Aryzta AG http://www.alacrastore.com/company-snapshot/Aryzta_AG-2014736 Friday, September 05, 2008 5:41:39 AM 2014736 Aryzta AG en AlacraStore RSS Builder 1.0 30 SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to raise its interest to ##% from ##%, by acquiring a ##% stake or #.### mil ordinary shares, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesaler of bakery products, from Lion Capital LLP, for ###.### mil Swiss francs (###.### mil euros/$###.### mil US), in a privately negotiated transaction. The consideration was to consist of ##.### mil francs (## mil euros/$##.### mil) in cash and the issuance of ##.# mil IA new ordinary shares valued at ###.### mil francs (###.### mil euros/$###.### mil). The shares were valued based on IA's closing stock price of ##.#### francs (##.## euros/$##.###) June #, the last full trading day prior to the announcement. Concurrently, IA agreed to acquire the remaining ##% interest or #.### mil ordinary shares, which it did not already own, in HD. The transaction was subject to regulatory and shareholders' approvals.6/10/2008 2:27:10 PM44920Y42953T44920A42953TIAWS Group PLCHiestand Schweiz AGIrish Agricultural Wholesale Society Ltd{IAWS Ltd}Hiestand Schweiz AGhttp://www.alacrastore.com/storecontent/Thomson_M%26A/IAWS_Group_PLC_acquires_a_minority_stake_in_Hiestand_Schweiz_AG-1984901040sdc/19849010401984901040Copyright © 2008, Thomson Financial, All Rights ReservedIrish StkFood and Kindred ProductsIreland-RepBread and other bakery products, except cookies2051FFForeignPublicIAW.IR2051:Bread and other bakery products, except cookies2053:Frozen bakery products, except bread5142:Packaged frozen foods5149:Groceries and related products, nec5199:Nondurable goods, nec5191:Farm suppliesZurichFood and Kindred ProductsSwitzerlandBread and other bakery products, except cookies2051FFForeignPublicHIEHOL179061001Whl fertilizer prodProd,whl bakery prodCashNewly Issued Ord ShOrdinary Share445544001Jun 10 2008511.3780013.1550085.3840085.3840068.3400061.2840055.3920043.26200271.427000.513000.6210049.0320075.0880039.8610051.45800655.6040043.09700580.24500EUR31 Jul 070.00000168.187000.000002608.532002653.55700EURO31 Dec 0731 Dec 0731 Dec 0631 Dec 0531 Dec 0431 Dec 030.883001.000002.000003.000004.000005.000006.000007.000008.00000IAWS Group PLC, located inDublin, Ireland, produces andwholesales bakery andconvenience food products. Ithas lifestyle food operationsin Ireland, the UK, France,the USA and Canada. Thecompany was founded in 1988.IAWS Group PLC, located in Dublin, Ireland, produces andwholesales bakery and convenience food products. It haslifestyle food operations in Ireland, the UK, France, theUSA and Canada. The company was founded in 1988.IAWS Group PLC, located in Dublin, Ireland, produces and wholesales bakery and convenience food products. It has lifestyle food operations in Ireland, the UK, France, the USA and Canada. The company was founded in 1988.1.000002.000003.000004.000005.000006.000007.000008.000009.0000010.0000011.00000Hiestand Schweiz AG,headquartered inSchlieren-Zurich, Switzerland,produces and wholesales bakeryproducts. The company'sproducts include bread,baguettes, toast andsandwiches. It has operationsin Germany, Eastern Europe,Asia and Australia. Thecompany was founded in 1967.Hiestand Schweiz AG, headquartered in Schlieren-Zurich,Switzerland, produces and wholesales bakery products. Thecompany's products include bread, baguettes, toast andsandwiches. It has operations in Germany, Eastern Europe,Asia and Australia. The company was founded in 1967.Hiestand Schweiz AG, headquartered in Schlieren-Zurich, Switzerland, produces and wholesales bakery products. The company's products include bread, baguettes, toast and sandwiches. It has operations in Germany, Eastern