31 December 2025

 Princes Group plc

("Princes Group", the "Group" or the "Company")

Plasmon business to join Princes Group perimeter

Princes Group plc (LSE: PRN), a leading international platform in the United Kingdom and European food and beverage sector, is pleased to announce that its parent company, NewPrinces S.p.A. ("NewPrinces"), has today completed the acquisition from The Kraft Heinz Company of 100% of the corporate capital of Plasmon S.r.l. ("Plasmon"), a newly established company owning the business relating to the manufacturing, packaging, marketing, selling and distribution of baby food and specialty nutrition food products, including the number 1 baby food brand in Italy, Plasmon, in addition to other attractive brands such as Nipiol, BiAglut, Aproten and Dieterba, as well as the Latina, Italy, production plant (the "Plasmon Business") for €124.3 million in cash.

In line with disclosures previously made to the market, Princes Group serves as the primary holding vehicle for food and beverage manufacturing assets for NewPrinces. Accordingly, Princes Italia S.p.A. ("Princes Italia"), a direct subsidiary of Princes Group, has entered into an operating asset lease agreement (the "Operating Lease") with Plasmon, with effect from 1 January 2026. Under the terms of the Operating Lease, all operations relating to the Plasmon Business will be carried out by Princes Italia. The parties have reserved the right to assess, at a later stage, the potential transfer of the assets relating to the Plasmon Business directly to Princes Group.

Under the Operating Lease, Princes Italia is required to make yearly rent payments of €3 million, as well as 1.5% of revenues derived from the operation of the business as variable consideration. The Operating Lease has an initial duration of three years and can be renewed at Princes Italia's sole discretion by giving six months' notice to Plasmon.

The Company's Related Party Transaction Committee has approved the Operating Lease structure, noting that it provides a capital-light means of operating the business and enables the of unlocking synergies without deploying additional upfront capital, following NewPrinces' €124.3 million acquisition of Plasmon. The Board considers it in shareholders' best interests to preserve capital in order to access further value-accretive M&A and strategic growth opportunities, while benefiting from predictable cash outflows, reduced asset risk and significant flexibility to extend or exit the arrangement.

Commenting on the transaction, the Chairman of Princes Group, Angelo Mastrolia, said:

"The integration of the Plasmon Business represents a strategically important step for Princes Group. It reinforces our leadership in baby food and specialised nutrition, builds on long-standing industrial expertise and reunites highly complementary assets within the Group. We believe this transaction strengthens our European industrial platform and supports the continued development of our core categories over the long term."

About the Plasmon Business

In the fiscal year ended 31 December 2024, Plasmon generated revenues of €170 million and an EBITDA of €17 million.

Founded in Milan in 1902, the Plasmon brand is one of Italy's most iconic food brands, with a heritage spanning over 120 years. Registered as a "Marchio Storico di Interesse Nazionale" (Historic Trademark of National Interest), Plasmon has become synonymous with trust, safety, and nutritional quality for generations of Italian families. Its distinctive orange packaging and signature biscuit are deeply rooted in the country's collective memory and continue to play a central role in early childhood nutrition. Plasmon is the No.1 baby food brand in Italy and a category leader across biscuits, purees, cereals and snacks, trusted by healthcare professionals and parents alike. Its robust brand equity, deep-rooted consumer trust, and unparalleled distribution footprint make it a powerful platform for value creation.

The Nipiol brand, included in the perimeter, is another relevant brand in the Italian baby food market and is a stable guarantee for parents with its quality and easy to use products. Aproten and Biaglut are two specialty food brands with a strong expertise in nutrition, respectively in low proteins and gluten free products, that are a reference for consumers across Italy.

The Latina factory is a high-volume facility that produces a wide range of infant food products, including approximately 1.8 billion Plasmon biscuits annually for the Italian market. The plant employs around 300 people, and the business, including the factory and its employees, will continue to operate as usual under the Group's ownership. Importantly, the Latina plant will continue to produce Heinz Baby Food for the UK market under a co-packing agreement.

Strategic Rationale

The addition of the Plasmon Business strengthens Princes Group's position in the attractive, high-margin baby food and specialised nutrition segment. The transaction reunites Plasmon's current business perimeter with Princes Group's Ozzano Taro production facility - acquired from The Kraft Heinz Company in 2015 - which was historically a Plasmon factory and continued to manufacture Plasmon infant formula until very recently. This industrial integration further consolidates the Group's leadership position in baby food and specialised nutrition products across Italy and Europe.

The industrial rationale for the transaction is supported by compelling operational synergies and scale benefits. Plasmon's Latina production facility, which specialises in biscuits, jars and pouches, is complementary to the Ozzano Taro plant, which focuses on liquid milk and infant powdered formula. Together, these assets create a highly integrated manufacturing footprint, enhancing production efficiency, broadening the product portfolio and establishing a comprehensive, pan-European industrial platform across the full range of baby food and specialised nutrition categories.

It is expected that the integration of the Plasmon Business will generate significant industrial, commercial, and innovation synergies. These will allow Princes Group to:

·    Leverage the integrated R&D centre to accelerate the development of new formulations and expand the offering in the premium and organic segments.

·    Increase overall production capacity and operational flexibility through the integration of innovative formats, while maximising utilisation across both the Latina and Ozzano Taro facilities.

·  Accelerate the internationalisation of Italy's most loved baby food brand by leveraging the Group's established commercial presence in over 60 countries and distribution network in key European markets.

The transaction is consistent with Princes Group's long-term strategy of strengthening its presence in core, value-added food categories and leveraging its industrial and commercial capabilities across Europe.

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Based on current expectations, management believes that the integration of the Plasmon Business has the potential to support sustained revenue growth and margin improvement over the medium term. In particular, management expects Plasmon's revenues to grow at a c. 3% CAGR over the next years, with EBITDA margin improving progressively to 15%, supported by operational efficiencies, scale benefits and the implementation of the Group's commercial initiatives.

Further updates will be provided as appropriate, in line with the Company's disclosure obligations.

ENDS

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Princes Group plc

Princes Group is a leading international platform in the United Kingdom and European food and beverage sector. The Group operates across five business units: Foods, Fish, Italian, Oils, and Drinks and holds leading positions in both branded and customer own brand products.

The Group's branded portfolio includes well-known, trusted brands such as Princes, Napolina, Branston, Batchelors, Flora, Crisp 'N Dry, Delverde, Naked Noodle, and Vier Diamanten.

By combining industrial expertise with long-standing supply partnerships, Princes Group is a trusted partner to a diverse range of blue-chip customers, including major food retailers, B2B partners, and the foodservice industry, reaching over 8,000 clients globally and exporting to more than 60 countries.

Headquartered in Liverpool, UK, Princes Group generated £2.1 bn pro forma revenues in the twelve months ended 31 December 2024, employs approximately 7,800 people and operates 23 production facilities across the United Kingdom, continental Europe, and Mauritius, supported by 21 warehouses and distribution centres and three offices in the UK, Poland, and the Netherlands.

With a strong production network, the Group is well-positioned for future growth, consistently delivering quality, innovation, and reliable supply across multiple categories, while upholding its commitment to excellence and long-term customer relationships.

For more information, visit www.princesgroup.com.