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Wednesday 20 October, 2004

Moet Hennessy Invsts

Offers for Glenmorangie Plc

Moet Hennessy Investissements
20 October 2004


Offers for Glenmorangie plc

Not for release, publication or distribution in whole or in part in, into or
from Canada, Australia or Japan


                        MOET HENNESSY INVESTISSEMENTS SA
                       ('MOET HENNESSY INVESTISSEMENTS')

                  RECOMMENDED CASH OFFERS FOR GLENMORANGIE PLC
                                ('GLENMORANGIE')


Summary


*    The Boards of Glenmorangie and Moet Hennessy Investissements announce that they have reached
     agreement on the terms of recommended cash offers for Glenmorangie, to be made by Lazard on behalf
     of Moet Hennessy Investissements, a wholly-owned subsidiary of Moet Hennessy SNC.

*    The Offers will be 1717.6 pence in cash for each Glenmorangie 'A' Share, with a Loan Note
     Alternative, and 2412.7 pence in cash for each Glenmorangie 'B' Share, with a Loan Note
     Alternative.  The Offers value Glenmorangie's existing issued share capital at approximately GBP
     300 million.

*    The 'A' Offer Price represents a premium of 62.4 per cent. to the share price of the Glenmorangie
     'A' Shares of 1057.5 pence and the 'B' Offer Price represents a premium of 43.0 per cent. to the
     share price of the Glenmorangie 'B' Shares of 1687.5 pence, in each case as at the close of
     business on 23 August 2004, the last business day before Glenmorangie announced that it had
     instructed its financial adviser to seek offers for Glenmorangie.

*    Moet Hennessy Investissements has received irrevocable undertakings to accept (or procure the
     acceptance of) the Offers (including from the directors of Glenmorangie) in respect of 5,343,982
     Glenmorangie 'A' Shares and in respect of 2,827,465 Glenmorangie 'B' Shares, representing
     approximately 45.1 per cent. of Glenmorangie's issued 'A' share capital and 70.7 per cent. of
     Glenmorangie's issued 'B' share capital, in total representing 61.2 per cent. of the voting rights
     of Glenmorangie.

*    Commenting on the Offers, Keith Edelman, Chairman of Glenmorangie said:

*    'This is a very good deal for our shareholders and employees.  Under the ownership of Moet
     Hennessy, Glenmorangie will continue to realise the full potential of the Glenmorangie, Ardbeg and
     Glen Moray brands.'

*    Commenting on the Offers, Christophe Navarre, CEO of Moet Hennessy said:

*    'Glenmorangie is a fine whisky, a growing brand and a strong company.  It will be a fitting
     companion for Moet & Chandon, Hennessy and our other prestige brands.  We look forward to a
     prosperous future together.'


This summary should be read in conjunction with the full text of the attached
announcement.



PRESS ENQUIRIES:

Glenmorangie                                          Tel:  +44 (0) 1506 852 929
Keith Edelman
Paul Neep
Iain Hamilton

Rothschild (Financial adviser to Glenmorangie)        Tel:  +44 (0) 20 7280 5000
Alex Midgen
Ed Welsh

Moet Hennessy                                         Tel:  +33 (1) 44 13 22 22
Chris Hollis

Michel Calzaroni / Olivier Labesse (DGM)              Tel:  +33 (1) 40 70 11 89
Hugh Morrison (M: Communications)                     Tel:  +44 (0) 20 7153 1534

Lazard (Financial adviser to Moet Hennessy)
Paris                                                 Tel:  +33 (1) 44 13 01 11
Georges Ralli
Alexandra Soto

London                                                Tel:  +44 (0) 20 7187 2000
William Rucker
Nicholas Hill


Panmure Gordon, a division of Lazard, is broker to the Offers.

This press announcement does not constitute an offer or invitation to purchase
any securities or a solicitation of an offer to buy any securities, pursuant to
the Offers or otherwise.  The Offers will be made solely by means of an offer
document and the acceptance forms accompanying the offer document, which will
contain the full terms and conditions of the Offers, including details of how
the Offers may be accepted.  Glenmorangie Shareholders are advised to read the
offer document and the accompanying acceptance forms when they are sent to them
because they will contain important information.

Rothschild is acting exclusively for Glenmorangie and no-one else in connection
with the Offers and will not be responsible to anyone other than Glenmorangie
for providing the protections afforded to clients of Rothschild nor for
providing advice in relation to the Offers.

Lazard is acting exclusively for Moet Hennessy Investissements and Moet Hennessy
and no-one else in connection with the Offers and will not be responsible to
anyone other than Moet Hennessy Investissements and Moet Hennessy for providing
the protections afforded to clients of Lazard nor for providing advice in
relation to the Offers.

The Offers, including the Loan Note Alternative, will not be made in or into,
and will not be capable of acceptance in or from, Canada, Australia or Japan.
Custodians, nominees and trustees should observe these restrictions and should
not send or distribute documents in or into Canada, Australia or Japan.

The Loan Notes have not been, and will not be, registered under or offered in
compliance with applicable securities laws of any state, province, territory or
jurisdiction of Canada, Australia or Japan and the relevant clearances have not
been, and will not be, obtained from the securities commission of any province
of Canada, and no prospectus has been lodged with, or registered by, the
Australian Securities and Investments Commission or the Japanese Ministry of
Finance.  Accordingly, the Loan Notes may not (unless an exemption under
relevant securities laws is applicable) be offered, sold, resold, delivered or
transferred, directly or indirectly, in or into Canada, Australia or Japan or
any other jurisdiction if to do so would constitute a violation of the relevant
laws of, or require registration thereof in, such jurisdiction or to, or for the
account or benefit of, a person located in Canada, Australia or Japan.
     
Notice to US holders of Glenmorangie Shares:

The Offers are being made for the securities of a UK company and are subject to
UK disclosure requirements which are different from those of the United States.
The financial information included in this announcement has been prepared in
accordance with generally accepted accounting principles of the United Kingdom
or France and thus may not be comparable to financial information of US
companies or companies whose financial statements are prepared in accordance
with generally accepted accounting principles in the United States.

It may be difficult for US holders of Glenmorangie Shares to enforce their
rights and any claim arising out of the US federal securities laws, since Moet
Hennessy Investissements and Glenmorangie are located in a foreign country, and
some or all of their officers and directors may be residents of a foreign
country. US holders of Glenmorangie Shares may not be able to sue a foreign
company or its officers or directors in a foreign court for violations of the US
securities laws. It may be difficult to compel a foreign company and its
affiliates to comply with a US court's judgement.

In accordance with normal UK practice, Moet Hennessy Investissements or its
nominees, or its brokers (acting as agents), may from time to time make certain
purchases of, or arrangements to purchase, Glenmorangie Shares outside the
United States, other than pursuant to the Offers, before or during the period in
which the Offers remain open for acceptance. These purchases may occur either in
the open market at prevailing prices or in private transactions at negotiated
prices. Any information about such purchases will be disclosed as required in
the UK and will be reported to a Regulatory Information Service of the UK
Listing Authority.

The Loan Notes to be issued in connection with the Offers have not been, and
will not be, registered under the US Securities Act or under the securities laws
of any jurisdiction of the United States. Accordingly, the Loan Notes may not
(unless an exemption under relevant securities laws is applicable) be offered,
sold, resold, delivered or transferred, directly or indirectly, in or into the
United States, or to, or for the account or benefit of, a person located in the
United States.






