:. Food Industry News

Categories: Mergers and Acquisitions

Golden Circle Shareholders Support Heinz Proposal

Source: Golden Circle
04/12/2008

1 Dec, 2008 - Golden Circle Limited announces today that shareholders haveoverwhelmingly voted to support the proposed acquisition of Golden Circle by H.J. Heinz Company Australia Limited by approving the Scheme of Arrangement between Golden Circle and its shareholders.

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At the shareholder meeting to consider the Scheme of Arrangement, held in Caloundra today, shareholders voted 97.05% in favour by number of shareholders voting, exceeding the majority in number approval threshold, and 99.29% in favour by number of shares held, exceeding the 75% approval threshold.

As a result, the Heinz Proposal has obtained the required Golden Circle shareholder approval. Details of the votes cast on the resolution accompany this announcement. Golden Circle's Chairman, Mr Phillip Cave said Heinz also advised there had been no objection to the proposed transaction from the Australian Competition and Consumer Commission and the Foreign Investment Review Board.

Mr Cave welcomed the result of the shareholders' meeting which overwhelmingly supported the Heinz Proposal.

“The support for the Heinz Proposal by our shareholders is an important step in this process, which will help to secure Golden Circle’s future and provide benefits for shareholders, growers and our employees,” he said.

“Both companies have iconic brands and offer complementary products with a wide range of food and beverages for Australian consumers.

“Heinz and Golden Circle both have rich histories of providing good quality, affordable foods to generations of Australians and we look forward to this heritage continuing under the Heinz acquisition.”

Heinz Managing Director, Mr Peter Widdows, said, “Shareholders today have shown their support for Heinz as the future custodian of a great brand, and we look forward to growing the business and making the Golden Circle name even stronger.”

Next Steps

Implementation of the Heinz Proposal is subject to approval of the Scheme by the Supreme Court of Queensland at a Court hearing scheduled for Monday, 8 December 2008 and satisfaction (or waiver) of certain other conditions. Subject to receipt of these approvals, it is expected that the Heinz Proposal will become effective on Tuesday, 9 December 2008 with suspension of trading in Golden Circle shares on NSX scheduled for 5.00pm (Sydney time) on that day. The date and time for determining entitlements to the scheme consideration of $1.65 cash per Golden Circle share is expected to be 5.00pm (Brisbane time) on Tuesday, 16 December 2008 with the scheme consideration to be despatched to Golden Circle shareholders between Friday, 19 December 2008 and Tuesday, 30 December 2008.



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