Business
Announcement re Proposal by McCormick
Announcement re Proposal by McCormick.
About this update from Premier Foods Plc
[{"type":"text","content":"\n \nRNS Number : 2402T Premier Foods plc 24 March 2016 \n\nANNOUNCEMENT REGARDING PROPOSAL BY McCORMICK AND NISSIN FOODS HOLDINGS' ACQUISITION OF SHARES\n \nNOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY (IN WHOLE OR IN PART), IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF THAT JURISDICTION. THIS ANNOUNCEMENT DOES NOT CONSTITUTE A TAKEOVER OFFER OR AN OFFER OF SECURITIES.\n \n24 March 2016\n \nFor immediate release\nPremier Foods plc\n \nProposal by McCormick & Company, Inc., and Nissin Foods Holdings Co., Ltd.'s acquisition of shares in Premier Foods plc\n \nFurther to the announcement by the Company earlier today (the \"Prior Announcement\") acknowledging the purchase of a shareholding in Premier Foods plc (\"Premier\" or the \"Company\") by Nissin Foods Holdings Co., Ltd. (\"Nissin\"), the Board of Premier reiterates its view that the non-binding and highly conditional proposal from McCormick & Company, Inc. (\"McCormick\"), regarding a possible offer for the entire issued, and to be issued, ordinary share capital of Premier at an indicative price of 60 pence in cash per Premier share, significantly undervalues the Company and its prospects.\nHowever, should McCormick, or any other bona fide potential offeror, come forward with an improved proposal that better reflects the Board's assessment of the Company's underlying value over the longer term, the Board would give such offer careful consideration and evaluate its merits (including the level of conditionality), having regard to the best interests of all of its shareholders, employees and other stakeholders.\nSeparately, in respect of the Prior Announcement in which the Board referred to Nissin's unconditional agreement to acquire a 17.27 per cent. shareholding in Premier from an existing shareholder, the Board notes that the relevant acquisition price was agreed to be 63 pence per Premier share.\nIn accordance with Rule 2.6(a) of Takeover Code (the \"Code\"), McCormick is required, by not later than 5.00 p.m. on 20 April 2016, either to announce a firm intention to make an offer for the Company in accordance with Rule 2.7 of the Code or announce that it does not intend to make an offer, in which case the announcement will be treated as a statement to which Ru...