Posting of Scheme Circular
- 15 February 2007
- Press contact
Arla Foods UK has today made the following annoncement:
Recommended proposals for the cash acquisition of Arla Foods UK by Arla Holding
Following the announcement on 22 January 2007 (‘Announcement’) by Arla Foods UK and Arla Holding regarding the recommended acquisition by Arla Holding of all the Arla Foods UK Shares not already owned by it, Arla Foods UK announces that it has today posted the circular containing, amongst other things, the terms of the scheme of arrangement under section 425 of the Companies Act 1985 (the 'Act') by which the acquisition of Arla Foods UK will take place (the 'Scheme'), an explanatory statement relating to the Scheme (in compliance with section 426 of the Act), notices of the meetings of Arla Foods UK Shareholders (respectively ‘the Court Meeting and the Arla Foods UK EGM’), an expected timetable of principal events and details of the action to be taken by Arla Foods UK Shareholders.
The Court Meeting and the Arla Foods UK EGM to approve the Scheme are scheduled to be held on 12 March 2007. Subject to, amongst other things, approval at the relevant meetings, the Scheme is expected to become effective on or around 5 April 2007. Settlement of the consideration to which any holder of Scheme Shares is entitled thereunder being cash, or for Arla Foods UK Shareholders who validly elect to receive the Loan Note Alternative, Loan Notes will be despatched within 14 days of the Effective Date.
The Scheme Document will be available for inspection from Monday 19 February 2007 on Arla Foods UK's website - www.arlafoodsuk.com - and during normal business hours on any weekday (Saturdays, Sundays and public holidays excepted) at the offices of Ashurst, Broadwalk House, 5 Appold Street, London EC2A 2HA until the Effective Date.
Any capitalised term used but not defined in this announcement is as defined in the Announcement.
Hudson Sandler 44 (0)20 7796 4133
Michael Sandler / Jessica Rouleau
Numis Securities Limited, which is authorised and regulated by the Financial Services Authority, is acting exclusively for Arla Foods UK and for no-one else and will not be responsible to anyone other than Arla Foods UK for providing the protections afforded to clients of Numis Securities Limited or for providing advice in relation to the Acquisition.
The distribution of this announcement in jurisdictions other than the United Kingdom may be restricted by law and therefore any persons who are subject to the laws of any jurisdiction other than the United Kingdom should inform themselves about, and observe, any applicable requirements, This announcement has been prepared for the purpose of complying with English law and the Code and the information disclosed may not be the same as that which would have been disclosed if this announcement had been prepared in accordance with the laws of jurisdictions outside the United Kingdom.
The availability of information on the Acquisition to persons not resident in the United Kingdom may be affected by the laws of the relevant jurisdiction in which they are located. Persons who are not resident in the United Kingdom should inform themselves of and observe any applicable requirements.
Arla Foods is an international dairy company owned by 9,900 farmers from Denmark, Sweden, the UK, Germany, Belgium, Luxembourg and the Netherlands. Arla Foods is one of the leading players in the international dairy arena with well-known brands like Arla®, Lurpak®, Puck® and Castello®. Arla Foods is focused on providing good dairy nourishment from sustainable farming and operations and is also the world's largest manufacturer of organic dairy products.