ANNIES INC MINNEAPOLIS, Sept. 22, 2014 /PRNewswire/ -- General Mills, Inc. (NYSE: GIS) today announced that its direct wholly owned subsidiary, Sandy Acquisition Corporation, has commenced its previously announced tender offer for all outstanding shares of common stock of Annie's, Inc. (NYSE: BNNY) at a price of $46.00 per share, net to the seller in cash, without interest and less required withholding taxes. The tender offer is being made in connection with the Agreement and Plan of Merger, dated as of September 8, 2014, by and among General Mills, Sandy Acquisition Corporation and Annie's, Inc., which General Mills and Annie's announced on September 8, 2014.
The board of directors of Annie's has unanimously determined that the offer is fair and advisable and in the best interests of Annie's and its stockholders, and recommends that the stockholders of Annie's accept the offer and tender their shares.
The tender offer is scheduled to expire at 12:00 midnight, New York City time, at the end of the day on Monday, October 20, 2014, unless extended.
Complete terms and conditions of the tender offer are set forth in the Offer to Purchase, Letter of Transmittal and other related materials that will be filed by General Mills and Sandy Acquisition Corporation with the SEC on September 22, 2014. In addition, on September 22, 2014, Annie's will file a Solicitation/Recommendation Statement on Schedule 14D-9 with the SEC relating to the offer.
Copies of the Offer to Purchase, Letter of Transmittal and other related materials are available free of charge by contacting MacKenzie Partners, Inc., the information agent for the tender offer, toll-free at 800-322-2885 (or at +1 212-929-5500 collect if you are located outside the U.S. and Canada), or by email to tenderoffer@mackenziepartners.com. American Stock & Transfer Company, LLC is acting as depositary for the tender offer.
About Annie's
Headquartered in Berkeley, Calif., Annie's, Inc. is a rapidly growing natural and organic food company with a widely recognized brand. Founded in 1989, Annie's markets more than 145 products and is present in more than 35,000 retail locations in the United States and Canada.
About General Mills
General Mills is one of the world's leading food companies, operating in more than 100 countries around the globe. Its brands include Cheerios, Fiber One, Haagen-Dazs, Nature Valley, Yoplait, Betty Crocker, Pillsbury, Green Giant, Old El Paso, Wanchai Ferry, Yoki and more. Headquartered in Minneapolis, Minn., USA, General Mills had fiscal 2014 worldwide sales of $17.9 billion. General Mills acquired Small Planet Foods and its Cascadian Farm and Muir Glen organic food brands in January 2000. The LARABAR line of fruit and nut-based snack bars was added to the portfolio in 2008, and the Food Should Taste Good line of savory snacks was added in 2012. Today, the company competes in 14 categories in the fast-growing natural and organic industry, generating annual net sales of approximately $330 million in fiscal 2014.
Additional Information
This news release and the description contained herein is neither an offer to purchase nor a solicitation of an offer to sell shares of Annie's, Inc.General Mills and its wholly owned subsidiary, Sandy Acquisition Corporation, intend to file with the Securities and Exchange Commission (the "SEC") a Tender Offer Statement on Schedule TO containing an offer to purchase, a form of letter of transmittal and other documents relating to the tender offer, and Annie's intends to file with the SEC a Solicitation/Recommendation Statement on Schedule 14D-9 with respect to the tender offer. General Mills, Sandy Acquisition Corporation and Annie's intend to mail these documents to the stockholders of Annie's. These documents will contain important information about the tender offer and stockholders of Annie's are urged to read them carefully when they become available. Stockholders of Annie's will be able to obtain a free copy of these documents (when they become available) and other documents filed by Annie's, General Mills or Sandy Acquisition Corporation with the SEC at the website maintained by the SEC at www.sec.gov. In addition, stockholders may obtain a free copy of these documents (when they become available) by contacting MacKenzie Partners, Inc., the information agent for the tender offer, toll-free at 800-322-2885 (or at +1 212-929-5500 collect if you are located outside the U.S. and Canada) or by email to tenderoffer@mackenziepartners.com.
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