Prairie Farms Dairy, Inc. agreed to acquire 8 additional facilities, 2 distribution branches and certain other assets from Dean Foods Company (OTCPK:DFOD.Q) and certain of its subsidiaries for $75 million on March 31, 2020. The parties signed an agreement on April 3, 2020. As part of the acquisition, Prairie Farms will acquire all plants, offices, and manufacturing, processing, distribution, storage, warehousing and other facilities of the sellers located at Birmingham, Alabama, Tulsa, Oklahoma, Sioux Falls, South Dakota, Bismarck, North Dakota, Woodbury, Minnesota, Marietta, Ohio, O’Fallon, Illinois, Akron, Ohio, Livonia, Michigan and Hammond, Louisiana; and other assets. The consideration will be paid in cash and will include deposit escrow account of $5.25 million with the escrow agent, which will be released at closing. The consideration will be subject to closing adjustments. In related transactions, Dairy Farmers of America will acquire the assets, rights, interests, and properties relating to 44 of the Company’s fluid and frozen facilities for $433 million, Dean Foods has designated Mana Saves McArthur, LLC, and Producers Dairy Foods as winning bidders for the sale of the facilities located in Miami, Florida and Reno, Nevada, respectively and Harmoni, Inc. has been designated as the winning bidder for the Uncle Matt’s business. The purchase price will be funded through cash on hand and borrowings under a senior, secured revolving credit facility to be provided by CoBank, ACB in the aggregate principal amount of $125 million. The transaction is subject to the approval of the Bankruptcy Court and other customary closing conditions. U.S. Bankruptcy Court for the Southern District of Texas has approved the sale. As on March 31, 2020, Prairie Farms Dairy was designated as the winner of the sale process. A hearing to seek required court approvals is scheduled for April 3, 2020. As on April 23, 2020, a majority of teamsters currently working in the dairy industry for Dean Foods have voted to approve agreement with Prairie Farms. Teamsters covered by the Prairie Farms group of assets total 536 and voted by 96 percent to approve. The membership approvals satisfy one condition of the sales transaction. The transaction is expected to complete at the end of April 2020. As of April 4, 2020, the transaction is expected to close by early May 2020. As of April 23, 2020, the transaction is expected to be closed on May 1, 2020 at the latest. Fredric Sosnick, George Karafotias and Ian Roberts of Shearman & Sterling LLP acted as the legal advisors to Prairie Farms. Brian Resnick, Louis Goldberg, Harold Birnbaum, Steven Szanzer, Arthur Burke, Hilary Dengel, Jeffrey Crandall and Elliot Moskowitz of Davis Polk & Wardwell LLP and Norton Rose Fulbright LLP are serving as legal advisors, Evercore Group L.L.C. is serving as its investment banker and Alvarez & Marsal, LLC is serving as financial advisor to Dean Foods Company and certain of its subsidiaries. Citibank, N.A. acted as the escrow agent to Prairie Farms as part of the transaction. Prairie Farms Dairy, Inc. completed the acquisition of 8 additional facilities, 2 distribution branches and certain other assets from Dean Foods Company (OTCPK:DFOD.Q) and certain of its subsidiaries on May 1, 2020. Upon closing of this transaction and some related transactions, Beringause has stepped down from his role as President and Chief Executive Officer.