Re Agreement (5336F)
18 Juin 2012 - 8:00AM
UK Regulatory
TIDMRGD
RNS Number : 5336F
Real Good Food Company Plc (The)
18 June 2012
The Real Good Food Company plc (AIM: RGD)
Co-operation agreement with Omnicane
The Real Good Food Company plc. ("RGFC" or "the Company"), owns
the largest independent non-refining distributor of sugar in Europe
(Napier Brown), supplies bakery ingredients (Renshaw) and
manufactures patisserie and desserts (Haydens Bakery)
The Board of RGFC is pleased to announce that following the
recent purchase of a significant equity stake in the Company by
Omnicane International Investments Ltd ("Omnicane"), positive
negotiations have taken place about how Omnicane and RGFC can
co-operate as partners going forward.
Omnicane is the biggest sugar producer in Mauritius and one of
the largest ACP* producers of refined white sugar. Omnicane was
launched in 2009 as a strategic rebranding of Mon Tresor and Mon
Desert Ltd, and is a fast growing business also involved in other
agricultural, energy, property development and logistics businesses
in Mauritius.
Omnicane has developed a world class, low cost model of cane
sugar refining combined with electricity co-generation and has
stated its strategic intent to develop this integrated model of
sugar and energy production worldwide.
RGFC through its subsidiary Napier Brown can offer routes to
market within the EU where there is demand for competitively priced
cane imports. RGFC and Omnicane also intend to explore joint
ventures not only in added value sugar production but in developing
export markets for other RGFC products, particularly on the African
continent.
RGFC will also be issuing 4,065,652 ordinary shares of GBP0.02
each in the Company ("Ordinary Shares") to Omnicane at a price of
60p (the "Placing"), being a premium of approximately 9.1% to the
closing share price on 15 June 2012 , being the last business day
prior to this announcement.
This will increase Omnicane's total holding in RGFC to
13,818,954 Ordinary Shares, representing approximately 20.0% of the
enlarged share capital and voting rights of the Company. In
addition, it is intended that a representative of Omnicane will
shortly be appointed to the board of RGFC. The net proceeds of the
Placing, approximately GBP2.4 million, will be used to reduce the
group's borrowings.
Omnicane is a substantial shareholder as defined by the AIM
Rules and the Placing is considered a related party transaction.
The directors of the Company, having consulted with Shore Capital
and Corporate Limited, the Company's nominated advisor, consider
that the terms of the Placing are fair and reasonable insofar as
RGFC's shareholders are concerned.
Application will shortly be made for the new Ordinary Shares to
be admitted to trading on AIM and admission is expected to take
place on 21 June 2012. The new Ordinary Shares will rank pari passu
in all respects with the existing Ordinary Shares. Following
admission of the new Ordinary Shares, RGFC will have 69,085,000
Ordinary Shares in issue.
Pieter Totte, RGFC Executive Chairman, commented:
"I am very pleased with this innovative development, this is an
exciting time for the business and we look forward to working with
Omnicane on exploring mutually beneficial opportunities."
Jacques D'Unienville, Omnicane CEO, added:
"We have known Napier Brown and RGFC for a long time and are
delighted to be now working together. Both businesses can learn
from each other - with the impending changes in the sugar market,
the timing couldn't be better."
*ACP (African, Caribbean and Pacific) countries have duty free
access to the EU
18 June 2012
ENQUIRIES:
Real Good Food
Pieter Totte, Chairman Tel: 020 3056 1516
Mike McDonough, Finance Director Tel: 0151 706 8200
Shore Capital & Corporate Tel: 020 7408 4090
Stephane Auton / Anita Ghanekar
Cubitt Consulting Tel: 020 7367 5100
Gareth David
This information is provided by RNS
The company news service from the London Stock Exchange
END
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