Not for release, publication or distribution in whole or in part in, into or
from Canada, Australia or Japan


                        MOET HENNESSY INVESTISSEMENTS SA
                       ('MOET HENNESSY INVESTISSEMENTS')

                  RECOMMENDED CASH OFFERS FOR GLENMORANGIE PLC
                                ('GLENMORANGIE')


1.     Introduction

       The Boards of Glenmorangie and Moet Hennessy Investissements announce that they have
       reached agreement on the terms of recommended cash offers, to be made by Lazard on behalf
       of Moet Hennessy Investissements, a wholly-owned subsidiary of Moet Hennessy SNC, to
       acquire the whole of the issued and to be issued share capital of Glenmorangie.

2.     The Offers

       The Offers, which will be subject to the conditions and further terms set out in Appendix
       1 and to be set out in the offer document, will be made on the following bases:

            For each Glenmorangie 'A' Share                    1717.6 pence in cash

            For each Glenmorangie 'B' Share                    2412.7 pence in cash

      Together, the Offers value Glenmorangie's existing issued share capital at approximately
      GBP 300 million.

      The 'A' Offer Price represents a premium of 62.4 per cent. to the share price of the
      Glenmorangie 'A' Shares of 1057.5 pence and the 'B' Offer Price represents a premium of
      43.0 per cent. to the share price of the Glenmorangie 'B' Shares of 1687.5 pence, in each
      case as at the close of business on 23 August 2004, the last business day before
      Glenmorangie announced that it had instructed its financial adviser to seek offers for
      Glenmorangie.

3.    Recommendation

      The directors of Glenmorangie, who have been so advised by Rothschild, consider the terms
      of the Offers to be fair and reasonable.  Accordingly, the directors of Glenmorangie
      unanimously recommend Glenmorangie Shareholders to accept the Offers as the directors have
      irrevocably undertaken to do in respect of their own Glenmorangie Shares (representing
      approximately 0.305 per cent. (36,190 'Glenmorangie A' Shares) of the issued 'A' Share
      capital of Glenmorangie and 0.129 per cent. (5,140 Glenmorangie 'B' Shares) of the issued
      'B' share capital of Glenmorangie).

      In providing its advice, Rothschild has taken into account the commercial assessments of
      the directors of Glenmorangie.

4.    Irrevocable Undertakings

      Moet Hennessy Investissements has received various irrevocable undertakings to accept (or
      procure the acceptance of) the Offers (including from the directors of Glenmorangie).

      The undertakings from the directors of Glenmorangie are in respect of their entire holdings
      amounting to, in aggregate, 36,190 Glenmorangie 'A' Shares and 5,140 Glenmorangie 'B'
      Shares, representing approximately 0.305 per cent. of Glenmorangie's issued 'A' share
      capital and 0.129 per cent. of Glenmorangie's issued 'B' share capital.  The undertakings
      from the directors of Glenmorangie will lapse only if the Offers lapse, are withdrawn or
      are not made by 28 days after the release of this announcement and remain binding in the
      event that higher competing offers for Glenmorangie are made.

      The undertakings also include undertakings from members of the Macdonald family and certain
      trusts in respect of their entire holdings amounting to, in aggregate, 2,344,888
      Glenmorangie 'A' Shares and 2,822,325 Glenmorangie 'B' Shares, representing respectively
      approximately 19.8 per cent. of Glenmorangie's issued 'A' share capital and 70.6 per cent.
      of Glenmorangie's issued 'B' share capital.  The undertakings from members of the Macdonald
      family and certain trusts will lapse only if the Offers lapse, are withdrawn or are not
      made and remain binding in the event that higher competing offers for Glenmorangie are
      made.

      These undertakings also include an undertaking from Voldgade Investment Holdings A/S (a
      subsidiary of Brown-Forman Corporation) in respect of 2,962,904 Glenmorangie 'A' Shares,
      representing approximately 25.0 per cent. of Glenmorangie's issued 'A' share capital.  This
      undertaking will lapse only if the Offers lapse, are withdrawn, are not made or if a third
      party announces a firm intention to make an offer to acquire all the equity share capital
      of Glenmorangie on or before 18 November 2004 provided that the financial value of the
      consideration represents, in the reasonable opinion of Lazard, an improvement in the
      financial value of the consideration under the Offers of at least 10 per cent. over the
      financial value of the consideration available under the Offers.

      In total therefore, Moet Hennessy Investissements has received irrevocable undertakings to
      accept (or procure the acceptance of) the Offers in respect of, in aggregate, 5,343,982
      Glenmorangie 'A' Shares and 2,827,465 Glenmorangie 'B' Shares, representing respectively
      approximately 45.1 per cent. of Glenmorangie's issued 'A' share capital and 70.7 per cent.
      of Glenmorangie's issued 'B' share capital, in total representing 61.2 per cent. of the
      voting rights of Glenmorangie.

5.    Loan Note Alternative

      As an alternative to some or all of the cash consideration of 1717.6 pence per Glenmorangie
      'A' Share and 2412.7 pence per Glenmorangie 'B' Share which would otherwise be receivable
      under the Offers, Glenmorangie Shareholders who validly accept the Offers (other than
      certain overseas shareholders) will be able to elect to receive Loan Notes to be issued by
      Moet Hennessy Investissements.

      The Loan Note Alternative will be made available on the following basis:

            for every GBP 1 of cash consideration     GBP 1 nominal value of Loan Notes
            under the Offers

       The Loan Notes, which will be governed by French law, will be unsecured obligations of
       Moet Hennessy Investissements, and will be guaranteed (in respect of principal and
       interest) by a leading international bank.  The Loan Notes will bear interest from the
       date of issue to the relevant holder of Loan Notes payable every six months in arrears
       (less any tax required by law to be deducted or withheld therefrom) on 15 June and 15
       December each year, with the first interest payment to be made on 15 June 2005, at a rate
       per annum calculated to be 0.80 per cent. below six month LIBOR as determined on the first
       business day of each such interest period.

       The Loan Notes will be redeemable at par (together with accrued interest) at the option of
       the holders, in whole or in part, on interest payment dates commencing on 15 December
       2005.  Any Loan Notes outstanding on 15 December 2012 will be redeemed at par (together
       with any accrued interest) on that date.  Moet Hennessy Investissements may elect to
       redeem any Loan Notes on 15 December 2005 or on any subsequent interest payment date if
       the aggregate nominal value of the Loan Notes then outstanding is less than GBP 10
       million.  The Loan Notes will be transferable, but no application will be made for them to
       be listed or dealt in on any stock exchange.

       The Loan Notes will be issued in integral multiples of GBP 1 nominal.  Fractional
       entitlements to Loan Notes will be disregarded and will not be issued to persons accepting
       the Offers.  Moet Hennessy Investissements reserves the right not to issue the Loan Notes
       where valid elections are received for an aggregate of less than GBP 15 million in nominal
       value of Loan Notes by the date the Offers become unconditional in all respects.  If
       insufficient elections are received, Glenmorangie Shareholders who elected to receive Loan
       Notes will instead receive cash consideration in accordance with the terms of the Offers.

