Merger Update

RNS Number : 8297X

Barr(A.G.) PLC

13 February 2013

 

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION (IN WHOLE OR IN PART) IN, INTO OR FROM ANY JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION OF THE RELEVANT LAWS OF SUCH JURISDICTION

For Immediate Release

13 February 2013

A.G. BARR p.l.c. ("A.G. Barr") and Britvic plc ("Britvic")

All-share merger update: OFT decision

The Boards of A.G. Barr and Britvic note the announcement by the Office of Fair Trading (the "OFT") today of its decision to refer the merger of A.G. Barr and Britvic (the "Merger") to the Competition Commission.

Publication of the full text of the OFT's decision is awaited. A.G. Barr and Britvic will continue to work together and will make a further joint announcement following their combined review of the OFT's full decision.

As a result of the OFT's decision, condition 3(c) to the Merger (as set out in Part A of Part IV of the Scheme Document dated 5 December 2012) relating to UK merger control has not been satisfied and is now invoked by A.G. Barr.  In accordance with its terms, the Merger has now lapsed and Britvic confirms that the Scheme will not proceed.

Under Rule 12.2 of the Takeover Code, the Offer Period in relation to Britvic has now ended and a competition reference period has now commenced.

Capitalised terms used but not defined in this announcement have the same meanings as set out in the Scheme Document dated 5 December 2012.

Enquiries

A.G. BARR p.l.c.

Roger White

Alex Short                                                                                      [phone]

Rothschild (financial adviser to A.G. Barr)

Akeel Sachak

Stuart Vincent

Jessica Dale                                                                                   [phone]

Investec Bank plc (broker to A.G. Barr)

Keith Anderson

David Anderson

Henry Reast                                                                                   [phone]

College Hill (PR adviser to A.G. Barr)

Justine Warren

Matthew Smallwood                                                                        [phone]

Britvic plc

Gerald Corbett

John Gibney

Rupen Shah

Steve Nightingale                                                                             [phone]

Citigroup Global Markets Limited

(joint financial adviser and joint broker to Britvic)

David Wormsley

Jan Skarbek

Andrew Seaton                                                                               [phone]

Nomura International plc

(joint financial adviser and joint broker to Britvic)

Nicholas Marren

Ed Matthews                                                                                  [phone]

Brunswick (PR adviser to Britvic)

Mike Smith

Nick Cosgrove                                                                                [phone]

Rothschild, which is authorised and regulated in the United Kingdom by the FSA, is acting exclusively for A.G. Barr and for no-one else in connection with the matters set out in this announcement and will not be responsible to anyone other than A.G. Barr for providing the protections afforded to its clients or for providing advice in connection with the matters set out in this announcement.

Investec Bank plc, which is authorised and regulated in the United Kingdom by the FSA, is acting as corporate broker to A.G. Barr and for no-one else in connection with the matters set out in this announcement and will not be responsible to anyone other than A.G. Barr for providing the protections afforded to its clients or for providing advice in connection with the matters set out in this announcement.

Citigroup Global Markets Limited, which is authorised and regulated in the United Kingdom by the FSA, is acting exclusively for Britvic and for no-one else in connection with the matters set out in this announcement and will not be responsible to anyone other than Britvic for providing the protections afforded to its clients or for providing advice in connection with the matters set out in this announcement.

Nomura International plc, which conducts its UK investment banking business as Nomura, is authorised and regulated in the United Kingdom by the FSA and is acting as joint broker and joint financial adviser to Britvic and for no-one else in connection with the matters set out in this announcement.  Nomura will not be responsible to anyone other than Britvic for providing the protection afforded to its clients or for providing advice in connection with the matters set out in this announcement. 

Publication on website

A copy of this announcement will be made available, free of charge, subject to certain restrictions relating to persons resident in restricted jurisdictions, on Britvic's and A.G. Barr's websites at http://ir.britvic.comand www.agbarr.co.ukrespectively by no later than noon (London time) on the day following the date of this announcement. For the avoidance of doubt, the contents of those websites are not incorporated into and do not form part of this announcement.

You may request a hard copy of this announcement by contacting the Company Secretary of Britvic at [e-mail](or on [phone]) or by writing to Britvic plc, Breakspear Park, Breakspear Way, Hemel Hempstead, HP2 4TZ, or by contacting the Company Secretary of A.G. Barr at [e-mail](or on [phone]) or by writing to A.G. BARR p.l.c., Westfield House, 4 Mollins Road, Cumbernauld, G68 9HD. You may also request that all future documents, announcements and information to be sent to you in relation to the Merger should be in hard copy form.

 

END

 

 

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