Nomad Foods Announces Intent to Commence a Tender Offer to Purchase up to $500 Million of it Ordinary Shares
Nomad Foods Limited, recently announced its intention to commence a “modified Dutch auction” tender offer to purchase with cash up to $500 million of its ordinary shares, at a range expected to be between $23 and $25.50 per share as soon as reasonably practicable, which would represent 11 percent of the Company’s market capitalization (based on the Company’s close price on Aug. 5 of $23.34).
Noam Gottesman, Nomad Foods’ Co-Chairman and Founder, commented, “We are pleased to announce our intended return of capital to shareholders which underscores the Board’s confidence in the growth prospects of our business and our commitment to pursuing a disciplined, value-enhancing capital allocation strategy. In addition, we are accelerating investments behind key organic growth initiatives, including the expansion of our European plant protein sub-brand, Green Cuisine.”
Sir Martin E. Franklin, Nomad Foods’ Co-Chairman and Founder, added, “At the same time, we are sharpening our M&A focus behind a targeted pipeline of European frozen food acquisitions. This refined strategic approach creates an opportunity to drive long-term shareholder value through the accretive return of excess cash while retaining financial flexibility to pursue our growth ambitions.”
The terms and conditions of the tender offer will be described in an offer to purchase and related letter of transmittal that will be sent to the Company’s shareholders shortly after commencement of the tender offer. The tender offer will be subject to certain conditions described in the offer to purchase. The tender offer will be held open for at least twenty business days following its commencement, and tenders of shares must be made prior to the expiration of the tender offer period. Neither the Company nor its board of directors makes any recommendation as to whether any shareholder should participate or refrain from participating in the tender offer or as to the price or prices at which shareholders may choose to tender their shares in the tender offer.