       A maximum of GBP 100 million nominal of Loan Notes will be available to be issued under
       the Loan Note Alternative.  To the extent that valid elections for the Loan Notes exceed
       the maximum nominal amount of Loan Notes available, such elections will be scaled back pro
       rata, as nearly as practicable.  If elections for Loan Notes are scaled back, Glenmorangie
       Shareholders will receive the balance of their consideration in cash.

       The Loan Notes have not been, and will not be, registered under the US Securities Act, or
       under the securities laws of any state or other jurisdiction of the United States, Canada,
       Australia or Japan.  Accordingly, the Loan Notes may not (unless an exemption under the
       relevant securities laws is applicable) be offered, sold, resold, delivered or
       transferred, directly or indirectly, in or into the United States, Canada, Australia or
       Japan or to, or for the account or benefit of, a person located in the United States,
       Canada, Australia or Japan.

       Lazard has advised that, based on market conditions on 19 October 2004, being the last
       dealing day prior to the date of this announcement, its estimate of the value of the Loan
       Notes (had they been in issue on that day) would have been approximately 98.5 pence per
       GBP 1 nominal value of the Loan Notes.

       The Loan Note Alternative will be conditional on the Offers becoming or being declared
       unconditional in all respects and will remain open for so long as the Offers remain open
       for acceptance.  Full details of the Loan Note Alternative will be contained in the offer
       document.

6.     Information relating to Glenmorangie

       Founded originally in 1893 by Roderick Macdonald in partnership with Alexander Muir, as a
       wine and spirits merchant (Macdonald and Muir), Glenmorangie is today the only remaining
       listed family-controlled Scotch whisky distiller and blender.

       In the single malt whisky category, Glenmorangie's brands include Glenmorangie, Ardbeg and
       Glen Moray.  Glenmorangie also produces a number of brands of blended whiskies, including
       James Martin's and Bailie Nicol Jarvie. Glenmorangie, the leading brand, is the best
       selling single malt in the United Kingdom and one of the world's leading single malt
       whisky brands.

       Glenmorangie acquired the Glenmorangie Distillery in Tain, Ross-shire in 1918 and the Glen
       Moray-Glenlivet Distillery in Elgin, Morayshire in 1920.

       In 1996, Glenmorangie relocated from Leith to the Broxburn plant which boasts the only
       fully integrated whisky plant in the UK incorporating cooperage, cask warehousing,
       bottling, blending, sales, marketing and administrative functions all on one site.
       Production capacity at Broxburn is approximately 3 million 9-litre cases per annum.

       In February 1997, Glenmorangie acquired the Ardbeg Distillery on Islay, significantly
       strengthening Glenmorangie's portfolio of single malt whisky.

       Glenmorangie employs nearly 350 full time people based at Broxburn and the three
       distillery sites.

       For the year ended 31 March 2004, in accordance with generally accepted accounting
       principles in the United Kingdom, Glenmorangie reported turnover of GBP 68.8 million
       (2003: GBP 64.6 million) with operating profit pre exceptional items and goodwill of GBP
       11.7 million (2003: GBP 11.0 million) and net assets of GBP 81.5 million (2003: GBP 77.4
       million).

7.     Information relating to Moet Hennessy Investissements and Moet Hennessy

       Moet Hennessy is the wines and spirits business of LVMH, the world leader in luxury goods,
       and markets a small portfolio of prestige brands. Moet & Chandon is the leading champagne
       house and Hennessy is the leader in cognac. Other Moet Hennessy brands include Veuve
       Clicquot, Dom Perignon and Krug champagnes. Moet Hennessy is also active in sparkling and
       still wines. Brands are marketed through an international distribution network of
       wholly-owned and joint venture companies.

       For the year ended 31 December 2003, in accordance with generally accepted accounting
       principles in France, Moet Hennessy reported turnover of Euro 2,110 million (2002: Euro
       2,251 million) with income from operations of Euro 767 million (2002: Euro 710 million).

       Moet Hennessy is owned 66 per cent. by LVMH and 34 per cent. by Diageo plc.

       Moet Hennessy Investissements is a wholly-owned subsidiary of Moet Hennessy SNC.

8.     Background to the sale

       In July 2004, the Macdonald family and certain trusts controlling in excess of 50 per
       cent. of the voting rights of Glenmorangie advised the Board of their wish to sell their
       stake in the Company.  The shareholders recognised the contribution of the management and
       employees of Glenmorangie in successfully building a strong position for its brands.
       However, the shareholders also recognised that they needed to realise their investment in
       Glenmorangie in order to develop a more diversified investment portfolio.  The
       shareholders believed that the disposal should be carried out in a manner that was in the
       best interests of all shareholders and so that the future of the business and its
       employees could be safeguarded.

       Accordingly, Glenmorangie instructed its financial adviser, Rothschild, to seek offers for
       the Company.  A number of indicative offers was received and, of these, the proposal from
       Moet Hennessy was considered by the Board to be the most attractive for all stakeholders
       and in view of the support given to it by the Macdonald family and certain trusts, the
       most certain to complete.  This announcement of recommended cash offers for Glenmorangie
       is the result of an extensive and competitive auction process.

9.     Reasons for the Offers

       Moet Hennessy considers that Glenmorangie is a brand of the highest quality, positioned at
       the luxury end of the scotch whisky industry, and is thus perfectly complementary to Moet
       Hennessy's other brands.

       The Glenmorangie brand has been successfully built into one of the leading scotch malt
       whiskies in the UK, but has a small share of export markets.  Moet Hennessy has specific
       skills and experience in the marketing of luxury wines and spirits brands, and a strong
       track record.  Moet Hennessy believes that Glenmorangie has potential to grow faster and
       more profitably within Moet Hennessy than as a stand-alone company.

10.    Financing the Offers

       The Offers will be financed from Moet Hennessy's existing cash resources.

11.    Management and Employees

       Glenmorangie will remain a fully-fledged company within the Moet Hennessy Group.
       Glenmorangie has an experienced and successful management team and group of employees.
       Accordingly, Moet Hennessy Investissements confirms that, following the Offers becoming or
       being declared unconditional in all respects, the existing employment rights, including
       pension rights, of all employees of Glenmorangie will be fully safeguarded.

12.    Glenmorangie Share Option Plans

       The 'A' Offer will extend to any Glenmorangie 'A' Shares which are unconditionally
       allotted or issued before the date on which the 'A' Offer closes as a result of the
       exercise of options granted under the Glenmorangie Share Option Plans.

       If the 'A' Offer becomes or is declared unconditional in all respects, appropriate
       proposals will be made to holders of options under the Glenmorangie Share Option Plans.

13.    Compulsory acquisition and de-listing

       If Moet Hennessy Investissements receives acceptances under either of the Offers in
       respect of, and/or otherwise acquires, 90 per cent. or more of the Glenmorangie Shares to
       which that Offer relates and that Offer becomes or is declared unconditional in all
       respects, Moet Hennessy Investissements intends to exercise its rights pursuant to the
       provisions of sections 428 to 430F (inclusive) of the Companies Act 1985 to acquire
       compulsorily the remaining Glenmorangie Shares to which that Offer relates.

