NEW YORK--(BUSINESS WIRE)--
Cadbury plc ("Cadbury" or "the Group") notes today's announcement by the
Takeover Panel Executive that it has imposed a deadline of 5.00pm on 9
November 2009, by which time Kraft Foods Inc ("Kraft") must, unless the
Takeover Panel Executive consents otherwise, either announce a firm
intention to make an offer for Cadbury under Rule 2.5 of the UK Takeover
Code, or announce that it does not intend to make an offer for Cadbury.
Kraft made a proposal to the Board of Cadbury on 28 August which was
rejected in a letter to the Chairman and CEO of Kraft on 31 August. On 7
September, Kraft published the terms of this proposal and the Board of
Cadbury confirmed that it had rejected the proposal on the grounds that
it made no strategic or financial sense for Cadbury and fundamentally
undervalued the Group and its prospects. The Board's view has not
changed since then and the Board reiterates its rejection of Kraft's
approach.
Roger Carr, Chairman of Cadbury said: "Cadbury has a strong position in
the global confectionery market and the Board is confident in Cadbury's
standalone pure play strategy and growth prospects. We have made our
position on Kraft's proposal very clear and we welcome the Panel's
decision today in the interests of obtaining clarity and certainty for
our shareholders and employees at the earliest opportunity."
Notes to the editor
About Cadbury plc
Cadbury is one of the world's largest confectionery businesses with
number one or number two positions in over 20 of the world's 50 biggest
confectionery markets. It also has the largest and most broadly spread
emerging markets business of any confectionery company. With origins
stretching back nearly 200 years, Cadbury's brands include many global,
regional and local favourites including Cadbury Dairy Milk, Flake, Creme
Egg and Green & Black's in chocolate; Trident, Dentyne, Hollywood and
Bubbaloo in gum; and Halls, Cadbury Eclairs, Bassett's and The Natural
Confectionery Co. in candy.
Dealing Disclosure Requirements
Under the provisions of Rule 8.3 of the Takeover Code (the "Code"), if
any person is, or becomes, "interested" (directly or indirectly) in 1%
or more of any class of "relevant securities" of Kraft or of Cadbury,
all "dealings" in any "relevant securities" of that company (including
by means of an option in respect of, or a derivative referenced to, any
such "relevant securities") must be publicly disclosed by no later than
3.30pm (London time) on the London business day following the date of
the relevant transaction. This requirement will continue until the date
on which the offer becomes, or is declared, unconditional as to
acceptances, lapses or is otherwise withdrawn or on which the "offer
period" otherwise ends. If two or more persons act together pursuant to
an agreement or understanding, whether formal or informal, to acquire an
"interest" in "relevant securities" of Kraft or Cadbury, they will be
deemed to be a single person for the purpose of Rule 8.3.
Under the provisions of Rule 8.1 of the Code, all "dealings" in
"relevant securities" of Kraft or of Cadbury by Kraft or Cadbury, or by
any of their respective "associates", must be disclosed by no later than
12.00 noon (London time) on the London business day following the date
of the relevant transaction.
A disclosure table, giving details of the companies in whose "relevant
securities" "dealings" should be disclosed, and the number of such
securities in issue, can be found on the Takeover Panel's website at www.thetakeoverpanel.org.uk.
"Interests in securities" arise, in summary, when a person has long
economic exposure, whether conditional or absolute, to changes in the
price of securities. In particular, a person will be treated as having
an "interest" by virtue of the ownership or control of securities, or by
virtue of any option in respect of, or derivative referenced to,
securities.
Terms in quotation marks are defined in the Code, which can also be
found on the Panel's website. If you are in any doubt as to whether or
not you are required to disclose a "dealing" under Rule 8, you should
consult the Panel.
Publication on Cadbury Website
A copy of this announcement will be made available for inspection on
Cadbury's website (www.cadbury.com)
free of charge.
Cadbury plc
+44-1895-615000
http://www.cadbury.com
or
Capital
Market Inquiries
John Dawson, +44-1895-615124
or
Media
Inquiries
Cadbury
Trevor Datson, +44-1895-615011
or
Finsbury
Andy
Merrill/ Jeremy Fielding, +1-212-303-7600
Source: Cadbury plc
<<Business Wire -- 10/01/2009>>