What Cooking / : Update on intended acquisition of Imperial-Stegeman

Press Release

UPDATE

Update on intended acquisition of Imperial-Stegeman

What's Cooking?

Lievegem (BE), May 9, 2023 - 6.00 PM (Brussels time) (Regulated Information - Inside Information). In October 2021, What's Cooking? (previously named Ter Beke) known for its savoury slices, spreads & snacks as well as ready meals, announced its intention to acquire 100% of the shares of Sigma's business in Belgium (Imperial) and the Netherlands (Stegeman) with five production plants in Belgium (Lievegem, Cornby, Amando, Dacor, Champlon) and one in the Netherlands. What's Cooking? received the proposal for decision of the Investigation Service of the Belgian Competition Authority.

The closing of the intended acquisition is subject to customary conditions, including approval by the Belgian and Dutch competition authorities.

After thorough preparation, filing, explanations and responses, What's Cooking? received a copy of the proposal for decision that the Investigation Service submitted to the Competition College of the Belgian Competition Authority.

While this is only a non-binding proposal for a decision, the Investigation Service proposes to the College not to approve the transaction. What's Cooking? does not agree with the position taken by the Investigation Service, in particular because it fails to acknowledge the international competition it faces in a cross-border market for the supply of mainly homogeneous private label products.

The final decision itself will be taken by the Competition College. What's Cooking? will submit its written observations on the proposal for decision to the Belgian Competition Authority in the coming days.

The decision on the admissibility of the acquisition by the Competition Authority in the Netherlands also is still pending.

In accordance with the purchase agreement, each party continues working with the competition authorities with a view to obtaining positive decisions by the current contractual "Long Stop Date" of June 1st, 2023.

Independent from the outcome of this intended acquisition, What's Cooking? continues to turn its strategy into action. Earlier in March 2023, the Belgium-listed food company celebrated its 75th anniversary with a new trade name, logo and a renewed strategy anticipating changed market circumstances and tapping into customer demands in the European market by taking a leading role in making the food industry more sustainable. What's Cooking? is doing so both in terms of innovations of existing and new products, packaging, production processes and services to its customers, combined with more variety and plant-based choices.

We cannot provide more details at this stage, and will make further announcements in due course.