Premier Foods Regulatory News (PFD)

19 Aug 2009 16:21



Premier Foods plc (the "Company")

19 August 2009

NOTIFICATION OF TRANSACTIONS OF DIRECTORS AND OTHER PERSONS DISCHARGING MANAGERIAL RESPONSIBILITIES

We wish to notify the following, in accordance with DTR 3.1.4(1)(a) of the Disclosure Rules and Transparency Rules.

On 19 August 2009, following the completion of the Placing and Open Offer and Firm Placing ("the Open Offer") proposed by the Company on 5 March 2009 and pursuant to the rules of the Company's share schemes, adjustments have been made to awards and options granted under those schemes to participants in the schemes to take account of the variation of the Company's share capital resulting from the Open Offer on the basis described below. In accordance with the rules of the Company's share schemes, the Company's auditors have confirmed, where necessary, that the calculations used to make the adjustments are fair and reasonable and HM Revenue & Customs and the Irish Revenue Commissioners have approved the adjustments to options outstanding under those of the Company's share schemes that have been approved by them.

The adjustments operate so as to increase the number of shares subject to options and awards by a factor of 5.12% and, in the case of options (other than those exercisable for nil or nominal consideration), to reduce the exercise price per share by a factor of 4.87%. The adjustments to the awards and options held by the Directors of the Company and persons discharging managerial responsibilities ("PDMR") under each scheme are set out below.

1.  The options granted under the Premier Foods Sharesave ("Sharesave"), a HM Revenue & Customs approved all-employee share plan, over ordinary shares of the Company have been adjusted for the following Directors/PDMR's:

2. The nil-cost options granted under the Company's Deferred Bonus Plan ("Deferred Bonus Plan") have been adjusted for the following Directors/PDMR:

3. The options granted under the Premier Foods plc Executive Share Option Scheme ("ESOS") in 2004, over ordinary shares of the Company have been adjusted for the following Directors/PDMR's:

4. The awards granted under the Premier Foods Co-Investment Plan ("CIP") over ordinary shares of the Company have been adjusted for the following Directors/PDMR's. 

Suzanne Wise

General Counsel & Company Secretary

Premier Foods plc

Tel: 01727 815 850