Green Mountain Coffee Roasters, Inc. Confirms $32.00 Per Share Revised Cash Proposal to Acquire Diedrich Coffee

2009-11-24
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  • Green Mountain Coffee Roasters Green Mountain Coffee Roasters, Inc. (NASDAQ: GMCR) today confirmed that it has submitted a revised proposal to acquire Diedrich Coffee, Inc. (NASDAQ: DDRX) for $32.00 per share in cash pursuant to a cash tender offer, in a transaction with a total value of approximately $265 million.

    GMCR believes its revised offer constitutes a superior proposal, as defined in the existing merger agreement between Diedrich and Peet's Coffee & Tea, Inc. (NASDAQ: PEET), to Peet's November 22, 2009 cash and stock proposal.

    This offer represents an approximately 57% premium to the closing market price of Diedrich common stock on November 2, 2009, the last trading day prior to the public announcement of a proposed merger agreement between Diedrich and Peet's. Additionally, this $32 all-cash offer represents a significant premium, based on the price of Peet's stock, and greater certainty than Peet's November 22, 2009 proposal, which is subject to fluctuations of market price. Under the terms of GMCR's revised proposal, GMCR will acquire all of the outstanding shares of Diedrich common stock for $32.00 per share in cash, with no financing and no due diligence contingencies. GMCR intends to fully finance this transaction through cash on hand and GMCR's existing bank lines of credit. GMCR anticipates that this transaction will be neutral to slightly accretive within the first twelve months following the close, excluding one-time transaction expenses, and accretive thereafter.

    Lawrence J. Blanford, President and Chief Executive Officer of GMCR, said, 'We remain firmly committed to this strategic combination with Diedrich. We believe our revised offer constitutes a superior proposal to Peet's November 22, 2009 offer, as it provides Diedrich shareholders with a substantial all-cash premium as well as greater value and greater certainty and speed of closing. This transaction will build upon the success of GMCR's family of brands across North America and further advance GMCR's objective of becoming a leader in the highly fragmented and competitive coffee and coffee maker businesses. We look forward to working with the Diedrich Board to complete a mutually beneficial business combination for all our stakeholders.'

    BofA Merrill Lynch is serving as financial advisor to GMCR on this transaction and Ropes & Gray LLP is serving as its legal advisor.

    Logos, product and company names mentioned are the property of their respective owners.

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