15th Feb 2007 10:41
Premier Foods plc15 February 2007 NOT FOR DISTRIBUTION OR TRANSMISSION, DIRECTLY OR INDIRECTLY, IN OR INTO THEUNITED STATES, AUSTRALIA, CANADA, JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SOWOULD CONSTITUTE A VIOLATION OF LOCAL SECURITIES LAW. PREMIER FOODS PLC RESULTS OF EXTRAORDINARY GENERAL MEETING ACQUISITION OF RHM PLC Premier is pleased to announce that at the Premier Extraordinary General Meetingheld today for the purposes of passing certain resolutions relating to theacquisition of RHM plc ("RHM") announced on 4 December 2006, the resolutions putto the meeting were duly passed without amendment. The meetings of RHM Shareholders to consider the Scheme are due to take placelater today. The proxy votes lodged on each resolution were as follows: to approve the acquisition of RHM plc - 286,955,268 votes for; 29,572 votes against; and 1,351,253 abstained from voting; to approve the increase the authorised share capital and to grant to the directors of Premier authority to allot relevant securities - 286,888,668 votes for; 96,172 votes against; and 1,351,253 abstained from voting; and to approve the rules of the Premier Foods Co-Investment Plan 2007 - 181,531,608 votes for; 78,397,621 votes against, and 28,406,864 abstained from voting. Terms used in the prospectus of the Company dated 22 December 2006 shall havethe same meanings when used in this announcement, unless the context requiresotherwise. For further information, please contact: Premier Tel: 01727 815 850Robert Schofield, Chief ExecutivePaul Thomas, Finance DirectorRobert Lawson, Director of Mergers and Acquisitions and Investor RelationsGwyn Tyley, Investor Relations Manager Rothschild (financial adviser to Premier) Tel: 020 7280 5000Akeel SachakAlexis MastersRobert Plowman Citigate Dewe Rogerson Tel: 020 7638 9571Michael BerkeleyJustin Griffiths This announcement has been issued by, and is the sole responsibility of,Premier. N M Rothschild & Sons Limited, which is authorised and regulated by theFinancial Services Authority in the United Kingdom, is acting as financialadviser and sponsor to Premier and no one else in relation to the mattersdescribed in this announcement and will not be responsible to any person otherthan Premier for providing the protections afforded to clients of N M Rothschild& Sons Limited, nor for providing advice in relation to the matters described inthis announcement. This announcement does not constitute an offer to sell or the solicitation of anoffer to buy New Premier Shares. The offer to acquire New Premier Shares inconnection with the Acquisition is being made solely on the basis of informationcontained in the prospectus of Premier dated 22 December 2006 and anysupplementary prospectus thereto. The information contained in thisannouncement is not for release, publication or distribution to persons in theUnited States, Canada, Australia, Japan or any other jurisdiction where to do somay constitute a violation of local securities laws. This announcement is notan offer of securities for sale into the United States. The New Premier Shareshave not been, and will not be, registered under the United States SecuritiesAct of 1933, as amended, and may not be offered or sold, directly or indirectly,in the United States absent registration or exemption from registration. TheNew Premier Shares have not been, and will not be, registered with anyregulatory authority of any state within the United States. There will be nopublic offer of securities within the United States. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Premier FoodsRHM.L