       After the Offers become or are declared unconditional in all respects, Moet Hennessy
       Investissements intends to procure the making of an application by Glenmorangie to the UK
       Listing Authority for the cancellation of the listing of Glenmorangie's Shares on the
       Official List and to the London Stock Exchange for the cancellation of the admission to
       trading of Glenmorangie's Shares on its market for listed securities.  It is anticipated
       that cancellation of listing and trading will take effect no earlier than 20 business days
       after the Offers become or are declared unconditional in all respects.  Such de-listings
       would significantly reduce the liquidity and marketability of any Glenmorangie Shares not
       tendered into the Offers.

14.    Disclosure of interests in Glenmorangie

       Save for the 5,343,982 Glenmorangie 'A' Shares and the 2,827,465 Glenmorangie 'B' Shares
       in respect of which Moet Hennessy Investissements has received irrevocable undertakings to
       accept (or procure the acceptance of) the Offers, neither Moet Hennessy Investissements
       nor any of the directors of Moet Hennessy Investissements nor, so far as Moet Hennessy
       Investissements is aware, any person acting in concert with Moet Hennessy Investissements,
       owns or controls any Glenmorangie Shares or holds any option to acquire any Glenmorangie
       Shares or has entered into any derivative referenced to Glenmorangie Shares which remains
       outstanding.

15.    General

       The offer document will be posted to Glenmorangie Shareholders as soon as practicable.

       The Offers will be subject to the conditions set out in Appendix 1.

       Panmure Gordon, a division of Lazard, is broker to the Offers.

       The bases and sources of certain financial information contained in this announcement are
       set out in Appendix 2.  Certain terms used in this announcement are defined in Appendix 3.





PRESS ENQUIRIES:

Glenmorangie                                          Tel:  +44 (0) 1506 852 929
Keith Edelman
Paul Neep
Iain Hamilton

Rothschild (Financial adviser to Glenmorangie)        Tel:  +44 (0) 20 7280 5000
Alex Midgen
Ed Welsh

Moet Hennessy                                         Tel:  +33 (1) 44 13 22 22
Chris Hollis

Michel Calzaroni / Olivier Labesse (DGM)              Tel:  +33 (1) 40 70 11 89
Hugh Morrison (M: Communications)                     Tel:  +44 (0) 20 7153 1534

Lazard (Financial adviser to Moet Hennessy)
Paris                                                 Tel:  +33 (1) 44 13 01 11
Georges Ralli
Alexandra Soto

London                                                Tel:  +44 (0) 20 7187 2000
William Rucker
Nicholas Hill



This press announcement does not constitute an offer or invitation to purchase
any securities or a solicitation of an offer to buy any securities, pursuant to
the Offers or otherwise.  The Offers will be made solely by means of an offer
document and the acceptance forms accompanying the offer document, which will
contain the full terms and conditions of the Offers, including details of how
the Offers may be accepted.  Glenmorangie Shareholders are advised to read the
offer document and the accompanying acceptance forms when they are sent to them
because they will contain important information.

Lazard is acting exclusively for Moet Hennessy Investissements and Moet Hennessy
and no-one else in connection with the Offers and will not be responsible to
anyone other than Moet Hennessy Investissements and Moet Hennessy for providing
the protections afforded to clients of Lazard nor for providing advice in
relation to the Offers.

Rothschild is acting exclusively for Glenmorangie and no-one else in connection
with the Offers and will not be responsible to anyone other than Glenmorangie
for providing the protections afforded to clients of Rothschild nor for
providing advice in relation to the Offers.

The Offers, including the Loan Note Alternative, will not be made in or into,
and will not be capable of acceptance in or from, Canada, Australia or Japan.
Custodians, nominees and trustees should observe these restrictions and should
not send or distribute documents in or into Canada, Australia or Japan.

The Loan Notes have not been, and will not be, registered under or offered in
compliance with applicable securities laws of any state, province, territory or
jurisdiction of Canada, Australia or Japan and the relevant clearances have not
been, and will not be, obtained from the securities commission of any province
of Canada, and no prospectus has been lodged with, or registered by, the
Australian Securities and Investments Commission or the Japanese Ministry of
Finance.  Accordingly, the Loan Notes may not (unless an exemption under
relevant securities laws is applicable) be offered, sold, resold, delivered or
transferred, directly or indirectly, in or into Canada, Australia or Japan or
any other jurisdiction if to do so would constitute a violation of the relevant
laws of, or require registration thereof in, such jurisdiction or to, or for the
account or benefit of, a person located in Canada, Australia or Japan.

Notice to US holders of Glenmorangie Shares:

The Offers are being made for the securities of a UK company and are subject to
UK disclosure requirements which are different from those of the United States.
The financial information included in this announcement has been prepared in
accordance with generally accepted accounting principles of the United Kingdom
or France and thus may not be comparable to financial information of US
companies or companies whose financial statements are prepared in accordance
with generally accepted accounting principles in the United States.

It may be difficult for US holders of Glenmorangie Shares to enforce their
rights and any claim arising out of the US federal securities laws, since Moet
Hennessy Investissements and Glenmorangie are located in a foreign country, and
some or all of their officers and directors may be residents of a foreign
country. US holders of Glenmorangie Shares may not be able to sue a foreign
company or its officers or directors in a foreign court for violations of the US
securities laws. It may be difficult to compel a foreign company and its
affiliates to comply with a US court's judgement.

In accordance with normal UK practice, Moet Hennessy Investissements or its
nominees, or its brokers (acting as agents), may from time to time make certain
purchases of, or arrangements to purchase, Glenmorangie Shares outside the
United States, other than pursuant to the Offers, before or during the period in
which the Offers remain open for acceptance. These purchases may occur either in
the open market at prevailing prices or in private transactions at negotiated
prices. Any information about such purchases will be disclosed as required in
the UK and will be reported to a Regulatory Information Service of the UK
Listing Authority.

The Loan Notes to be issued in connection with the Offers have not been, and
will not be, registered under the US Securities Act or under the securities laws
of any jurisdiction of the United States. Accordingly, the Loan Notes may not
(unless an exemption under relevant securities laws is applicable) be offered,
sold, resold, delivered or transferred, directly or indirectly, in or into the
United States, or to, or for the account or benefit of, a person located in the
United States.