Europe, Asia and Australia. The company was founded in 1967.0.000000.000000.000000.53000YSwiss Franc09 Jun 08Mon, 09 Jun 2008 00:00:00 ESTDate Announced: 06/09/2008Date Effective:Acq. Part. Int.Neutral0.000000.000000.000000.000000.000000.00000Price/Share0.00000378.303 Swiss Franc378.303000.00000378.303 Swiss Franc378.303000.000000.000000.000000.00000554.13000378.303 Swiss Franc0.98300N188.831000.000000.000000.000000.000000.00000372.01600372.016000.000000.000000.000000.000000.000000.0000032.0000032.0000012.2310021.299003.6960026.199001.593009.3730026.199001.593000.0000018.0360018.527000.285000.0000019.6330024.52500125.382000.00000282.5880016.7250016.8060019.9280025.391001.000002.000003.000004.000005.000006.000007.000008.000009.0000010.0000011.0000012.0000013.0000014.0000015.0000016.0000017.0000018.0000019.0000020.0000021.0000022.0000023.0000024.0000025.0000026.0000027.0000028.0000029.0000030.0000031.0000032.0000033.0000034.0000035.0000036.0000037.00000SWITZERLAND - IAWS Group PLCof Ireland (IA), a unit ofIrish Agricultural WholesaleSociety Ltd agreed to raiseits interest to 64% from 32%,by acquiring a 32% stake or0.170 mil ordinary shares, inHiestand Schweiz AG (HD), aSchlieren-Zurich-basedproducer and wholesaler ofbakery products, from LionCapital LLP, for 378.303 milSwiss francs (235.486 mileuros/$372.016 mil US), in aprivately negotiatedtransaction. The considerationwas to consist of 48.194 milfrancs (30 mil euros/$47.393mil) in cash and the issuanceof 12.7 mil IA new ordinaryshares valued at 330.109 milfrancs (205.486 mileuros/$324.623 mil). Theshares were valued based onIA's closing stock price of25.9928 francs (16.18euros/$25.561) June 6, thelast full trading day prior tothe announcement.Concurrently, IA agreed toacquire the remaining 36%interest or 0.192 mil ordinaryshares, which it did notalready own, in HD. Thetransaction was subject toregulatory and shareholders'approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to raise its interest to 64% from 32%, by acquiring a 32% stake or 0.170 mil ordinary shares, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesaler of bakery products, from Lion Capital LLP, for 378.303 mil Swiss francs (235.486 mil euros/$372.016 mil US), in a privately negotiated transaction. The consideration was to consist of 48.194 mil francs (30 mil euros/$47.393 mil) in cash and the issuance of 12.7 mil IA new ordinary shares valued at 330.109 mil francs (205.486 mil euros/$324.623 mil). The shares were valued based on IA's closing stock price of 25.9928 francs (16.18 euros/$25.561) June 6, the last full trading day prior to the announcement. Concurrently, IA agreed to acquire the remaining 36% interest or 0.192 mil ordinary shares, which it did not already own, in HD. The transaction was subject to regulatory and shareholders' approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural WholesaleSociety Ltd agreed to raise its interest to 64% from 32%, by acquiring a 32% stake or0.170 mil ordinary shares, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producerand wholesaler of bakery products, from Lion Capital LLP, for 378.303 mil Swiss francs(235.486 mil euros/$372.016 mil US), in a privately negotiated transaction. Theconsideration was to consist of 48.194 mil francs (30 mil euros/$47.393 mil) in cash andthe issuance of 12.7 mil IA new ordinary shares valued at 330.109 mil francs (205.486 mileuros/$324.623 mil). The shares were valued based on IA's closing stock price of 25.9928francs (16.18 euros/$25.561) June 6, the last full trading day prior to the announcement.Concurrently, IA agreed to acquire the remaining 36% interest or 0.192 mil ordinaryshares, which it did not already own, in HD. The transaction was subject to regulatory