Merger Update

RNS Number : 8895X

Barr(A.G.) PLC

14 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

14 February 2013

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

All-share merger update: decision to seek Competition Commission clearance

The Boards of A.G. Barr and Britvic refer to their joint announcement noting the decision by the Office of Fair Trading (the "OFT") to refer the proposed merger of A.G. Barr and Britvic (the "Merger") to the Competition Commission due to concerns that the Merger could reduce competition between certain brands of A.G. Barr and Britvic.

A.G. Barr and Britvic believe that the merger will not result in a substantial lessening of competition and that they will be able to demonstrate this to the Competition Commission. The Boards of A.G. Barr and Britvic therefore intend to work together with the Competition Commission during its investigation with a view to seeking clearance of the proposed merger. The Competition Commission's investigation is expected to take approximately six months. If clearance is received from the Competition Commission on terms satisfactory to both A.G. Barr and Britvic, the Boards of A.G. Barr and Britvic will each reconsider, at that time, the terms of a possible merger between A.G. Barr and Britvic. There can be no certainty or assurance that, following such clearance, any such merger would be forthcoming or that any offer will be made by either A.G. Barr or Britvic.

A.G. Barr and Britvic consider there to be compelling rationale for clearance. The view of the two Boards on the benefits of the transaction is unchanged and they continue to believe that it is in the interests of the two shareholder groups. A.G. Barr and Britvic will continue to work closely with the authorities to expedite clearance.

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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