1st Jul 2005 07:01
Pernod-Ricard SA30 June 2005 30 June 2005 Not for release, publication or distribution, in whole or in part, in or into or from, Australia, Canada or Japan Extraordinary General Meeting: Shareholders approve the issue of Pernod Ricard shares in connection with the offer by Pernod Ricard for Allied Domecq The Extraordinary General Meeting of shareholders of Pernod Ricard, meetingtoday under the chairmanship of Patrick Ricard at the CNIT in La Defense, Paris,has granted the Board of Directors conditional authorisation to increase theshare capital of Pernod Ricard thereby enabling the acquisition of Allied Domecq. The acquisition is to be effected by way of a Scheme of Arrangement, a procedureunder English law which, if approved by the Allied Domecq shareholders, wouldresult in the ownership of 100% of the shares of Allied Domecq. Subject to the sole condition that the Scheme of Arrangement becomes effective,the share capital of Pernod Ricard will be increased by a maximum €54,870,000through the issue of a maximum of 17,700,000 Pernod Ricard shares. Under the terms of the Offer, Allied Domecq shareholders will receive 545 pencein cash and 0.0158 new Pernod Ricard shares for each Allied Domecq share, orsuch other mix of cash and share consideration to which they may be entitledunder the Mix and Match Election. The acquisition is subject to the approval of: - the US and Canadian competition authorities, and - the Meeting of shareholders of Allied Domecq before the High Court of Justicein England and Wales and the Extraordinary General Meeting of shareholders ofAllied Domecq, which will both be held on Monday, 4 July 2005. Commenting on these developments, Patrick Ricard has issued the followingstatement: "I am pleased with the confidence expressed by our shareholders, who, in givingtheir approval to the increase in share capital of Pernod Ricard, will thusenable us to achieve this friendly takeover of Allied Domecq. This majoracquisition will make Pernod Ricard the world's second largest Wine and SpiritsGroup." For more information, please contact: Francisco de la VEGA, Communications VP Tel: +33 (0)1 41 00 40 96 Patrick de BORREDON, Investor Relations VP Tel: +33 (0)1 41 00 41 71 Florence TARON, Press Relations Manager Tel: +33 (0)1 41 00 40 88 Chris BARRIE, Citigate Dewe Rogerson Tel: +44 (0)20 7638 9571/ +44 (0)7968 727 289 Terms defined in the scheme circular dated 25 May 2005 have the same meaning inthis announcement. The release, publication or distribution of this announcement in certainjurisdictions may be restricted by law and therefore persons in any suchjurisdictions into which this announcement is released, published or distributedshould inform themselves about, and observe, such restrictions. Any failure tocomply with the restrictions may constitute a violation of the securities lawsof any such jurisdiction. This announcement does not constitute an offer for sale of securities or aninvitation to purchase or subscribe for any securities or a solicitation of anoffer to buy any securities pursuant to the announcement or otherwise in anyjurisdiction in which such offer or solicitation is unlawful. The new Pernod Ricard shares to be issued to the Allied Domecq shareholderspursuant to Allied Domecq's Scheme of Arrangement are not and will not beregistered pursuant to the Securities Act of 1933 or any other US regulationsapplicable to securities. The new Pernod Ricard shares will be issued pursuantto a registration exemption provided by Article 3(a)10 of the Securities Act. This information is provided by RNS The company news service from the London Stock ExchangeRelated Shares:
Princes Group