Kerry Group PLC
27 September 2001
Not for release, publication or distribution in whole or in part in or into
the United States, Canada, Australia or Japan
RECOMMENDED OFFER ('Offer') FOR GOLDEN VALE PLC ('Golden Vale') BY DAVY
CORPORATE FINANCE LIMITED ON BEHALF OF KERRY GROUP PLC ('Kerry')
OFFER UNCONDITIONAL IN ALL RESPECTS
Kerry announces that the Offer has now received the approval of the Minister
for Enterprise, Trade and Employment of Ireland and the Office of Fair Trading
in the United Kingdom. Accordingly the Offer is being declared unconditional
in all respects and is being extended until further notice.
Acceptances valid in all respects amounted to 90.8 per cent of the Ordinary
Share Capital of Golden Vale as at 3.00pm on 26 September. As per the
provisions of section 204 of the Companies Act 1963, Kerry will now
compulsorily acquire all outstanding Golden Vale Ordinary Shares.
Kerry will be posting on 5 October formal notices under section 204(1) of the
Companies Act 1963 to Golden Vale Shareholders who have not yet accepted the
Offer.
In the Offer Document, Kerry stated that following the Offer becoming or being
declared unconditional in all respects and subject to any requirements of the
Irish Stock Exchange and the UK Listing Authority, it would procure that
Golden Vale would apply to the Irish Stock Exchange and the UK Listing
Authority for cancellation of the listing of Golden Vale Ordinary Shares on
the Official Lists and to the London Stock Exchange for cancellation of
trading of Golden Vale Ordinary Shares. The 20 business day notice period to
such cancellations has now commenced, the anticipated date of such
cancellations is 26 October 2001.
27 September, 2001
For further information contact:
Frank Hayes, Group Corporate Affairs Director, Kerry Group plc: + 353 66 718
2304.
Ivan Murphy, Director, Davy Corporate Finance Limited: + 353 1 679 6363.
Terms defined in the Offer Document dated 11 July, 2001 have the same meaning
when used herein unless the context requires otherwise.
The directors of Kerry take responsibility for the contents of this
announcement. To the best of the knowledge and belief of the directors (who
have taken all reasonable care to ensure that such is the case) all of the
information contained in this announcement is in accordance with the facts and
does not omit anything likely to affect the import of such information.
Davy Corporate Finance Limited, which is regulated by the Central Bank of
Ireland, is acting exclusively for Kerry and for no-one else in connection
with the Offer and will not be responsible to anyone other than Kerry for
providing the protection afforded to customers of Davy Corporate Finance
Limited nor for providing advice in relation to the Offer.
The Offer is not being made, directly or indirectly, in or into United States,
Canada, Australia or Japan. Accordingly neither copies of this announcement
nor any related Offer documentation are to be mailed or otherwise distributed,
or sent in or into United States, Canada, Australia or Japan.21 August, 2001
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