Global Offer of C&C Group PLC

C&C Group Plc 14 May 2004 THESE MATERIALS ARE NOT FOR RELEASE OR DISTRIBUTION IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN. THEY ARE NOT AN OFFER OF SECURITIES FOR SALE IN OR INTO THE UNITED STATES, CANADA, AUSTRALIA OR JAPAN. 14 May 2004 GLOBAL OFFER OF C&C GROUP PLC Announcement of Offer Price of €2.26 per share C&C Group plc ("C&C"), one of the largest manufacturers, marketers and distributors of branded beverages in Ireland and Northern Ireland and savoury snacks in Ireland, today announces the publication of Listing Particulars in respect of its initial public offering ("Global Offer") and that its ordinary shares will be priced at an offer price of €2.26 per Ordinary Share. The Global Offer was over subscribed, a strong market endorsement given volatile markets this week. Highlights of the Global Offer . At €2.26 per Ordinary Share, C&C will have a market capitalisation of approximately €725 million. . Global Offer of 176,000,000 Ordinary Shares, representing a value of €398 million, to be issued by C&C to institutional investors, with an over-allotment option of up to 10 per cent. • Proceeds of the Global Offer (including the over-allotment option, if exercised) will be used to redeem shares held by C&C's existing shareholders. • Directors and certain of the Group's senior management to receive redemption proceeds of €9 million and retain approximately 4.4 per cent. of the issued share capital of C&C, and institutional investors to receive redemption proceeds of €389 million and retain approximately 37.9 per cent. of the issued share capital of C&C. Directors and certain of the Group's senior management will be subject to lock-up arrangements of 360 days. Certain of C&C's institutional investors will be subject to lock-up arrangements of 180 days. • Conditional dealings in Ordinary Shares are expected to commence today, with admission to the Official Lists of the Irish Stock Exchange and the UK Listing Authority, trading and unconditional dealings expected to commence on Wednesday 19th May 2004. Citigroup and Goldman Sachs International are acting as Joint Global Co-Ordinators, Bookrunners and Sponsors of the Global Offer. IBI Corporate Finance and Davy are acting as Joint Lead Managers and Deutsche Bank is acting as Co-Lead Manager of the Global Offer. Commenting on today's announcement, Maurice Pratt, CEO, said: "We are delighted with the response to the flotation of C&C, particularly given the volatile market conditions experienced this week. The strong calibre of the shareholder base reflects the understanding of the business dynamics and prospects of C&C. We look forward to starting life as a public company and to delivering value to our shareholders. C&C's brands have leading positions in Ireland's cider, soft drinks and snacks markets, benefiting from our comprehensive distribution network. We view the prospects of C&C with confidence and are now well positioned to achieve our strategic objectives." Expected timetable Conditional dealings in Ordinary Shares commence(1) 9am on 14th May 2004 Admission and unconditional dealings in Ordinary Shares commence 8am on 19th May 2004 Note: each of the times and dates in this timetable is subject to change without further notice. (1) If Admission does not occur, all conditional dealings will be of no effect and any such dealings will be at the sole risk of the parties concerned For further information Citigroup + 44 20 7986 4000 Michael Lavelle Tim Harvey-Samuel Iain Robertson Goldman Sachs International + 44 20 7774 1000 Tim Bunting Phil Raper Basil Geoghegan Drury Communications + 353 1 260 5000 Paddy Hughes Mark Cahalane Billy Murphy Finsbury Group + 44 20 7251 3801 Edward Orlebar Julius Duncan Abigail Irving-Bell Notes to Editors The Group's head office is located in Dublin with its principal manufacturing and distribution facilities located in Clonmel, Cork, Dublin and Newcastle West in Ireland. The Group had an average of 2,003 employees for the year to 29 February 2004. The Group divides its operating activities into three divisions - Alcohol, International Spirits and Liqueurs, and Soft Drinks and Snacks. 72 per cent. of Group's turnover from continuing operations in the financial year 2004 was generated in Ireland, 18 per cent. from the United Kingdom including Northern Ireland, and 10 per cent. from the rest of the world. The Alcohol Division, the International Spirits and Liqueurs Division and the Soft Drinks and Snacks Division accounted for 57 per cent., 10 per cent., and 33 per cent. of the Group's turnover from continuing operations in the financial year 2004, respectively. The Group's portfolio comprises several of Ireland's most recognised beverage and savoury snacks brands, including the leading cider brand, four of the top five soft drinks and bottled water brands and the leading savoury snack brand. Key brands such as Bulmers, Ballygowan, Club Orange and Tayto hold number one brand market positions in Ireland. The Group was formerly known as Cantrell & Cochrane and was established in 1968 when Allied Breweries and Guinness Ireland merged their Irish soft drink and cider interests. Subsequently, Allied Domecq acquired full ownership of Cantrell & Cochrane in July 1998 when it purchased Guinness Ireland's interest. Funds advised by BC Partners, along with co-investors and management acquired the Group from Allied Domecq in a leveraged buy-out in January 1999. The contents of this announcement, which have been prepared by and are the sole responsibility of C&C, have been approved by Citigroup of Canada Square, Canary Wharf, London E14 5LB and Goldman Sachs International of Peterborough Court, 133 Fleet Street, London EC4A 2BB solely for the purposes of section 21(2)(b) of the Financial Services and Markets Act 2000. Citigroup, Goldman Sachs International, Davy, IBI Corporate Finance and Deutsche Bank and their respective affiliates are acting for C&C in relation to the Global Offer and no one else, and will not be responsible to anyone other than C &C for providing the protections offered to their respective clients nor for providing advice in relation to the Global Offer. No offer or invitation to acquire shares in C&C is being made by or in connection with this announcement. Any such offer is made solely by means of the listing particulars expected to be published later today and any acquisition of shares should be made solely on the basis of the information contained in that document and any supplements thereto. The value of shares can go down as well as up. Past performance is not a guide to future performance. Persons needing advice should consult a professional adviser. This announcement does not contain or constitute an offer of securities for sale in the United States. The Ordinary Shares have not been, and will not be, registered under the US Securities Act of 1933, as amended (the "Securities Act") and the Ordinary Shares may not be offered or sold in the United States absent registration or an exemption from registration. There will be no public offering of the Ordinary Shares in the United States. This announcement and the information contained herein are not for publication, distribution or release in, or into, the United States, Canada, Australia or Japan. Stabilisation/FSA. This information is provided by RNS The company news service from the London Stock Exchange
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