The Real Good Food Company, a UK manufacturer of chilled and ambient products for food retailers, has announced the terms under which it would make an offer for sugar company Napier Brown.

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If the mid-market closing price of the company’s shares on the last business day prior to announcement of the offer is at or above £1.40 (US$2.55)  the company will offer 1.5743 Real Good Food Shares for each Napier Brown share such that the value of the offer would be not less than £2.20.


If the mid-market closing price of the company’s shares on the last business day prior to announcement of the offer is below £1.40 the company will adjust the ratio of Real Good Food Shares for each Napier Brown share such that the value of the offer would be £2.20.


Therefore any offer will have a value of not less than £2.20 per Napier Brown share based on the latest mid-market closing price for Real Good Food shares at the time of the offer announcement.


This price would represent a minimum premium of 26.4% to the mid-market closing price of £1.74 on 17 June 2005.

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