
Important Information regarding Spin-Out of Glanbia Plc shares
At a Special General Meeting held on 4 October 2024, Members of Tirlán Co-operative Society Limited (the "Society”) overwhelmingly approved a resolution facilitating the distribution or “spin-out” of Glanbia Plc shares owned by the Society to Members (“Spin-Out”).
On Monday, 12 May 2025, the Board of the Society approved the Spin-Out of approximately 15 million Glanbia Plc shares to Tirlán Co-op Members. This represents a total value of approximately €173 million (based on the Glanbia Plc closing share price of €11.51 on Friday 9 May). Following completion of the Spin-Out, the Society’s shareholding in Glanbia Plc will be approximately 23.7%.
The process of distributing Glanbia Plc shares is now underway. Each shareholder will receive a separate communication from Glanbia Plc and their agents, Computershare.
The number of Glanbia Plc shares that will be transferred to you in this spin-out is set out in the table overleaf.
As part of the Spin-Out process, a proportion of each Member’s Society shareholding was cancelled (effective 12 May 2025) on a pro-rata basis so that there is no change in each Member’s percentage shareholding in the Society, as independently verified by PwC.
The stamp duty arising on the transfer of Spin-Out Shares has been paid by the Society and will be recovered from the 2025 ordinary share interest (dividend) payable in respect of Society shares. Stamp duty is not applicable for shareholders receiving less than €1,000 worth of Plc shares.
You should not be liable to income or capital gains tax at the time you receive your Spin-Out Shares. However, if you sell or transfer of your Plc shares you are strongly recommended to seek your own independent advice from a qualified professional.
A statement to assist in establishing what tax liability may arise on a sale, disposal or transfer of Spin-Out Shares is available from the Society Shares Office (058-44444).
Important information on “Dematerialisation”
Following a regulatory change which came into effect on 1 January 2025, Irish public limited companies, including Glanbia Plc, no longer issue share certificates. This process, known as “Dematerialisation”, means that your shareholding is now recorded electronically by Glanbia’s share registrar, Computershare Investor Services (Ireland) Limited, and not by way of a paper certificate. While physical certificates are no longer valid as proof of ownership, the number of shares you held in Glanbia Plc before the Spin-Out has not changed.
On 12 May 2025, your shareholding increased by the number of shares transferred to you shown in the table on the previous page. To view or manage your shareholding, shareholders must now sign up to an online account via Computershare’s Investor Centre at www.investorcentre.com/ie.
If you have not already done so, we strongly encourage you to register for an online account. This platform allows you to view your Glanbia Plc share balance and download a Statement of Holding, which is required should you wish to sell your shares through a stockbroker. Please note, shares cannot be sold directly through Computershare’s Investor Centre — you will need to contact an approved stockbroker to facilitate any sale.
To register for the Investor Centre, you will need the following details:
- Your Shareholder Reference Number (SRN) – this will be in the pack which will soon be issued to you for this 2025 Spin-Out by Computershare on behalf of Glanbia Plc.
- Your surname as it appears on the share register.
- The company name: Glanbia Plc (you will be prompted to select this during the sign-up process).
- Your email address.
If you require assistance or need to confirm your share balance, but do not have access to the online platform, you can contact Computershare on (01) 247 5349. Further information about the dematerialisation process is available by visiting the Frequently Asked Questions section at www.investorcentre.com/ie.