2014 Annual General Meeting
• The 2014 AGM will be held on Tuesday 29 April 2014 at 11:00 am at the Holiday Inn – Bloomsbury, Coram Street, London, WC1N 1HT.
• Below are copies of the Notice of AGM and Form of Proxy.
Capital Refinancing Plan and Hovis Joint Venture – March 2014
- A General Meeting was held at 10:00 am on Thursday 20 March 2014 at the Doubletree by Hilton Hotel London - West End, 92 Southampton Row, London, WC1B 4BH
- Below are copies of the Circular in relation to the Capital Refinancing Plan and Hovis Joint Venture which included the Notice of the General Meeting together with voting results of the meeting. At the bottom of the page there is a link which allows you access the Prospectus, which relates to the Rights Issue.
We enclose a circular (the “Circular”) with a notice of a general meeting of Premier Foods plc (the "Company") below.
The general meeting is being called for the purpose of considering (i) a resolution to approve the disposal of 51% of the Company’s Bread business, to be managed as a joint venture with The Gores Group LLP, on the terms summarised in the Circular and (ii) certain resolutions to approve the terms of the Capital Refinancing Plan (as defined in the Circular) and certain matters in connection therewith, including relevant authorities required in connection with a proposed placing and a proposed rights issue by the Company (the "Rights Issue"). A form of proxy is enclosed for your use in connection with this general meeting (the “Meeting”). You are asked to vote at the Meeting.
THE ENCLOSED CIRCULAR IS MADE AVAILABLE TO YOU FOR INFORMATION PURPOSES ONLY IN CONNECTION WITH THE RESOLUTIONS PROPOSED AT THE GENERAL MEETING AND DOES NOT CONSTITUTE AN OFFER OF SECURITIES FOR SALE OR A SOLICITATION OF AN OFFER TO PURCHASE ANY SECURITIES IN THE UNITED STATES (AS DEFINED IN THE U.S. SECURITIES ACT OF 1933, AS AMENDED), OR IN ANY OTHER JURISDICTION IN WHICH SUCH OFFER OR SOLICITATION IS NOT AUTHORIZED OR TO ANY PERSON TO WHOM IT IS UNLAWFUL TO MAKE SUCH OFFER OR SOLICITATION.
The securities in relation to the Rights Issue have been not and will not be registered under the US Securities Act. A prospectus has been prepared in connection with the Rights Issue (the “Prospectus”). Unless otherwise determined by the Company and permitted by applicable law and regulation, no shares are being offered for sale or subscription in the United States (as the term is defined in the US Securities Act) (or to “U.S. persons” (as the term is defined in the US Securities Act)) pursuant to the Rights Issue and shareholders located in the United States (as the term is defined in the US Securities Act) or other excluded territories will not be permitted to participate in the Rights Issue or to access the Prospectus. Instead, the underwriters to the Rights Issue will endeavour to sell the subscription rights of shareholders in the United States and other excluded territories in the market, nil-paid, by 11 April 2014, in each case for the benefit of such persons if a premium over the expenses of sale can be obtained, and the net proceeds of that sale (after deduction for expenses) will be distributed pro rata to the persons entitled thereto in accordance with the provisions of the Prospectus.
Click here to access the Prospectus