Premier Foods plc
16 March 2007
Premier Foods plc ('Premier') and RHM plc ('RHM')
Acquisition by Premier
Scheme Effective
Premier and RHM are pleased to announce that, further to the announcement of RHM
on 14 March 2007, the Court Orders sanctioning the Scheme of Arrangement (the
'Scheme') and confirming the Capital Reduction have been delivered to the
Registrar of Companies and, in respect of the Capital Reduction, registered.
Accordingly, the Scheme has now become effective and the entire issued share
capital of RHM is now owned by Premier.
Admission to trading of RHM Shares on the London Stock Exchange and on the
official list maintained by the UK Listing Authority (the 'Official List') was
cancelled at 8.00 a.m. (London time) today. The New Premier Shares were
admitted to trading on the London Stock Exchange and to the Official List at
8.00 a.m. (London time) today.
On the basis of the timetable set out in the Scheme document dated 22 December
2006 and in consideration for the cancellation of their shareholdings,
shareholders on RHM's share register at 6.00 p.m. (London time) on 15 March 2007
will receive 83.2 pence in cash and one New Premier Share for each RHM Share
held in accordance with valid elections made by them. Cash consideration due to
holders of RHM Shares held in uncertificated form will be paid via CREST, and
any cheques in respect of any cash consideration due to holders of RHM Shares
held in certificated form will be despatched by no later than 30 March 2007.
Certificates for New Premier Shares will be credited to CREST accounts on 16
March 2007 and certificates despatched no later than 30 March 2007.
Terms used in this announcement have the same meanings as set out in the Scheme
document dated 22 December 2006.
Enquiries:
Premier Tel: 01727 815 850
Robert Schofield, Chief Executive
Paul, Thomas, Finance Director
Robert Lawson, Director of Mergers and Acquisitions
and Investor Relations
Gwyn Tyley, Investor Relations Manager
Rothschild (financial adviser to Premier) Tel: 020 7280 5000
Akeel Sachak
Alexis Masters
Robert Plowman
Credit Suisse (joint financial adviser
and corporate broker to RHM) Tel: 020 7888 8888
George Maddison
Ian Brown
Richard Crawley (Corporate Broker)
Citigroup (joint financial advisor to RHM) Tel: 020 7986 4000
Ian Carnegie-Brown
Iain Robertson
Irfan Shariff
Citigate Dewe Rogerson (PR adviser to Premier) Tel: 020 7638 9571
Michael Berkeley
Justin Griffiths
Nicola Smith
Financial Dynamics (financial PR adviser to RHM) Tel: 020 7269 7121
Andrew Lorenz
Richard Mountain
N M Rothschild & Sons Limited, which is authorised and regulated by the
Financial Services Authority in the United Kingdom, is acting as financial
adviser and sponsor to Premier and no one else in relation to the matters
described in this announcement and will not be responsible to any person other
than Premier for providing the protections afforded to clients of N M Rothschild
& Sons Limited, nor for providing advice in relation to the matters described in
this announcement.
Credit Suisse, which is authorised and regulated by the Financial Services
Authority, is acting for RHM and no-one else in connection with the Offer and
will not be responsible to anyone else other than RHM for providing the
protections afforded to clients of Credit Suisse or for providing advice in
relation to the Offer or any other matters referred to in this announcement.
Citigroup, which is authorised and regulated by the Financial Services
Authority, is acting for RHM and no-one else in connection with the Offer and
will not be responsible to anyone else other than RHM for providing the
protections afforded to clients of Citigroup or for providing advice in relation
to the Offer or any other matters referred to in this announcement.
This information is provided by RNS
The company news service from the London Stock Exchange
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