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Nutrilux is in Talks to Buy Controlling Share of Provimi

New shareholder will deliver future growth prospects, says Provimi

February 1, 2007

Nutrilux is in Talks to Buy Controlling Share of Provimi

The Board of Directors of animal nutrition company, Provimi SA, announced  its shareholder, Provimlux Investments SA, has entered into an agreement to sell its interests to Nutrilux S.à.r.l., amounting to 19,323,016 shares of Provimi SA (representing 74.05% of the share capital and 74.47 % of the voting rights).

The agreed price is 30 Euros (US$38.784) per share, or a total value of 579.690 million euros (US$749.428 million).
 
Over the last few months, the Board of Directors of Provimi SA and Provimlux Investments SA,  have been conducting a review of the strategic alternatives available and concluded that Nutrilux S.à.r.l.’s offer represents the best alternative to all Provimi SA shareholders and offers Provimi a new shareholder to deliver its future growth prospects.

Nutrilux S.Ă .r.l is indirectly controlled by London-based buyout firm Permira Advisers LLP. Provimlux is owned equally by private equity firms CVC Capital Partners and PAI Capital Partners, which acquired Provimi in 2002 for 833 million euros, according to French newspapers.

The transaction is subject to antitrust approval. As required by applicable stock exchange regulations, a project of mandatory offer will be launched, following completion of the transaction, on all the remaining shares of Provimi SA. 

On conclusion of the share purchase, Provimi's subsidiary, Provimi Holding BV, together with Nutrilux S.à.r.l., will make a mandatory tender offer with respect to the shares of Provimi-Rolimpex, other than the shares owned by Provimi Holding BV and representing 22.25% of the share capital of Provimi-Rolimpex. Provimi-Rolimpex is a Polish indirect subsidiary of Provimi SA  listed on the Warsaw Stock Exchange.

Provimi Holding with its headquarters in Rotterdam, the Netherlands, is a diversified animal nutrition company stock listed in Paris. With a strong foundation in nutrition, Provimi has built a network of businesses holding strong market positions, owning over 100 production locations around the world in more than 30 countries. Provimi produces and markets a wide range of nutritional products, including premixes, concentrates, complete feeds and specialties for nearly all farmed animal species including fish and shrimp.

Aquafeeds is one of the growth areas of the Provimi group. Provimi Aqua comprises Alitec, Dana Feed, ProAqua, Provimi Hellas and Sofrada and produces aquafeed in Brazil, Chile, Denmark, Greece and Spain, and sells to markets in more than 30 countries worldwide.

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