Barry Callebaut AG -- Moody's places the Baa3 issuer and instrument ratings of Barry Callebaut under review for possible downgrade.

London, 13 December 2012 -- Moody's Investors Service has placed Barry Callebaut AG's Baa3 long-term issuer rating under review for possible downgrade. Concurrently, Moody's has placed the Baa3 ratings of the combined EUR600 million of senior unsecured notes issued by Barry Callebaut AG's fully-owned and guaranteed subsidiary Barry Callebaut Services NV under review for possible downgrade. This action follows the company's announcement that it has entered into a definitive agreement to acquire the Cocoa Ingredients Division of Petra Foods Ltd. (Petra) for a total consideration of USD950 million on a cash/debt-free basis to be financed by a bridge loan from banks that will be replaced within 12 months by the issuance of a combination of equity and debt. The transaction is subject to approval by Petra's shareholders as well as by regulatory authorities and closing is expected in summer 2013.

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