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CBRY Cadbury

863.00
0.00 (0.00%)
26 Apr 2024 - Closed
Delayed by 15 minutes
Share Name Share Symbol Market Type Share ISIN Share Description
Cadbury LSE:CBRY London Ordinary Share GB00B2PF6M70 ORD 10P
  Price Change % Change Share Price Bid Price Offer Price High Price Low Price Open Price Shares Traded Last Trade
  0.00 0.00% 863.00 0.00 01:00:00
Industry Sector Turnover Profit EPS - Basic PE Ratio Market Cap
0 0 N/A 0

Kraft Foods Inc. Offer Update And Result Of Elections

03/02/2010 7:30am

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TIDMCBRY 
 
RNS Number : 5828G 
Kraft Foods Inc. 
03 February 2010 
 
? 
NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN, INTO OR 
FROM JAPAN OR ANY OTHER JURISDICTION WHERE TO DO SO WOULD CONSTITUTE A VIOLATION 
OF THE RELEVANT LAWS OF THAT JURISDICTION 
For Immediate Release 
                                                                 3 February 2010 
                                      OFFER 
                                       by 
                                KRAFT FOODS INC. 
                                      for 
                                  CADBURY PLC 
  Offer update and result of elections under the Mix and Match Facility 
 
Introduction 
On 2 February 2010, Kraft Foods Inc. ("Kraft Foods") declared its recommended 
Final Offer to acquire the whole of the issued and to be issued share capital of 
Cadbury plc ("Cadbury") wholly unconditional. 
The Final Offer remains open until further notice and at least 14 days' notice 
will be given if Kraft Foods decides to close the Final Offer. 
Level of acceptances 
As announced by Kraft Foods on 2 February 2010, as at 1.00 p.m. (London time) on 
2 February 2010, Kraft Foods had received valid acceptances of the Offer in 
respect of a total of 987,684,041Cadbury Shares (including those represented by 
Cadbury ADSs), representing approximately 71.73 per cent. of the existing issued 
share capital of Cadbury. 
None of these acceptances had been received from persons acting in concert with 
Kraft Foods. 
Result of elections under the Mix and Match Facility 
As at 1.00 p.m. (London time) on 2 February 2010: (i) valid elections for 
additional New Kraft Foods Shares under the Mix and Match Facility had been 
received in respect of 732,866,649 Cadbury Shares (including those represented 
by Cadbury ADSs) and (ii) valid elections for additional cash under the Mix and 
Match Facility had been received in respect of 59,694,493 Cadbury Shares 
(including those represented by Cadbury ADSs). 
Accordingly, valid elections for additional New Kraft Foods Shares received 
before 1.00 p.m. (London time) on 2 February 2010 will be scaled down on a pro 
rata basis and valid elections for additional cash received before 1.00 p.m. 
(London time) on 2 February 2010 will be satisfied in full, with the result 
that: 
·    Cadbury Securityholders who have made an election to receive additional New 
Kraft Foods Shares under the Mix and Match Facility will receive 0.202664 New 
Kraft Foods Shares and GBP 4.756685 in cash per Cadbury Share and 0.810656 New 
Kraft Foods Shares and GBP 19.02674 in cash per Cadbury ADS, in each case in 
respect of which a valid election has been made;  and 
·    Cadbury Securityholders who have made an election to receive additional 
cash under the Mix and Match Facility will receive GBP 7.987155 in cash per 
Cadbury Share and GBP 31.94862 in cash per Cadbury ADS, in each case in respect 
of which a valid election has been made. 
The Mix and Match Facility will remain open until the end of the Subsequent 
Offer Period. 
Interests in Cadbury Shares 
On 1 February 2010 (being the latest practicable date prior to the publication 
of this announcement), Kraft Foods or any person acting in concert with Kraft 
Foods had the following interests in or rights to subscribe for relevant 
securities of Cadbury: 
+------------+----------+-----------+---------+------------+ 
| Name       | Nature   | Number    | Number  | Percentage | 
|            | of       | of        | of      | of         | 
|            | interest | Cadbury   | Cadbury | Cadbury's  | 
|            |          | Shares    | ADSs    | existing   | 
|            |          |           |         | issued     | 
|            |          |           |         | share      | 
|            |          |           |         | capital    | 
+------------+----------+-----------+---------+------------+ 
| Kraft      | Long     | 314,686   | 0       | 0.0229%    | 
| Foods      |          |           |         |            | 
| Global,    |          |           |         |            | 
| Inc.       |          |           |         |            | 
| Master     |          |           |         |            | 
| Retirement |          |           |         |            | 
| Fund       |          |           |         |            | 
+------------+----------+-----------+---------+------------+ 
| Hasim      | Long     | 588       | 0       | 0.00004%   | 
| Salim(1)   |          |           |         |            | 
+------------+----------+-----------+---------+------------+ 
| Michael    | Long     | 6,188     | 0       | 0.00045%   | 
