Fane Valley and Lakeland Dairies in strategic joint ventures

In a significant and strategic development, two leading dairy
processing and agribusiness co-operatives - Fane Valley and LakelandDairies - have announced they will create two major new joint
venture businesses which will enhance economies of scale and overallcompetitiveness for their farmer members, milk producers and
customers at homeand abroad.

Fane Valley and Lakeland Dairies are neighbouring and friendly
societies. Each has a heritage of excellence in co-operative farmingspanning well over a century and they share common business
development aims in the interests of their members, producers and
rural communities.

Both co-operatives are highly successful agri-food and agribusiness industry players with excellent manufacturing facilities and
complementary strengths and advantages in their various markets.

Recognising the opportunities presented by the continuing growth andexpansion of the agri-food industry, on the island of Ireland and
internationally, the co-operatives have agreed to a combination of
their respective dairy and agribusiness operations for mutual
commercial benefit.

Following the approval of the boards of each society, two specific
joint venture companies will be established covering two lines of
business which will benefit from merged resources.
(1) The Agribusiness Joint Venture
The first Joint Venture is being established by a merger and poolingof both of the societies' feed manufacturing, sales and stores
activities into a major agribusiness company to be managed by Fane
Valley. Lakeland Dairies will be a partner and shareholder in the
agribusiness Joint Venture and will also be represented on the boardof the new company.

Fane Valley and Lakeland Dairies currently have an annual animal
feed manufacturing capacity of 310,000 tonnes and 190,000 tonnes
respectively, with a broad range of high performance feed products
sold north and south. The merger of both agribusiness operations
will create a business with greater efficiencies, larger scale,
buying power and the capability for future growth and service
delivery across a larger geographic area.

The projected annual revenues of the Agribusiness Joint Venture willbe in the order of ?125 million.
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(2) The Dairy Joint Venture
The second Joint Venture is being established by a merger and
pooling of both of the societies' dairy processing activities and
operations, to be managed by Lakeland Dairies. Fane Valley will be apartner and shareholder in the Dairy Joint Venture.

In Northern Ireland, Fane Valley and Lakeland Dairies currently
procure 250 million litres and 330 million litres of milk
respectively each year for processing into a wide range of value
added dairy products and food ingredients, all of which are exportedworldwide.

The purpose of the Dairy Joint Venture is to create a business of
greater scale and efficiency with the capability to grow and to
compete even more intensively on a global basis.

Combined with the total existing Lakeland Dairies milk pool, the
Dairy Joint Venture will process over 1 billion litres of milk
annually. This will enhance the overall capacity of both
co-operatives to maximise returns from the markets in the interests of their milk producers.

The projected annual revenues of the Dairy Joint Venture will be in the order of ?480 million.

Fane Valley milk suppliers will receive the same benefits and
provisions as Lakeland Dairies milk suppliers and Fane Valley will
have direct representation on the Board of Lakeland Dairies.

Both co-operative societies will otherwise continue to operate on anindependent basis and each will support the other in the operation
of the Joint Ventures.

It is envisaged that the possibility of a full merger of the two
societies will potentially be considered in the future. This would
be subject to member approval in each co-operative.

Trevor Lockhart, Chief Executive of Fane Valley, said, "This far
sighted agreement represents the strong commitment of Fane Valley and Lakeland Dairies to support our members, milk producers and
customers through the development of an even more competitive marketposition on a joint venture basis. The combined strength and
backing of both co-operatives will ensure success for our
agribusiness and dairy operations and will underpin the future
success of our business."

Michael Hanley, Chief Executive, Lakeland Dairies, said,
"The establishment of these strategic joint ventures will create
further value and benefits for the producers and customers of both
co-operatives. This development underpins our mutually shared ambition to provide the highest possible milk prices to producers.
Through this combination, we are adopting an innovative and
strategic approach to maximising our efficiencies and overall
strength in addressing the growing worldwide market demand for
dairy products and food ingredients."

William McConnell, Chairman of Fane Valley Co-operative, said,
"This partnership will strengthen our position as a co-operative
society while providing farmers with a firm platform for future
sustainable growth and development. We look forward to working with

Lakeland Dairies as we work together to exploit the future benefits of this development for our producers"

Alo Duffy, Chairman of Lakeland Dairies, said, "Fane Valley is a
co-operative which we greatly respect and we are very pleased to
enter this strategic dairy and agribusiness alliance with them.
This is a very welcome development where the joint ventures offer
clear prospects for secure growth and greater profitability for our respective farmer owned societies."

Pic Caption: (l/r) Lakeland Dairies' Group chief Executive Michael
Hanley and chairman, Alo Duffy, with William MgConnell, chairman,
and Trevor Lockhart, chief executive of Fane Valley Co-operative.