andshareholders' approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to raise its interest to 64% from 32%, by acquiring a 32% stake or 0.170 mil ordinary shares, inHiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesaler of bakery products, from Lion Capital LLP, for 378.303 mil Swiss francs (235.486 mil euros/$372.016 mil US), in a privatelynegotiated transaction. The consideration was to consist of 48.194 mil francs (30 mil euros/$47.393 mil) in cash and the issuance of 12.7 mil IA new ordinary shares valued at 330.109 mil francs(205.486 mil euros/$324.623 mil). The shares were valued based on IA's closing stock price of 25.9928 francs (16.18 euros/$25.561) June 6, the last full trading day prior to the announcement.Concurrently, IA agreed to acquire the remaining 36% interest or 0.192 mil ordinary shares, which it did not already own, in HD. The transaction was subject to regulatory and shareholders' approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to raise its interest to 64% from32%, by acquiring a 32% stake or 0.170 mil ordinary shares, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesalerof bakery products, from Lion Capital LLP, for 378.303 mil Swiss francs (235.486 mil euros/$372.016 mil US), in a privately negotiatedtransaction. The consideration was to consist of 48.194 mil francs (30 mil euros/$47.393 mil) in cash and the issuance of 12.7 mil IA newordinary shares valued at 330.109 mil francs (205.486 mil euros/$324.623 mil). The shares were valued based on IA's closing stock priceof 25.9928 francs (16.18 euros/$25.561) June 6, the last full trading day prior to the announcement. Concurrently, IA agreed to acquirethe remaining 36% interest or 0.192 mil ordinary shares, which it did not already own, in HD. The transaction was subject to regulatoryand shareholders' approvals.$ 372.016 - Davy Corporate Finance - Adv,F Opin$ 372.016 - Credit Suisse Group - Adv,F Opin$ 372.016 - BNP Paribas SA - Adv,F Opin0.000000.000000.00000Davy Corporate FinanceCredit Suisse GroupBNP Paribas SA1.000002.000003.00000Swiss Capital Group1.00000$ 372.016 - Swiss Capital Group - Adv0.00000Pending769.65700122.995001907.619001940.54600578.8800096.6550096.6550077.3610069.3740062.7040048.97300307.2550055.5040085.0000064.5900059.3900049.6500035.3500085.00000319.89000319.89000270.39100234.78800203.27900171.8450045.1230034.2870031.3730026.2220018.2530045.1230058.2500049.0910042.4610036.7940026.8170058.25000742.14400517.69400450.66500397.54100331.87800742.14400656.83800656.83800620.29600358.23300358.07300285.92000Status:PendingSFR26.1990026.1990.078003.848003.84817.1260021.4010014.6860028.3270022.28600271.4270035.4090023.1130012.2310021.299003.696002051:Bread and other bakery products, except cookies2053:Frozen bakery products, except bread5142:Packaged frozen foods5149:Groceries and related products, nec5199:Nondurable goods, nec139613001Ireland-Rep5191ForeignPrivate2051:Bread and other bakery products, except cookies2053:Frozen bakery products, except bread5142:Packaged frozen foods5149:Groceries and related products, nec5199:Nondurable goods, nec445544001ZurichSwitzerland2051ForeignPublicHIEHOL372.01600378.30300372.01600188.83100Deal InformationThomson Financial Mergers & AcquisitionsSWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to acquire the remaining ##% interest or #.### mil ordinary shares, which it did not already own, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesaler of bakery products, in a stock swap transaction valued at ###.### mil Swiss francs (###.### mil euros/$###.### mil US), via scheme of arrangement. The transaction was carried out through merger by absorption, whereby a new company named ARYZTA AG (AG) will be formed. HD shareholders were to receive ## AG ordinary shares per share held and IA shareholders were to receive #.