| Magee(2)   |          |           |         |            | 
+------------+----------+-----------+---------+------------+ 
| Citigroup  | Short    | 1,100     | 24,811  | 0.0073%    | 
| Global     |          |           |         |            | 
| Markets    |          |           |         |            | 
| Inc.       |          |           |         |            | 
+------------+----------+-----------+---------+------------+ 
| Barclays   | Long     | 4,703,430 | 0       | 0.3416%    | 
| Bank plc   |          |           |         |            | 
+------------+----------+-----------+---------+------------+ 
| Barclays   | Long     | 1,440     | 0       | 0.0001%    | 
| Wealth     |          |           |         |            | 
| Trustees   |          |           |         |            | 
| (Jersey)   |          |           |         |            | 
| Ltd        |          |           |         |            | 
+------------+----------+-----------+---------+------------+ 
(1)         Hasim Salim is a director of PT Kraft Foods Company Indonesia. 
(2)         Michael Magee's interests comprise 6,188 unvested Cadbury Shares. Mr 
Magee is a director of Kraft Foods (Australia) Limited, Kraft Foods Limited, 
Lanes Food (Australia) Pty Ltd, Lanes Biscuits Pty Ltd, General Foods Pty Ltd, 
Kraft Jacobs Suchard (Australia) Pty Ltd and Kraft Foods (New Zealand) Ltd. 
Save as disclosed in this announcement, neither Kraft Foods, nor any person 
acting in concert with Kraft Foods, is interested in or has any rights to 
subscribe for any Cadbury Shares nor does any such person have any short 
position (whether conditional or absolute and whether in the money or 
otherwise), including any short position under a derivative or any arrangement 
in relation to the Cadbury Shares.  For these purposes, "arrangement" includes 
any agreement to sell or any delivery obligation or right to require another 
person to purchase or take delivery of Cadbury Shares and any borrowing or 
lending of Cadbury Shares which have not been on-lent or sold and any 
outstanding irrevocable commitment or letter of intent with respect to Cadbury 
Shares. 
Other than as expressly set out in this announcement, capitalised terms used in 
this announcement shall have the meaning given to them in the Final Offer 
Document published by Kraft Foods on 19 January 2010. 
Enquiries 
+---------------------------------+---------------------------------+ 
| Kraft Foods                     |                                 | 
+---------------------------------+---------------------------------+ 
| Perry Yeatman                   | +1 847 646 4538                 | 
| (Media)                         |                                 | 
+---------------------------------+---------------------------------+ 
| Chris Jakubik                   | +1 847 646 5494                 | 
| (Investors)                     |                                 | 
+---------------------------------+---------------------------------+ 
| Brunswick Group (public         |                                 | 
| relations)                      |                                 | 
+---------------------------------+---------------------------------+ 
| Richard Jacques                 | +44 20 7404 5959                | 
+---------------------------------+---------------------------------+ 
| Jonathan Glass                  | +44 20 7404 5959                | 
+---------------------------------+---------------------------------+ 
Further information 
This announcement does not constitute, and must not be construed as, an offer to 
sell or an invitation to purchase or subscribe for any securities or the 
solicitation of an offer to purchase or subscribe for any securities, pursuant 
to the Offer or otherwise.  The Offer is being made by the Original Offer 
Documents, the Final Offer Documents and accompanying documentation (the "Offer 
Documentation"). Cadbury Securityholders who accept the Offer may rely only on 
the Offer Documentation for all the terms and conditions of the Offer. 
This announcement is not a prospectus for the purposes of the EU Prospectus 
Directive.  Cadbury Securityholders in the EU should not tender their shares 
except on the basis of information in the prospectus published pursuant to the 
EU Prospectus Directive on Kraft Foods' website (as supplemented from time to 
time).  In making their decision whether or not to accept the Offer, Cadbury 
Securityholders who are South African residents will need to take into account 
the Excon Regulations, and consider whether or not their acceptance of the Offer 
and their subsequent receipt of consideration for their Cadbury Shares from 
Kraft Foods, whether in the form of cash and/or New Kraft Foods Shares, will be 
in compliance with the Excon Regulations. 
The release, publication or distribution of this announcement and any other 
Offer-related documentation in jurisdictions other than the UK, the US, Canada, 
France, Ireland or Spain, and the availability of the Offer to Cadbury 
Securityholders who are not resident in such jurisdictions may be affected by 
the laws or regulations of relevant jurisdictions.  Therefore any persons who 
 
