DALLAS, June 27, 2005 /PRNewswire-FirstCall via COMTEX/ — Dean Foods Company (NYSE: DF)
today completed the spin-off of its majority-owned subsidiary TreeHouse Foods,
Inc. as an independent, publicly traded company. Immediately prior to the
spin-off, Dean Foods transferred to TreeHouse the business currently conducted
by its Specialty Foods Group segment in addition to its Mocha Mix(R), Second
Nature(R) and foodservice salad dressings businesses. The spin-off was
effective as of 5:00 p.m., New York City time, on June 27, 2005.
Under the terms of the transaction, Dean Foods distributed to the holders
of Dean Foods common stock one share of TreeHouse common stock for every five
shares of Dean Foods common stock outstanding on June 20, 2005, the record
date for the distribution. An information statement describing the new
company, the procedures by which the distribution was effected and the risks
of holding TreeHouse common stock was mailed to Dean Foods stockholders on or
about June 20, 2005. A copy of the information statement is included with the
registration statement on Form 10, as amended, filed by TreeHouse with the
Securities and Exchange Commission in connection with the transaction and
available at the Commission’s website at http://www.sec.gov .
Holders of Dean Foods common stock on the record date will receive an
account statement showing their ownership in TreeHouse, which initially will
be in book-entry form. The account statement will include information about
how to request a physical stock certificate. Stockholders who hold their
shares through brokers or other nominees will have their shares of TreeHouse
common stock credited to their accounts by their nominees or brokers.
“Regular way” trading for Dean Foods common stock, without the right to
receive TreeHouse shares in the distribution, will begin on June 28, 2005 on
the New York Stock Exchange under the symbol “DF.” “Regular way” trading for
TreeHouse also will begin on June 28, 2005 on the New York Stock Exchange
under the symbol “THS.”
After the spin-off, the tax basis of outstanding Dean Foods shares will be
allocated between the Dean Foods shares and the TreeHouse shares received in
proportion to their relative fair market values. Dean Foods will provide
shareholders who are U.S. taxpayers with information to enable them to compute
their tax basis in their Dean Foods and TreeHouse shares, and with other
information necessary to report their receipt of TreeHouse common stock on
their 2005 federal income tax returns as tax-free.
Stockholders with inquiries should contact: Dean Foods Company 2515 McKinney Avenue, Suite 1200 Dallas, TX 75201 Attention: Investor Relations (214) 303-3400 Contact: Barry Sievert Senior Director, Investor Relations (214) 303-3437
SOURCE Dean Foods Company
Barry Sievert, Senior Director, Investor Relations of Dean Foods Company,
+1-214-303-3437
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