Israeli food importer G. Willi-Food International has started a tender offer to buy all the issued and outstanding share capital of Gold Frost not already held by the company.

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The share capital will be bought for a price of 7 pence per share or per depositary interest in cash, the company said on Monday (22 June).


Gold Frost was admitted to the AIM market of the London Stock Exchange in March 2006.


On 28 May 2008, following a resolution of the shareholders of Gold Frost, the AIM admission was cancelled.


Transactions in Gold Frost shares and depositary interests are not subject to the provisions of the UK Takeover Code and therefore protections provided to shareholders are not available to holders of Gold Frost shares and depositary interests.

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The tender offer is subject to the condition that the number of shares and depositary interests tendered constitute more than 95% of the issued and outstanding share capital of Gold Frost.


Willi Food currently holds around 89.99% of the issued and outstanding share capital of Gold Frost. If the tender offer is completed, Willi Food expects to pay around GBP370,430 (US$602,031) for the shares and depositary interests.


The tender offer will expire on 22 July 2009, at 3:00 pm London time.

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