# AG shares per share held. Based on IA's closing stock price of ##.#### francs (##.## euros/$##.###) June #, the last full trading day prior to the announcement. Concurrently, IA agreed to raise its interest to ##% from ##%, by acquiring a ##% stake or #.### mil ordinary shares, in HD. Upon effectivity of the scheme, IA will be delisted in the Irish Stock Exchange and the London Stock Exchange. The transaction was subject to regulatory and shareholders' approvals.6/10/2008 2:27:10 PM44920Y42953T44920A42953TIAWS Group PLCHiestand Schweiz AGIrish Agricultural Wholesale Society Ltd{IAWS Ltd}Hiestand Schweiz AGhttp://www.alacrastore.com/storecontent/Thomson_M%26A/IAWS_Group_PLC_acquires_Hiestand_Schweiz_AG-1984911040sdc/19849110401984911040Copyright © 2008, Thomson Financial, All Rights ReservedIrish StkFood and Kindred ProductsIreland-RepBread and other bakery products, except cookies2051FFForeignPublicIAW.IR2051:Bread and other bakery products, except cookies2053:Frozen bakery products, except bread5142:Packaged frozen foods5149:Groceries and related products, nec5199:Nondurable goods, nec5191:Farm suppliesZurichFood and Kindred ProductsSwitzerlandBread and other bakery products, except cookies2051FFForeignPublicHIEHOL179061001Whl fertilizer prodProd,whl bakery prodNewly Issued Ord ShOrdinary Share445544001Jun 10 2008511.3780013.1550085.3840085.3840068.3400061.2840055.3920043.26200271.427000.513000.6210049.0320075.0880039.8610051.45800655.6040043.09700580.24500EUR31 Jul 070.00000168.187000.000002608.532002653.55700EURO31 Dec 0731 Dec 0731 Dec 0631 Dec 0531 Dec 0431 Dec 030.883001.000002.000003.000004.000005.000006.000007.000008.00000IAWS Group PLC, located inDublin, Ireland, produces andwholesales bakery andconvenience food products. Ithas lifestyle food operationsin Ireland, the UK, France,the USA and Canada. Thecompany was founded in 1988.IAWS Group PLC, located in Dublin, Ireland, produces andwholesales bakery and convenience food products. It haslifestyle food operations in Ireland, the UK, France, theUSA and Canada. The company was founded in 1988.IAWS Group PLC, located in Dublin, Ireland, produces and wholesales bakery and convenience food products. It has lifestyle food operations in Ireland, the UK, France, the USA and Canada. The company was founded in 1988.1.000002.000003.000004.000005.000006.000007.000008.000009.0000010.0000011.00000Hiestand Schweiz AG,headquartered inSchlieren-Zurich, Switzerland,produces and wholesales bakeryproducts. The company'sproducts include bread,baguettes, toast andsandwiches. It has operationsin Germany, Eastern Europe,Asia and Australia. Thecompany was founded in 1967.Hiestand Schweiz AG, headquartered in Schlieren-Zurich,Switzerland, produces and wholesales bakery products. Thecompany's products include bread, baguettes, toast andsandwiches. It has operations in Germany, Eastern Europe,Asia and Australia. The company was founded in 1967.Hiestand Schweiz AG, headquartered in Schlieren-Zurich, Switzerland, produces and wholesales bakery products. The company's products include bread, baguettes, toast and sandwiches. It has operations in Germany, Eastern Europe, Asia and Australia. The company was founded in 1967.0.000000.000000.000000.53000YSwiss Franc09 Jun 08Mon, 09 Jun 2008 00:00:00 ESTDate Announced: 06/09/2008Date Effective:MergerFriendly0.000000.000000.000001169.163000.000001871.48200Price/Share0.00000358.426 Swiss Franc358.42600993.33600358.426 Swiss Franc358.426000.000000.000001840.380001840.38000534.25300358.426 Swiss