PRF: Merger of Latvian subsidiaries SIA F.F.L.S. and AS Premia FFL


Tallinn, Estonia, 2011-12-23 12:10 CET (GLOBE NEWSWIRE) --  

The group of companies of AS Premia Foods (hereinafter Premia) includes Latvian subsidiaries SIA F.F.L.S. and AS Premia FFL. SIA F.F.L.S. is fully owned by AS Premia Tallinna Külmhoone, which in turn is the 100% subsidiary of Premia. AS Premia Tallinna Külmhoone owns 61.85% of the shares of AS Premia FFL and SIA F.F.L.S. owns 38.15% of the shares of AS Premia FFL. 

On 21 December 2012, SIA F.F.L.S. and AS Premia FFL executed a merger agreement and the shareholders of the merging companies adopted resolutions on the merger pursuant to Latvian law. Pursuant to the merger agreement AS Premia FFL will be the acquiring company and SIA F.F.L.S. will be merged into AS Premia FFL. All assets of the SIA F.F.L.S. will be fully transferred into the ownership of the AS Premia FFL and SIA F.F.L.S. will be deemed to have been liquidated after the merger has been finalised.

AS Premia FFL is engaged in sale and logistics of Premia ice-cream products and chilled and frozen products in Latvia. SIA F.F.L.S. is a holding company which does not have independent business activities. The purpose of the contemplated merger is to make the group structure clearer, more transparent and more comprehensive. Due to the legal requirements arising from the Latvian law, the merger is expected to be finalized in March 2012.

The contemplated merger of the Latvian entities is an intra-group merger and will not have any material impact of the business activities of Premia group of companies. In the course of the merger, the volume, essence and content of the rights, obligations and assets of Premia group of companies will not change. The financial results of the merging Latvian entities have been consolidated in the level of AS Premia Foods and have been made available through the information system of the NASDAQ OMX Tallinn Stock Exchange.

         Kuldar Leis
         Premia Foods
         Chairman of Management Board
         T: 6 033 800
         kuldar.leis@premia.ee
         www.premiafoods.eu