DALLAS and FRANKLIN PARK, Ill., July 12 /PRNewswire/ — Suiza Foods
Corporation (NYSE: SZA) and Dean Foods Company (NYSE: DF) announced today that
they have filed a preliminary joint proxy statement/prospectus with the
Securities and Exchange Commission in connection with their planned merger.
Completion of the merger requires the approval of the shareholders of both
companies. Once finalized, the joint proxy statement/prospectus will be
mailed to all shareholders of Suiza and Dean in connection with the
solicitation of votes. The document must undergo routine SEC review and
comment before it can be finalized.
Although no date has yet been established for the shareholder meetings
that both companies will hold for the purpose of voting on the merger, the
companies stated that they expect the merger to be completed during the latter
half of 2001.
About Suiza Foods:
Suiza Foods Corporation, based in Dallas, Texas, is the nation’s leading
fluid dairy processor and distributor, producing a full line of company-
branded and customer-branded products.
About Dean Foods:
Dean Foods is one of the nation’s leading dairy processors and
distributors producing a full line of branded and private label products,
which are sold under the Dean’s and other strong regional brand names. Dean
Foods is the industry leader in other food products including pickles,
powdered non-dairy coffee creamers, aseptically packaged foodservice products,
and refrigerated dips and salad dressings.
The statements in this press release concerning when the merger will be
completed, and when certain intermediate steps may be taken in connection with
completion of the merger are “forward-looking” statements and are made
pursuant to the safe harbor provision of the Securities Litigation Reform Act
of 1995. These statements involve certain risks and uncertainties that may
cause actual results to differ materially from expectations as of the date of
this press release. The exact timing of the closing of the transaction, and
of the intermediate steps that the companies will take in connection with
completion of the merger, will depend on how quickly the companies obtain the
necessary approvals for the transaction. Other risks relating to the merger
are outlined in the preliminary joint proxy statement/prospectus filed by the
companies effective July 12, 2001. All forward-looking statements in this
press release speak only as of the date hereof. Suiza Foods and Dean Foods
expressly disclaim any obligation or undertaking to release publicly any
updates or revisions to any such statement to reflect any change in their
expectations or any changes in the events, condition or circumstances on which
any such statement is based.
Other Legal Information:
Dean Foods and Suiza Foods have filed with the SEC a preliminary joint
proxy statement/prospectus and other relevant documents concerning the
proposed merger transaction. In addition, Dean Foods and Suiza Foods will
prepare and file a definitive proxy statement/prospectus and other relevant
documents concerning the proposed merger transaction. Investors are urged to
read the definitive joint proxy statement/prospectus, when it becomes
available, and any amendments or supplements to the definitive joint proxy
statement/prospectus and other documents filed with the SEC, because they will
contain important information concerning the proposed merger. Investors will
be able to obtain the definitive joint proxy statement/prospectus and other
documents filed with the SEC free of charge at the SEC’s website
(http://www.sec.gov ). In addition, the definitive joint proxy
statement/prospectus and other documents filed by Dean Foods and Suiza Foods
with the SEC may be obtained free of charge by contacting Dean Foods, 3600
North River Road, Franklin Park, Illinois 60131, Attn: Investor Relations
(tel 847-678-1680) or Suiza Foods, 2515 McKinney Avenue, Suite 1200, Dallas,
Texas 75201, Attn: Investor Relations (tel 214-303-3400).
Dean, Suiza and their respective directors and executive officers may be
deemed to be participants in the solicitation of proxies from the stockholders
of Dean and Suiza in favor of the transaction. The directors and executive
officers of Dean and their beneficial ownership of Dean common stock as of
August, 2000 are set forth in the proxy statement for the 2000 annual meeting
of Dean. The directors and executive officers of Suiza and their beneficial
ownership of Suiza common stock as of March, 2001 are set forth in the proxy
statement for the 2001 annual meeting of Suiza. You may obtain the proxy
statement of Dean and Suiza free of charge at the SEC’s website
(http://www.sec.gov ). Stockholders of Dean and Suiza may obtain additional
information regarding the interest of such participants by reading the joint
proxy statement/prospectus.
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SOURCE Suiza Foods Corporation and Dean Foods Company
CONTACT: Cory Olson, Vice President and Treasurer, or P.I. Aquino,
Assistant Treasurer, both of Suiza Foods Corporation, +1-800-431-9214; or
Barbara Klein, Vice President, Finance and CFO, or William Luegers, Vice
President and Treasurer, both of Dean Foods Company, +1-847-678-1680/