Franc0.98300N178.909000.000000.000000.000000.000000.00000352.46900352.4690010.2770012.0960021.0640025.911001.575000.0000064.0000036.0000010.3010017.938003.1120022.065001.342009.0150022.065001.342000.0000018.0360018.527000.285001149.7330019.6330024.52500125.382000.00000282.5880016.7250016.8060019.9280025.391001.000002.000003.000004.000005.000006.000007.000008.000009.0000010.0000011.0000012.0000013.0000014.0000015.0000016.0000017.0000018.0000019.0000020.0000021.0000022.0000023.0000024.0000025.0000026.0000027.0000028.0000029.0000030.0000031.0000032.0000033.0000034.0000035.0000036.0000037.0000038.0000039.0000040.00000SWITZERLAND - IAWS Group PLCof Ireland (IA), a unit ofIrish Agricultural WholesaleSociety Ltd agreed to acquirethe remaining 36% interest or0.192 mil ordinary shares,which it did not already own,in Hiestand Schweiz AG (HD), aSchlieren-Zurich-basedproducer and wholesaler ofbakery products, in a stockswap transaction valued at358.426 mil Swiss francs(223.113 mil euros/$352.469mil US), via scheme ofarrangement. The transactionwas carried out through mergerby absorption, whereby a newcompany named ARYZTA AG (AG)will be formed. HDshareholders were to receive36 AG ordinary shares pershare held and IA shareholderswere to receive 0.5 AG sharesper share held. Based on IA'sclosing stock price of 25.9928francs (16.18 euros/$25.561)June 6, the last full tradingday prior to the announcement.Concurrently, IA agreed toraise its interest to 64% from32%, by acquiring a 32% stakeor 0.170 mil ordinary shares,in HD. Upon effectivity of thescheme, IA will be delisted inthe Irish Stock Exchange andthe London Stock Exchange. Thetransaction was subject toregulatory and shareholders'approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to acquire the remaining 36% interest or 0.192 mil ordinary shares, which it did not already own, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesaler of bakery products, in a stock swap transaction valued at 358.426 mil Swiss francs (223.113 mil euros/$352.469 mil US), via scheme of arrangement. The transaction was carried out through merger by absorption, whereby a new company named ARYZTA AG (AG) will be formed. HD shareholders were to receive 36 AG ordinary shares per share held and IA shareholders were to receive 0.5 AG shares per share held. Based on IA's closing stock price of 25.9928 francs (16.18 euros/$25.561) June 6, the last full trading day prior to the announcement. Concurrently, IA agreed to raise its interest to 64% from 32%, by acquiring a 32% stake or 0.170 mil ordinary shares, in HD. Upon effectivity of the scheme, IA will be delisted in the Irish Stock Exchange and the London Stock Exchange. The transaction was subject to regulatory and shareholders' approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural WholesaleSociety Ltd agreed to acquire the remaining 36% interest or 0.192 mil ordinary shares,which it did not already own, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-basedproducer and wholesaler of bakery products, in a stock swap transaction valued at 358.426mil Swiss francs (223.113 mil euros/$352.469 mil US), via scheme of arrangement. Thetransaction was carried out through merger by absorption, whereby a new company namedARYZTA AG (AG) will be formed. HD shareholders were to receive 36 AG ordinary shares pershare held and IA shareholders were to receive 0.5 AG shares per share held. Based on IA'sclosing stock price of 25.9928 francs (16.18 euros/$25.561) June 6, the last full tradingday prior to the announcement. Concurrently, IA agreed to raise its interest to 64% from32%, by acquiring a 32% stake or 0.170 mil ordinary shares, in HD. Upon effectivity of thescheme, IA will be delisted in the Irish Stock Exchange and the London Stock Exchange. Thetransaction was subject to regulatory and shareholders' approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to acquire the remaining 36% interest or 0.192 mil ordinary shares, which it did not