                                   APPENDIX I

               CONDITIONS AND CERTAIN FURTHER TERMS OF THE OFFERS



1.    CONDITIONS OF THE OFFERS

Each of the 'A' Offer and the 'B' Offer will be subject to the following conditions:

(a)          valid acceptances being received (and not, where permitted, withdrawn) by not later than
             3.00 p.m. (London time) on the first closing date of the Offers (or such later time(s)
             and/or date(s) as Moet Hennessy Investissements may, subject to the rules of the City
             Code, decide) in respect of:

             (i)  not less than 90 per cent. (or such lower percentage as Moet Hennessy
                  Investissements may decide) in nominal value of the Glenmorangie 'A' Shares to
                  which the 'A' Offer relates; and

             (ii) not less than 90 per cent. (or such lower percentage as Moet Hennessy
                  Investissements may decide) in nominal value of the Glenmorangie 'B' Shares to
                  which the 'B' Offer relates;

             provided that this condition will not be satisfied unless Moet Hennessy Investissements
             and/or any Associate shall have acquired or agreed to acquire (whether pursuant to the
             Offers or otherwise) Glenmorangie Shares carrying in aggregate more than 50 per cent. of
             the voting rights then normally exercisable at a general meeting of Glenmorangie,
             including for this purpose (except to the extent otherwise agreed by the Panel) any such
             voting rights attaching to any Glenmorangie Shares that are unconditionally allotted or
             issued before the Offers become or are declared unconditional as to acceptances, whether
             pursuant to the exercise of any outstanding subscription or conversion rights or
             otherwise; and for this purpose:

             (i)     any reference to shares to which an offer relates shall be construed in
                     accordance with sections 428- 430F of the Companies Act 1985;

             (ii)    Glenmorangie Shares which have been unconditionally allotted but not issued
                     shall be deemed to carry the voting rights which they will carry upon issue; and

             (iii)   valid acceptances shall be deemed to have been received in respect of
                     Glenmorangie Shares which are treated for the purposes of section 429(8) of the
                     Companies Act 1985 as having been acquired or contracted to be acquired by Moet
                     Hennessy Investissements by virtue of acceptances of the Offers;

(b)          no Third Party having intervened and there not continuing to be outstanding any statute,
             regulation or order of any Third Party in each case which is or is likely to be material
             in the context of the Offers and would or might reasonably be expected to:

             (i)      make the Offers, their implementation or the acquisition or proposed
                      acquisition by Moet Hennessy Investissements or any member of the Wider Moet
                      Hennessy Group of any shares or other securities in, or control or management
                      of, Glenmorangie or any member of the Wider Glenmorangie Group void, illegal or
                      unenforceable in any jurisdiction, or otherwise directly or indirectly
                      restrain, prevent, prohibit, restrict or delay the same or impose additional
                      conditions or obligations with respect to the Offers or such acquisition, or
                      otherwise impede, challenge or interfere with the Offers or such acquisition,
                      or require amendment to the terms of the Offers or the acquisition or proposed
                      acquisition of any Glenmorangie Shares or the acquisition of control or
                      management of Glenmorangie or the Wider Glenmorangie Group by Moet Hennessy
                      Investissements or any member of the Moet Hennessy Group;

             (ii)     limit or delay, or impose any limitations on, the ability of any member of the
                      Wider Moet Hennessy Group or any member of the Wider Glenmorangie Group to
                      acquire or to hold or to exercise effectively, directly or indirectly, all or
                      any rights of ownership in respect of shares or other securities in, or to
                      exercise voting or management control over, any member of the Wider
                      Glenmorangie Group or any member of the Wider Moet Hennessy Group;

             (iii)    require, prevent or delay the divestiture by any member of the Wider Moet
                      Hennessy Group or by any member of the Wider Glenmorangie Group of all or any
                      portion of their respective businesses, assets or properties or limit the
                      ability of any of them to conduct any of their respective businesses or to own
                      or control any of their respective assets or properties or any part thereof;

             (iv)     except pursuant to Part XIIIA of the Companies Act 1985, require any member of
                      the Wider Moet Hennessy Group or of the Wider Glenmorangie Group to acquire, or
                      to offer to acquire, any shares or other securities (or the equivalent) in any
                      member of either group owned by any third party;

             (v)      limit the ability of any member of the Wider Moet Hennessy Group or of the
                      Wider Glenmorangie Group to conduct or integrate or co-ordinate its business,
                      or any part of it, with the businesses or any part of the businesses of any
                      other member of the Wider Moet Hennessy Group or of the Wider Glenmorangie
                      Group;

             (vi)     result in any member of the Wider Glenmorangie Group or the Wider Moet Hennessy
                      Group ceasing to be able to carry on business under any name under which it
                      presently does so; or

             (vii)    otherwise adversely affect any or all of the business, assets, profits,
                      financial or trading position or prospects of any member of the Wider
                      Glenmorangie Group or of the Wider Moet Hennessy Group,

             and all applicable waiting and other time periods during which any Third Party could
             intervene under the laws of any relevant jurisdiction having expired, lapsed or been
             terminated;

(c)          all notifications and filings which are necessary having been made, all necessary
             waiting and other time periods (including any extensions of such waiting and other time
             periods) under any applicable legislation or regulation of any relevant jurisdiction
             having expired, lapsed or been terminated (as appropriate) and all necessary statutory
             or regulatory obligations in any relevant jurisdiction having been complied with, in
             each case in connection with the Offers or the acquisition or proposed acquisition of
             any shares or other securities in, or control or management of, Glenmorangie or any
             other member of the Wider Glenmorangie Group by any member of the Wider Moet Hennessy
             Group or the carrying on by any member of the Wider Glenmorangie Group of its business;

(d)          all Authorisations which are necessary in any relevant jurisdiction for or in respect of
             the Offers or the acquisition or proposed acquisition of any shares or other securities
             in, or control or management of, Glenmorangie or any other member of the Wider
             Glenmorangie Group by any member of the Wider Moet Hennessy Group or the carrying on by
             any member of the Wider Glenmorangie Group of its business having been obtained, in
             terms and in a form reasonably satisfactory to Moet Hennessy Investissements, from all
             appropriate Third Parties in each case where the absence of such Authorisation would
             have a material adverse effect on the Glenmorangie Group taken as a whole and all such
             Authorisations remaining in full force and effect and there being no notice or
             intimation of any intention to revoke, suspend, restrict, modify or not to renew any of
             the same;

(e)          since 31 March 2004 and except as disclosed in Glenmorangie's annual report and accounts
             for the year then ended or as publicly announced prior to the date hereof by
             Glenmorangie (by the delivery of an announcement to a Regulatory Information Service) or
             disclosed prior to the date hereof in writing to Moet Hennessy or its professional
             advisers in the course of negotiations, there being no provision of any arrangement,
             agreement, licence, permit, franchise or other instrument to which any member of the
             Wider Glenmorangie Group is a party, or by or to which any such member or any of its
             assets is or are or may be bound, entitled or subject or any circumstance, which, in
             each case as a consequence of the Offers or the acquisition or proposed acquisition of
             any shares or other securities in, or control of, Glenmorangie or any other member of
             the Wider Glenmorangie Group by any member of the Wider Moet Hennessy Group or
             otherwise, could or might reasonably be expected to result in any case to an extent
             which is or would be material in the context of the Wider Glenmorangie Group taken as a
             whole in:

             (i)          any monies borrowed by or any other indebtedness or liabilities (actual or
                          contingent) of, or any grant available to, any member of the Wider
                          Glenmorangie Group being or becoming repayable or capable of being declared
                          repayable immediately or prior to its stated repayment date or the ability
                          of any member of the Wider Glenmorangie Group to borrow monies or incur any
                          indebtedness being withdrawn or inhibited or becoming capable of being
                          withdrawn;

             (ii)         the creation or enforcement of any mortgage, charge or other security
                          interest over the whole or any part of the business, property, assets or
                          interests of any member of the Wider Glenmorangie Group or any such
                          mortgage, charge or other security interest (wherever created, arising or
                          having arisen) becoming enforceable;

             (iii)        any such arrangement, agreement, licence, permit, franchise or instrument,
                          or the rights, liabilities, obligations or interests of any member of the
                          Wider Glenmorangie Group thereunder, being, or becoming capable of being,
                          terminated or adversely modified or affected or any adverse action being
                          taken or any obligation or liability arising thereunder;

