Suiza Foods and Dean Foods Complete Merger
DALLAS and FRANKLIN PARK, Ill., Dec 21, 2001 /PRNewswire via COMTEX/ --Combination Creates Dairy Processing and Distribution Leader Servicing Over 150,000 Customers Coast-to-Coast Via More Than 6,000 DSD Routes Merged Company Will Be Named Dean Foods Company (NYSE: DF) and Will Have Annual Revenues of Approximately $10 Billion
Suiza Foods Corporation (NYSE: SZA) and Dean Foods Company (NYSE: DF) today completed their merger that was announced on April 5, 2001. The combined company, to be called Dean Foods, will have approximately $10 billion in annual revenues and will be the nation's leading processor and distributor of fresh milk and other dairy products and a leader in the specialty foods industry. With operations in 39 states, the combined company will have a total of 129 plants and will service more than 150,000 customers coast-to-coast via a direct-store-delivery system of more than 6,000 routes. Dean Foods will be headquartered in Dallas, and the combined company will trade as DF on the New York Stock Exchange effective Monday, December 24, 2001. The company's fiscal year end will be December 31."We are extremely pleased to have completed the merger, and we will be intently focused on integrating the companies in 2002, bringing together our complementary operations quickly and delivering on the promise of this merger for our customers, shareholders and employees," said Gregg Engles, Dean Foods Chief Executive Officer. "We are committed to providing our customers with the best possible products and services, our shareholders with enhanced value and our employees with greater growth opportunities."
"The merger is an important step in our company's history," said Howard Dean, Chairman of the Board of Dean Foods. "We are very excited about the prospects for the combined company, and I am grateful to all of the individuals who have helped make this combination a reality."
Upon closing, legacy Dean Foods shareholders will receive $21.00 in cash and 0.429 shares of the new Dean Foods Company for each share owned.
In connection with the merger, the company repurchased its 33.8% stake in Suiza Dairy Group that was owned by Dairy Farmers of America, Inc. (DFA) for approximately $145 million in cash, the ownership of 11 plants and a $40 million contingent note. As a result of this transaction, all of Dean Foods' dairy operations are now 100% owned by the company's shareholders.
Simultaneously with the closing, the merged company replaced former credit facilities and closed and funded a new credit facility with borrowing capacity of up to $2.7 billion, approximately $1.9 billion of which was borrowed at closing. An $800 million revolver remained undrawn and will be used for general corporate purposes and future acquisitions.
A conference call to discuss the merger and the new company's outlook for 2002 will be held at 10:00 a.m. EST on Thursday, January 10, 2002. Interested parties may listen to the live webcast by visiting the company website at www.deanfoods.com and clicking on "Webcasts."
About Dean Foods:
Dean Foods Company is the nation's leading processor and distributor of fresh milk and other dairy products, and a leader in the specialty foods industry. The company produces a full line of company-branded and private label dairy products such as milk and milk-based beverages, ice cream, coffee creamers, half and half, whipping cream, whipped toppings, sour cream, cottage cheese, yogurt, dips, dressings and soy milk. The company is also a leading supplier of pickles and other specialty food products, juice, juice drinks and water, and has holdings in the consumer goods packaging industry. The company operates 129 plants in 39 U.S. states and 3 countries, and employs more than 30,000 people.
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Dairy Group
Branded and private label fresh, flavored, single serve and extended shelf life fluid milk, organic milk, ice cream and novelties, sour cream, cottage cheese, dips and yogurt, half-and-half, coffee creamers, juice drinks and bottled water
Brands: kidsmilk and fitmilk(R), Adohr Farms(R), Alta Dena(R), Barbe's(R), Barber's(R), Bell/Gandy's(TM), Berkeley Farms(TM), Brown's Dairy(TM), Broughton(R), Country Charm(R), Country Fresh(R), Creamland(TM), Dairy Gold(R), Dairy Ease(R), Dean's(R), Fieldcrest(R), Flav-O-Rich(R), Gandy's(TM), Garelick Farms(R), Lehigh Valley Farms(R), London's(R), Maplehurst(R), Mayfield(R), Meadow Gold(R), McArthur(R), Meadowbrook(TM), Milk Chug(R), Model Dairy(R), Oak Farms(R), Poudre Valley(R), Price's(TM), Purity(TM), Reiter(TM), Robinson(R), Schenkel's All Star Dairy(TM), Schepps(R), Shenandoah's Pride(R), Louis Trauth Dairy(R), T.G.Lee(R), Tuscan(R), Verifine(R), Wengert's(R) and West Lynn Creamery(R). Licensed products include Borden(R), Land O'Lakes(R) and NesQuik(TM).
Morningstar and National Refrigerated Products
Branded value-added and private label extended shelf life flavored and single serve milk, soymilk, lactose-free milk, sour cream, cottage cheese, dips, yogurt, egg substitute, half-and-half, coffee creamers, aerosol and pre-whip topping
Brands: Dairy Pure(R), Dean Foods Ultra(R), Dean Dips, Dips for One(TM), Easy 2%(R), IMO(R), International Delight(R), Marie's(R), Mocha Mix(R), Naturally Yours(R), Rod's(R), Second Nature(R) and Sun Soy(R). Licensed products include Grip'n Go(R), Hershey's(R) and Folgers(R) Jakada(TM).
International and Puerto Rico Branded and value-added UHT milk Brands: Suiza Dairy(R) in Puerto Rico>
Specialty Foods Group
Pickles, non-dairy coffee creamers, puddings and sauces
Brands:
Private label pickles and regional brands including Arnold's(R), Atkins(R), Aunt Jane's(R), Bennetts(R), Cates(R), Dailey(R), Heifetz(R), Nalley's(TM), Paramount(R), Peter Piper's(R), Rainbo(R), Roddenbery's(R), Schwartz's(R) and Steinfeld's(TM).
SOURCE Suiza Foods Corporation and Dean Foods Company
CONTACT: Cory Olson, +1-214-303-3645, or P.I. Aquino, +1-214-303-3437, both of Suiza Foods Corporation; or Barbara Klein, +1-847-233-5263, or William Luegers, +1-847-233-5361, both of Dean Foods Company URL: http://www.suizafoods.com http://www.prnewswire.com
Contact:
Investors:
Barry Sievert
Investor Relations
(214) 303-3437
Media:
Marguerite Copel
Corporate Communications
(214) 721-1273
SOURCE Dean Foods Company