DALLAS and BOULDER, Colo., Jul 2, 2003 /PRNewswire-FirstCall via COMTEX/ — Dean Foods
Company (NYSE: DF) and Horizon Organic Holding Corporation (Nasdaq: HCOW)
announced today that two shareholders have filed two class action complaints
in the Chancery Court in the State of Delaware against Dean Foods Company and
Horizon Organic Holding Corporation and the individual members of its Board of
Directors. The complaints allege, among other things, that the consideration
to be paid to shareholders of Horizon Organic in connection with the proposed
acquisition by Dean Foods of Horizon Organic is unfair and that the defendants
breached their fiduciary duties to the Horizon Organic shareholders.
Tom McCloskey, Chairman of the Board of Directors of Horizon Organic,
stated, “The proposed acquisition of Horizon Organic by Dean Foods is in the
best interests of the Horizon Organic shareholders. We are very pleased with
the consideration to be paid and are confident that it represents a full and
fair price to Horizon Organic’s shareholders.”
“We believe these lawsuits are without merit, and we intend to vigorously
defend them,” said Gregg Engles, Chairman and Chief Executive Officer of Dean
Foods. “We continue to expect to close this transaction in the fourth
quarter.”
Dean Foods and Horizon Organic announced on Monday the signing of a
definitive agreement by which Dean Foods will acquire the 87% equity interest
in Horizon Organic it does not currently own for a cash price of $216 million,
or $24 per share, and the assumption of approximately $40 million in debt.
About Horizon Organic
Horizon Organic Holding Corporation markets the leading brand of certified
organic foods in the U.S. and the leading certified brand of organic milk in
both the U.S. and the U.K. In the U.S. its products include organic milk, a
full-line of organic dairy products, organic eggs and juices. In the U.K.,
the company markets organic yogurt, milk and butter under the Rachel’s Organic
brand. For more information, please visit the company’s web site at
www.horizonorganic.com.
About Dean Foods
Dean Foods Company is one of the nation’s leading food and beverage
companies. 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. The company operates over 120 plants in 36 U.S. states and Spain, and
employs approximately 28,000 people.
Note on Forward Looking Statements: The statements in this press release
regarding when the companies expect to complete the pending transaction are
“forward-looking” and are made pursuant to the safe harbor provision of the
Securities Litigation Reform Act of 1995. The forward-looking statement in
this press release speaks only as of the date of this release. Both companies
expressly disclaim any obligation or undertaking to release publicly any
updates or revisions to such statements to reflect any change in their
expectations with regard thereto or any changes in the events, conditions or
circumstances on which such statements are based.
SOURCE Horizon Organic Holding Corporation; Dean Foods Company
P.I. Aquino, Assistant Treasurer of Dean Foods,
+1-214-303-3437; or Jennifer J. Matuschek, Director of Investor Relations of
Horizon Organic, +1-303-530-2711 x178
http://www.horizonorganic.com