alreadyown, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer and wholesaler of bakery products, in a stock swap transaction valued at 358.426 mil Swiss francs (223.113 mil euros/$352.469 milUS), via scheme of arrangement. The transaction was carried out through merger by absorption, whereby a new company named ARYZTA AG (AG) will be formed. HD shareholders were to receive 36 AG ordinaryshares per share held and IA shareholders were to receive 0.5 AG shares per share held. Based on IA's closing stock price of 25.9928 francs (16.18 euros/$25.561) June 6, the last full trading dayprior to the announcement. Concurrently, IA agreed to raise its interest to 64% from 32%, by acquiring a 32% stake or 0.170 mil ordinary shares, in HD. Upon effectivity of the scheme, IA will bedelisted in the Irish Stock Exchange and the London Stock Exchange. The transaction was subject to regulatory and shareholders' approvals.SWITZERLAND - IAWS Group PLC of Ireland (IA), a unit of Irish Agricultural Wholesale Society Ltd agreed to acquire the remaining 36%interest or 0.192 mil ordinary shares, which it did not already own, in Hiestand Schweiz AG (HD), a Schlieren-Zurich-based producer andwholesaler of bakery products, in a stock swap transaction valued at 358.426 mil Swiss francs (223.113 mil euros/$352.469 mil US), viascheme of arrangement. The transaction was carried out through merger by absorption, whereby a new company named ARYZTA AG (AG) will beformed. HD shareholders were to receive 36 AG ordinary shares per share held and IA shareholders were to receive 0.5 AG shares per shareheld. Based on IA's closing stock price of 25.9928 francs (16.18 euros/$25.561) June 6, the last full trading day prior to theannouncement. Concurrently, IA agreed to raise its interest to 64% from 32%, by acquiring a 32% stake or 0.170 mil ordinary shares, inHD. Upon effectivity of the scheme, IA will be delisted in the Irish Stock Exchange and the London Stock Exchange. The transaction wassubject to regulatory and shareholders' approvals.$ 352.469 - Davy Corporate Finance - Adv,F Opin$ 352.469 - Credit Suisse Group - Adv,F Opin0.000000.00000Davy Corporate FinanceCredit Suisse Group1.000002.00000Swiss Capital Group1.00000$ 352.469 - Swiss Capital Group - Adv0.00000Pending769.65700122.995001907.619001940.54600578.8800096.6550096.6550077.3610069.3740062.7040048.97300307.2550055.5040085.0000064.5900059.3900049.6500035.3500085.00000319.89000319.89000270.39100234.78800203.27900171.8450045.1230034.2870031.3730026.2220018.2530045.1230058.2500049.0910042.4610036.7940026.8170058.25000742.14400517.69400450.66500397.54100331.87800742.14400656.83800656.83800620.29600358.23300358.07300285.92000Status:PendingSFR22.0170022.0170.078003.233003.23317.1260021.4010014.6860028.3270022.28600271.4270035.4090023.1130010.3010017.938003.112002051:Bread and other bakery products, except cookies2053:Frozen bakery products, except bread5142:Packaged frozen foods5149:Groceries and related products, nec5199:Nondurable goods, nec139613001Ireland-Rep5191ForeignPrivate2051:Bread and other bakery products, except cookies2053:Frozen bakery products, except bread5142:Packaged frozen foods5149:Groceries and related products, nec5199:Nondurable goods, nec445544001ZurichSwitzerland2051ForeignPublicHIEHOL352.46900358.42600352.46900178.90900Deal InformationThomson Financial Mergers & Acquisitionshttp://www.alacrastore.com/storecontent/bir/775776bir/775776normHiestand Holding AGSwitzerlandManufacturing: Manufacture and supply of frozen and convenience bakery products. The product range is divided into five categories: gipfel; bread and bread rolls; danish pastries and American bakery products; snacks20512052205351423118123118133118214244209GJHIEN4/2/2008 6:23:00 AM775776Company Profiles & FinancialsGale Company Profiles