             (iv)         any asset or interest of any member of the Wider Glenmorangie Group being
                          or falling to be disposed of or ceasing to be available to any member of
                          the Wider Glenmorangie Group or any right arising under which any such
                          asset or interest could be required to be disposed of or could cease to be
                          available to any member of the Wider Glenmorangie Group otherwise than in
                          the ordinary course of business;

             (v)          any member of the Wider Glenmorangie Group ceasing to be able to carry on
                          business under any name under which it presently does so;

             (vi)         the creation of material liabilities (actual or contingent) by any member
                          of the Wider Glenmorangie Group other than in the ordinary course of
                          business;

             (vii)        the rights, liabilities, obligations or interests of any member of the
                          Wider Glenmorangie Group under any such arrangement, agreement, licence,
                          permit, franchise or other instrument or the interests or business of any
                          such member in or with any other person, firm, company or body (or any
                          arrangement or arrangements relating to any such interests or business)
                          being terminated or adversely modified or affected; or

             (viii)       the financial or trading position or the prospects or the value of any
                          member of the Wider Glenmorangie Group being prejudiced or adversely
                          affected,

             and no event having occurred which, under any provision of any such arrangement,
             agreement, licence, permit or other instrument, could result in or would be reasonably
             likely to result in any of the events or circumstances which are referred to in
             paragraphs (i) to (viii) of this condition (e);

(f)          since 31 March 2004 and except as disclosed in Glenmorangie's annual report and accounts
             for the year then ended or as otherwise publicly announced prior to the date hereof by
             Glenmorangie (by the delivery of an announcement to a Regulatory Information Service) or
             disclosed prior to the date hereof in writing to Moet Hennessy or its professional
             advisers in the course of negotiations, no member of the Wider Glenmorangie Group
             having:

             (i)          issued or agreed to issue, or authorised the issue of, additional shares of
                          any class, or securities convertible into or exchangeable for, or rights,
                          warrants or options to subscribe for or acquire, any such shares or
                          convertible securities or transferred or sold any shares out of treasury,
                          other than as between Glenmorangie and wholly-owned subsidiaries of
                          Glenmorangie and other than any options granted as disclosed in writing to
                          Moet Hennessy Investissements or its professional advisers prior to the
                          date hereof and any shares issued or shares transferred from treasury upon
                          the exercise of any options granted under any of the Glenmorangie Share
                          Option Plans;

             (ii)         purchased or redeemed or repaid any of its own shares or other securities
                          or reduced or made any other change to any part of its share capital to an
                          extent which (other than in the case of Glenmorangie) is material in the
                          context of the Glenmorangie Group taken as a whole;

             (iii)        recommended, declared, paid or made any dividend or other distribution
                          whether payable in cash or otherwise or made any bonus issue (other than to
                          Glenmorangie or a wholly-owned subsidiary of Glenmorangie);

             (iv)         except as between Glenmorangie and its wholly-owned subsidiaries or between
                          such wholly-owned subsidiaries, made or authorised any material change in
                          its loan capital;

             (v)          (other than any acquisition or disposal in the ordinary course of business
                          or a transaction between Glenmorangie and a wholly-owned subsidiary of
                          Glenmorangie or between such wholly-owned subsidiaries) merged with,
                          demerged or acquired any body corporate, partnership or business or
                          acquired or disposed of or transferred, mortgaged, charged or created any
                          security interest over any assets or any right, title or interest in any
                          assets (including shares in any undertaking and trade investments) or
                          authorised the same, in each case to an extent which is material in the
                          context of the Glenmorangie Group taken as a whole;

             (vi)         issued or authorised the issue of, or made any change in or to, any
                          debentures or (except in the ordinary course of business or except as
                          between Glenmorangie and its wholly-owned subsidiaries or between such
                          wholly-owned subsidiaries) incurred or increased any indebtedness or
                          liability (actual or contingent) which in any case is material in the
                          context of the Glenmorangie Group taken as a whole;

             (vii)        entered into, varied, or authorised any agreement, transaction, arrangement
                          or commitment (whether in respect of capital expenditure or otherwise)
                          which is other than in the ordinary course of business, and:

                          (A)   is of a long term, onerous or unusual nature or magnitude or which is
                                reasonably likely to or could involve an obligation of such nature or
                                magnitude; or

                          (B)   is reasonably likely to or could restrict the business of any member
                                of the Wider Glenmorangie Group,

                          and which in any case is material in the context of the Glenmorangie Group
                          taken as a whole;

             (viii)       except as between Glenmorangie and its wholly-owned subsidiaries or between
                          such wholly-owned subsidiaries entered into, implemented, effected or
                          authorised any merger, demerger, reconstruction, amalgamation, scheme,
                          commitment or other transaction or arrangement in respect of itself or
                          another member of the Wider Glenmorangie Group otherwise than in the
                          ordinary course of business which in any case is material in the context of
                          the Glenmorangie Group taken as a whole;

             (ix)         entered into or varied the terms of any contract, agreement or arrangement
                          with any of the directors or senior executives of any member of the Wider
                          Glenmorangie Group;

             (x)          taken any corporate action or had any legal proceedings instituted or
                          threatened against it or petition presented or order made for its
                          winding-up (voluntarily or otherwise), dissolution or reorganisation or for
                          the appointment of a receiver, administrator, administrative receiver,
                          trustee or similar officer of all or any material part of its assets and
                          revenues or any analogous proceedings in any jurisdiction or appointed any
                          analogous person in any jurisdiction, which in any case is material in the
                          context of the Glenmorangie Group taken as a whole;

             (xi)         been unable, or admitted in writing that it is unable, to pay its debts or
                          having stopped or suspended (or threatened to stop or suspend) payment of
                          its debts generally or ceased or threatened to cease carrying on all or a
                          substantial part of its business in any case with a material adverse effect
                          of the Glenmorangie Group taken as a whole;

             (xii)        waived or compromised any claim which is material in the context of the
                          Glenmorangie Group taken as a whole;

             (xiii)       made any alteration to its memorandum or articles of association which is
                          material in the context of the Offers;

             (xiv)        made or agreed or consented to:

                          (A)   any material change:

                                (I)    to the terms of the trust deeds constituting the pension
                                       scheme(s) established for its directors, employees or their
                                       dependants; or

                                (II)   to the benefits which accrue or to the pensions which are
                                       payable thereunder; or

                                (III)  to the basis on which qualification for, or accrual or
                                       entitlement to, such benefits or pensions are calculated or
                                       determined; or

                                (IV)   to the basis upon which the liabilities (including pensions)
                                       or such pension schemes are funded or made,

                          in each case, which has an effect that is material in the context of the
                          Glenmorangie Group taken as a whole, or

                          (B)   any change to the trustees including the appointment of a trust
                                corporation;

             (xv)         proposed, agreed to provide or modified the terms of any share option
                          scheme, incentive scheme or other benefit relating to the employment or
                          termination of employment of any person employed by the Wider Glenmorangie
                          Group in a manner which is material in the context of the Glenmorangie
                          Group taken as a whole; or