 
are subject to the laws and regulations of any jurisdiction other than the UK, 
the US, Canada, France, Ireland or Spain, and Cadbury Securityholders who are 
not resident in such jurisdictions should inform themselves of and observe any 
applicable requirements. 
Forward-looking statements 
This announcement contains forward-looking statements regarding the Offer. Such 
statements include, but are not limited to, statements about the benefits of the 
combination and other such statements that are not historical facts, which are 
or may be based on Kraft Foods' plans, estimates and projections. These 
forward-looking statements are subject to a number of risks and uncertainties, 
many of which are beyond Kraft Foods' control, that could cause Kraft Foods' 
actual results to differ materially from those indicated in any such 
forward-looking statements. Such factors include, but are not limited to, the 
risk factors, as they may be amended from time to time, set forth in Kraft 
Foods' filings with the US Securities and Exchange Commission ("SEC"), including 
the registration statement on Form S-4, as amended from time to time, filed by 
Kraft Foods in connection with the Offer, Kraft Foods' most recently filed 
Annual Report on Form 10-K and subsequent reports on Forms 10-Q and 8-K.  Kraft 
Foods disclaims and does not undertake any obligation to update or revise any 
forward-looking statement in this announcement, except as required by applicable 
law or regulation. 
Additional US-related information 
This announcement is provided for informational purposes only and is neither an 
offer to purchase nor a solicitation of an offer to sell shares of Cadbury or 
Kraft Foods.  Kraft Foods has filed a registration statement and tender offer 
documents, including subsequent amendments and Cadbury has filed a 
solicitation/recommendation statement on Schedule 14D-9, including subsequent 
amendments, with the SEC in connection with the recommended Final Offer. 
Cadbury Shareholders who are US or Canadian residents and holders of Cadbury 
ADSs, wherever located, should read those filings, and any other filings made by 
Kraft Foods and Cadbury with the SEC in connection with the recommended Final 
Offer, as they contain important information.  Those documents, as well as Kraft 
Foods' other public filings with the SEC, may be obtained without charge at the 
SEC's website at www.sec.gov and at Kraft Foods' website at 
www.kraftfoodscompany.com. 
 
 
This information is provided by RNS 
            The company news service from the London Stock Exchange 
   END 
 
 ISEKKBDBNBKBFBK 
 
 
 
 

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