt facilities. However, Foster's
cash outlay of approximately $42 million broadly equates with the cash in the
business.

The offer is subject to a number of conditions which are set out in Appendix 1.
(below). The offer will be open for one month, unless extended. 

Full details of the offer will be set out in Foster's Bidder's Statement which
is expected to be lodged shortly and despatched to Wine Planet shareholders in
April.

For further information: 

Media  

Graeme Willersdorf                                     Nicole Devlin 
+613 9633 2073                                         +613 9633 2261
0418 288 400                                           0418 202 375 


Investor Relations

Domenic Panaccio
+613 9633 2773
0418 243 714



                    FOSTER'S BREWING GROUP LIMITED'S OFFER FOR
                           WINE PLANET HOLDINGS LIMITED

                                OFFER CONDITIONS

Foster's takeover offer for Wine Planet (through a wholly owned subsidiary of
Fosters) will be subject to various conditions, including those summarised
below:

- minimum acceptance condition - Foster's and its associates having received
  acceptances so that it will own at least 80% (by number) of Wine Planet
  ordinary shares;

- regulatory approvals - all approvals and consents which are required by law or
  by any public authority being unconditionally granted, given, made or obtained
  and remaining in full force and effect,

- absence of regulatory action - no action being taken by any regulatory or     
  public authority before the end of the offer period which might restrain or   
  otherwise adversely impact the offer or require divestiture of shares or      
  assets, having a material value, from either the Foster's or Wine Planet      
  group;

- no material adverse change - no material adverse change occurring (or being
  announced or otherwise becoming public) in relation to the structure,         
  business, financial or trading position or condition, assets or liabilities,  
  profitability or prospects of Wine Planet or its subsidiaries, taken as a     
  whole;

- prescribed occurrences - none of the matters set out in section 652C of the
  Corporations Law;

- securities - no securities which are convertible to ordinary shares or options
  over its shares;

- options - the Wine Planet Board (nor any committee of the Wine Planet Board)  
  not exercising any discretion under the Wine Planet Executive Option Plan to  
  permit any options over shares in Wine Planet to continue to exist when they  
  would otherwise have lapsed;

- cash - cash and trade debtors (excluding doubtful debtors) of Wine Planet and
  its subsidiaries remain not less than A$39.5 million;

- liabilities - liabilities (including lease liabilities, contingent liabilities
  and provisions in full for redundancies and termination of employees and
  executives) of Wine Planet and its subsidiaries are not more than A$4 million;

- dividends - Wine Planet not declaring, paying or distributing any dividend,
  bonus or other share of its profits or assets;

- conduct of business - Wine Planet continuing to conduct the business of Wine
  Planet and its subsidiaries in the ordinary manner consistent with past
  practice;

- acquisitions and disposals of assets - other than selling and buying trading
  stock in the ordinary course of business, Wine Planet does not:

  - purchase or otherwise acquire, or agree to purchase or otherwise acquire, or
    sell or otherwise dispose of, or agree to sell or otherwise dispose of, any 
    property or assets (or any right, title or interest therein), the total
    consideration for which, or value of which, exceeds A$1,000,000; or

  - enter into any other commitments which would require expenditure by the Wine
    Planet group of an amount which, in aggregate, exceeds A$1,000,000.


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