             (xvi)        entered into any agreement, commitment or arrangement or passed any
                          resolution or made any offer (which remains open for acceptance) or
                          proposed or announced any intention with respect to any of the
                          transactions, matters or events referred to in this condition (f);

(g)          since 31 March 2004 and except as disclosed in Glenmorangie's annual report and accounts
             for the year then ended or as otherwise publicly announced prior to the date hereof by
             Glenmorangie (by the delivery of an announcement to a Regulatory Information Service) or
             disclosed prior to the date hereof in writing to Moet Hennessy or its professional
             advisers in the course of negotiations:

             (i)          there having been no adverse change or deterioration in the business,
                          assets, financial or trading positions or profit or prospects of any member
                          of the Wider Glenmorangie Group which in any case is material in the
                          context of the Glenmorangie Group taken as a whole;

             (ii)         no contingent or other liability of any member of the Wider Glenmorangie
                          Group having arisen or become apparent or increased which in any case is
                          material in the context of the Glenmorangie Group taken as a whole;

             (iii)        no litigation, arbitration proceedings, prosecution or other legal
                          proceedings to which any member of the Wider Glenmorangie Group is or is
                          likely to become a party (whether as plaintiff, defendant or otherwise)
                          having been threatened, announced, implemented or instituted by or against
                          or remaining outstanding against or in respect of any member of the Wider
                          Glenmorangie Group which in any case is material in the context of the
                          Glenmorangie Group taken as a whole; and

             (iv)         (other than as a result of the Offers) no enquiry or investigation by, or
                          complaint or reference to, any Third Party having been threatened,
                          announced, implemented, instituted by or against or remaining outstanding
                          against or in respect of any member of the Wider Glenmorangie Group which
                          in any case is material in the context of the Glenmorangie Group taken as a
                          whole; and

(h)          Moet Hennessy Investissements not having discovered

             (i)          that any financial or business or other information concerning the Wider
                          Glenmorangie Group disclosed at any time by or on behalf of any member of
                          the Wider Glenmorangie Group, whether publicly, to any member of the Wider
                          Moet Hennessy Group or otherwise, is misleading or contains any
                          misrepresentation of fact or omits to state a fact necessary to make any
                          information contained therein not misleading and which was not subsequently
                          corrected before the date hereof by disclosure either publicly or otherwise
                          in writing to Moet Hennessy Investissements or its professional advisers to
                          an extent which in any case is material in the context of the Glenmorangie
                          Group taken as a whole;

             (ii)         that any member of the Wider Glenmorangie Group is subject to any liability
                          (actual or contingent) which is not disclosed in Glenmorangie's annual
                          report and accounts for the financial year ended 31 March 2004 and which in
                          any case is material in the context of the Glenmorangie Group taken as a
                          whole; or

             (iii)        any information which affects the import of any information disclosed at
                          any time by or on behalf of any member of the Wider Glenmorangie Group to
                          an extent which is material in the context of the Glenmorangie Group taken
                          as a whole.

For the purpose of these conditions

             (i)          'Third Party' means any central bank, government, government department or
                          governmental, quasi-governmental, supranational, statutory, regulatory or
                          investigative body, authority, court, trade agency, association,
                          institution or professional or environmental body or any other similar
                          person or body whatsoever in any relevant jurisdiction;

             (ii)         a Third Party shall be regarded as having 'intervened' if, as a consequence
                          of or in relation to the Offers, it has decided to take, institute,
                          implement or threaten any action, proceeding, suit, investigation, enquiry
                          or reference or made, proposed or enacted any statute, regulation, decision
                          or order or taken any measures or other steps or required any action to be
                          taken or information to be provided or otherwise having done anything and
                          'intervene' shall be construed accordingly; and

             (iii)        'Authorisations' means authorisations, orders, grants, recognitions,
                          determinations, certificates, confirmations, consents, licences,
                          clearances, provisions and approvals.

Subject to the requirements of the Panel, Moet Hennessy Investissements reserves the right to waive
all or any of the above conditions, in whole or in part, except condition (a).

Conditions (b) to (h) (inclusive) must be fulfilled, be determined by Moet Hennessy Investissements
to be or remain satisfied or (if capable of waiver) be waived by midnight on the 21st day after the
later of the first closing date of the Offers and the date on which condition (a) is fulfilled (or in
each case such later date as Moet Hennessy Investissements may, with the consent of the Panel,
decide), failing which the relevant offer will lapse. Moet Hennessy Investissements shall be under no
obligation to waive (if capable of waiver), to determine to be or remain satisfied or to treat as
fulfilled any of conditions (b) to (h) (inclusive) by a date earlier than the latest date specified
above for the fulfilment of that condition, notwithstanding that the other conditions of the Offers
may at such earlier date have been waived or fulfilled and that there are, at such earlier date, no
circumstances indicating that any condition may not be capable of fulfilment.

If the Panel requires Moet Hennessy Investissements to make an offer for Glenmorangie Shares under
the provisions of Rule 9 of the City Code, Moet Hennessy Investissements may make such alterations to
the conditions of the Offers, including to condition (a), as are necessary to comply with the
provisions of that Rule.

The Offers will lapse if the acquisition of Glenmorangie by Moet Hennessy Investissements is referred
to the Competition Commission before the later of 3.00 p.m. (London time) on the first closing date
of the Offers and the date when the Offers become or are declared unconditional as to acceptances.

If the Offers lapse, they will cease to be capable of further acceptance.  Glenmorangie Shareholders
who have accepted the Offers and Moet Hennessy Investissements shall then cease to be bound by
acceptances delivered on or before the date on which the Offers lapse.

2.           CERTAIN FURTHER TERMS OF THE OFFERS

Glenmorangie Shares will be acquired by Moet Hennessy Investissements fully paid and free from all
liens, equitable interests, charges, encumbrances and other third party rights of any nature
whatsoever and together with all rights attaching to them, including the right to receive and retain
all dividends and distributions (if any) declared, made or payable after the date of this
announcement.

The Offers and, where relevant, the Loan Note Alternative will be on the terms and will be subject,
inter alia, to the conditions which are set out in this Appendix 1 and those terms which will be set
out in the formal offer document and such further terms as may be required to comply with the
provisions of the City Code.  The Offers and the Loan Note Alternative and any acceptances and
elections thereunder will be governed by English law.

The availability of the Offers to persons not resident in the United Kingdom may be affected by the
laws of the relevant jurisdictions.  Persons who are not resident in the United Kingdom should inform
themselves about and observe any applicable requirements.





                                  APPENDIX II

                               BASES AND SOURCES


(a)   The value attributed to the existing issued share capital of Glenmorangie is based upon the
      11,847,500 Glenmorangie 'A' Shares and 4,000,000 Glenmorangie 'B' Shares in issue on 19 October
      2004, the last business day prior to the date of this announcement.

(b)   There are 981,748 Glenmorangie 'A' Shares which are the subject of options granted under the
      Glenmorangie Share Option Plans.

(c)   Unless otherwise stated, the financial information on Glenmorangie is extracted from
      Glenmorangie's Annual Report and Accounts for the year ended 31 March 2004.

(d)   Unless otherwise stated, the financial information on Moet Hennessy is extracted from the
      published financial statements of LVMH for the year ended 31 December 2003.





