McCormick Announces Further Revised Proposal to Board of Premier Foods of 65 Pence/Share in Cash

McCormick & Company, Incorporated MKC notes the recent announcements by Premier Foods plc ("Premier Foods" or the "Company"). McCormick announces that it is today making a further revised proposal to the Board of Premier Foods of 65 pence in cash per Premier Foods share (the "Revised Offer") on the basis of prompt and full engagement from Premier Foods. The Revised Offer is subject to the same limited confirmatory due diligence set out in McCormick's announcement of 24 March 2016, which comprises only: a review of material pensions documentation, current trading and material contracts. McCormick believes that its offer is highly deliverable due to its limited pre-conditions. McCormick calls on the Board of Premier Foods to now engage fully with McCormick to agree a recommended offer, which will offer all shareholders the opportunity of a cash exit at a full valuation of the Company. McCormick's revised proposal of 65 pence per Premier Foods share values Premier Foods at an Enterprise Value of approximately £1.5 billion and represents a 106 per cent. premium to the pre-announcement Premier Foods share price of 31.5 pence and an implied exit multiple of 10.6x pro forma 2015 EBITDA. McCormick believes that this Revised Offer should be well received by Premier Foods' shareholders, employees, pensioners, creditors, and other stakeholders. McCormick continues to believe that, with its 127 year heritage, it would be an outstanding custodian for the Premier Foods brands, and, with the strength of its balance sheet, can provide benefits for Premier Foods, its pensioners, creditors and other stakeholders, which Premier Foods' current capital structure cannot deliver with or without the proposed co-operation with Nissin Foods.