Marel Food Systems hf. - Company Announcement

- Marel Food Systems hf. announces private placement to professional investors

The Board of Directors of Marel Food Systems hf. (Marel) has today resolved to
launch a private placement (the “Offering”) to professional investors to
increase the company's current share capital by 15% (92.4 million shares). 

The Offering will be conducted through a book-building process with a price
range of ISK 63-65 per share. The final price and allocation will be determined
at the closing of the Offering. Based on the indicated price range, the gross
proceeds from the offering will correspond to approximately ISK 6 billion
(approximately EUR 32 million), assuming an increase of 15% in share capital. 

The purpose of the Offering is to further strengthen Marel's capital structure,
decrease currency risk and lower overall cost of funding. Investors will be
able to pay for new shares with cash and/or bonds issued by Marel and admitted
for trading on the Nasdaq OMX exchange (MARL 06 1 and MARL 09 1). As a
consequence of the Offering, the shareholder base will further diversify and
the free-float of shares will increase. 

Arion Bank, Islandsbanki and Landsbankinn are the Joint Lead Arrangers of the
Offering. The terms and conditions of the Offering are further described in a
prospectus to be published on 24 November 2009. Furthermore, a road show for
professional investors will be conducted on 24-25 November 2009. 

The Offering period begins at 10:00 GMT on Thursday, 26 November 2009, and
closes at 16:00 GMT on Friday, 27 November 2009. The capital markets divisions
of Arion Bank, Islandsbanki and Landsbankinn will accept subscriptions
submitted on a special subscription form provided by the capital markets or
corporate finance divisions of the Joint Lead Arrangers. The Board of Directors
of Marel reserves the right to accept or reject subscriptions. 

While the target size of the Offering would increase the company's share
capital by 15%, the Board of Directors reserves the right to increase the total
size of the Offering to a maximum of 138.6 million shares, which equals up to
22.5% of the total current share capital. The Offering is in accordance with an
authorisation to increase the company's share capital granted to the Board of
Directors at Marel's annual general meeting on 10 March 2009. 

The offer price is ISK 63-65 per share. The weighted average trading price
since the publication of the Q3 results  until closing on 20 November 2009 was
ISK 68.2 per share and the closing price on the last trading day was ISK 68.5
per share. 

At the end of the subscription period, the Board of Directors of Marel will
determine the final size of the offering, the offering price and the allocation
of new shares. 

Marel will subsequently request that the new shares be admitted for trading on
Nasdaq OMX Iceland. 


For further information please contact: 

   Sigsteinn P. Gretarsson, member of the Management Board of Marel, tel: +354
   563-8072 

   Steingrimur Helgason, Head of Corporate Finance at Landsbankinn, tel: +354
   410-7349 

   Arnar Ragnarsson, Head of Corporate Advisory at Arion Bank, tel: +354
   444-6802 

   Halla Hjartardottir, Head of Corporate Finance at Islandsbanki, tel: +354
   440-4532 



About Marel
Marel is the leading global provider of advanced equipment and systems for the
fish, meat and chicken processing industry. Marel is a multinational company
with more than 3,500 employees worldwide, offices and subsidiaries in over 30
countries and a global network of 60 agents and distributors. Innovation is the
lifeblood of the company's operations. With an annual investment of 5-6% of
income in research and development, far above the industry average, Marel works
side-by-side with its customers to constantly extend the boundaries of food
processing performance. The company's state-of-the-art equipment, systems and
software components help food processors of all sizes, in all markets, to
operate at peak productivity.

Attachments:

marel private placement - 231109.pdf