                                  APPENDIX III

                                  DEFINITIONS


The following definitions apply throughout this announcement unless the context
requires otherwise.


''A' Offer'                                         the recommended cash offer (including the Loan Note
                                                    Alternative) to be made by Lazard, on behalf of
                                                    Moet Hennessy Investissements, to acquire each
                                                    Glenmorangie 'A' Share, including, where the
                                                    context so requires, any subsequent revision,
                                                    variation, extension or renewal of such offer

''A' Offer Price'                                   1717.6 pence per Glenmorangie 'A' Share

'Associate'                                         has the meaning given in section 430E of the
                                                    Companies Act 1985

''B' Offer'                                         the recommended cash offer (including the Loan Note
                                                    Alternative) to be made by Lazard, on behalf of
                                                    Moet Hennessy Investissements, to acquire each
                                                    Glenmorangie 'B' Share, including, where the
                                                    context so requires, any subsequent revision,
                                                    variation, extension or renewal of such offer

''B' Offer Price'                                   2412.7 pence per Glenmorangie 'B' Share

'City Code'                                         the City Code on Takeovers and Mergers

'Glenmorangie' or 'the Company'                     Glenmorangie plc

'Glenmorangie 'A' Share'                            includes:

                                                    (i)  the existing unconditionally allotted or
                                                    issued and fully paid 'A' ordinary shares (limited
                                                    voting rights) of 10 pence each in the capital of
                                                    Glenmorangie; and

                                                    (ii)  any further 'A' ordinary shares (limited
                                                    voting rights) of 10 pence each in the capital of
                                                    Glenmorangie which are unconditionally allotted or
                                                    issued and fully paid before the date on which the
                                                    'A' Offer closes or before such earlier date as
                                                    Moet Hennessy Investissements (subject to the City
                                                    Code) may determine not being earlier than the date
                                                    on which the 'A' Offer becomes or is declared
                                                    unconditional as to acceptances,

                                                    but excludes any shares held as treasury shares on
                                                    such date as Moet Hennessy Investissements may
                                                    determine before the date on which the 'A' Offer
                                                    closes (which may be a different date to the date
                                                    referred to in (ii))

'Glenmorangie 'B' Share'                            includes:

                                                    (i)  the existing unconditionally allotted or
                                                    issued and fully paid 'B' ordinary shares of 5
                                                    pence each in the capital of Glenmorangie; and

                                                    (ii)  any further 'B' ordinary shares of 5 pence
                                                    each in the capital of Glenmorangie which are
                                                    unconditionally allotted or issued and fully paid
                                                    before the date on which the 'B' Offer closes or
                                                    before such earlier date as Moet Hennessy
                                                    Investissements (subject to the City Code) may
                                                    determine not being earlier than the date on which
                                                    the 'B' Offer becomes or is declared unconditional
                                                    as to acceptances,

                                                    but excludes any shares held as treasury shares on
                                                    such date as Moet Hennessy Investissements may
                                                    determine before the date on which the 'B' Offer
                                                    closes (which may be a different date to the date
                                                    referred to in (ii))

'Glenmorangie Group'                                Glenmorangie and its subsidiary undertakings

'Glenmorangie Shareholders'                         holders of Glenmorangie Shares

'Glenmorangie Share Option Plans'                   the Glenmorangie plc 1999 Share Option Plan and the
                                                    Glenmorangie plc 1999 Savings-Related Share Option
                                                    Plan

'Glenmorangie Shares'                               the Glenmorangie 'A' Shares and the Glenmorangie
                                                    'B' Shares

'Lazard'                                            Lazard & Co., Limited, 50 Stratton Street, London
                                                    W1J 8LL

'Listing Rules'                                     the rules and regulations made by the Financial
                                                    Services Authority in its capacity as the UK
                                                    Listing Authority under the Financial Services and
                                                    Markets Act 2000, and contained in the UK Listing
                                                    Authority's publication of the same name

'Loan Note Alternative'                             the alternative whereby eligible Glenmorangie
                                                    Shareholders validly accepting the Offers may elect
                                                    to receive Loan Notes instead of all or part of the
                                                    cash consideration to which they would otherwise be
                                                    entitled under the Offers

'Loan Notes'                                        the guaranteed loan notes of Moet Hennessy
                                                    Investissements to be issued pursuant to the Loan
                                                    Note Alternative

'London Stock Exchange'                             London Stock Exchange plc

'LVMH'                                              LVMH Moet Hennessy Louis Vuitton SA, a company
                                                    incorporated in France

'LVMH Group'                                        LVMH and its subsidiaries and subsidiary
                                                    undertakings

'Moet Hennessy'                                     Moet Hennessy International and Moet Hennessy SNC
                                                    and their respective subsidiaries and subsidiary
                                                    undertakings

'Moet Hennessy International'                       Moet Hennessy International SA, a company
                                                    incorporated in France

'Moet Hennessy Investissements'                     Moet Hennessy Investissements SA, a wholly-owned
                                                    subsidiary of Moet Hennessy SNC

'Moet Hennessy SNC'                                 Moet Hennessy SNC, a company incorporated in France

'Offers'                                            means the 'A' Offer and the 'B' Offer

'Panel'                                             the Panel on Takeovers and Mergers

'Regulatory Information Service'                    any of the services set out in schedule 12 to the
                                                    Listing Rules

'Rothschild'                                        N M Rothschild & Sons Limited, New Court, St
                                                    Swithins Lane, London EC4P 4DU

'Substantial Interest'                              a direct or indirect interest in 20 per cent. or
                                                    more of the voting equity capital of an undertaking

'treasury shares'                                   any Glenmorangie Shares held by Glenmorangie as
                                                    treasury shares

'UK' or 'United Kingdom'                            the United Kingdom of Great Britain and Northern
                                                    Ireland

'United States of America' or 'United States'       the United States of America, its territories and
                                                    possessions, any state of the United States and the
                                                    District of Columbia

'US Securities Act'                                 the United States Securities Act of 1933, as
                                                    amended, and the rules and regulations promulgated
                                                    thereunder

'Wider Glenmorangie Group'                          Glenmorangie and its subsidiaries and subsidiary
                                                    undertakings and associated undertakings (including
                                                    any joint venture, partnership, firm or company in
                                                    which any member of the Glenmorangie Group is
                                                    interested or any undertaking in which Glenmorangie
                                                    and such undertakings (aggregating their interests)
                                                    have a Substantial Interest)

'Wider Moet Hennessy Group'                         Moet Hennessy International and Moet Hennessy SNC
                                                    and their respective subsidiaries and subsidiary
                                                    undertakings and associated undertakings (including
                                                    any joint venture, partnership, firm or company in
                                                    which any member of Moet Hennessy is interested or
                                                    any undertaking in which Moet Hennessy
                                                    International, Moet Hennessy SNC and such
                                                    undertakings (aggregating their interests) have a
                                                    Substantial Interest)





For the purposes of this announcement, 'subsidiary', 'subsidiary undertaking',
'undertaking' and 'associated undertaking' have the meanings given by the
Companies Act 1985 (but for this purpose ignoring paragraph 20(1)(b) of Schedule
4A of the Companies Act 1985).



All times referred to are London time unless otherwise stated.


                      This information is provided by RNS
            The company news service from the London Stock Exchange                       

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