Unilever today announced that its tender offer through a subsidiary to acquire all of the outstanding shares of Class A and Class B common stock of Ben & Jerry’s Homemade, Inc. at a purchase price of $43.60 per share in cash expired at 12:00 midnight on Monday, May 15, 2000. Approximately 5.7 million shares (or 89% of the outstanding shares) of the Class A common stock, and approximately 714 thousand shares (or 90% of the outstanding shares) of Class B common stock were validly tendered and accepted for payment. Payment for such shares will be made promptly.
In addition, Unilever has received Notices of Guaranteed Delivery with respect to approximately 176 thousand shares (or 3% of the outstanding shares) of the Class A common stock, and approximately 18 thousand shares (or 2% of the outstanding shares) of Class B common stock. Pursuant to the terms of the tender offer, shares of common stock listed in a Notice of Guaranteed Delivery must be validly tendered within 3 trading days following the delivery of such notice in order to be accepted for payment. Any shares of Class B Common Stock not validly tendered will be automatically converted into shares of Class A common stock on or about May 25.
Unilever will now proceed to acquire the remaining outstanding shares of common stock of Ben & Jerry’s Homemade, Inc. through a second step merger in which shares of common stock not purchased in the tender offer will be converted, upon completion of the merger, into the right to receive $43.60 per share in cash.
Unilever and Ben & Jerry’s Homemade, Inc. entered into a definitive merger agreement on April 11, 2000 whereby a subsidiary of Unilever United States, Inc. would acquire all of the outstanding shares of common stock of Ben & Jerry’s Homemade, Inc. for a cash price of $43.60 per share.
UNILEVER BACKGROUND: Unilever is one of the world’s largest consumer products companies with sales close to $45 billion. It produces and markets a wide range of foods, home and personal care products. Unilever operates in 88 countries around the globe and employs 255,000 people.
In the United States, Unilever sales exceeded $8 billion in 1999. It employs 21,000 people and has 65 offices and manufacturing sites in 23 states. Two of Unilever’s 12 global Business Groups are headquartered in the United States. Some of their major products are: Foods – North America: Lipton teas, soups, recipe products and side dishes; Wish-Bone salad dressings; Lawry’s seasonings and specialty sauces; Imperial, Promise, Country Crock, “I Can’t Believe It’s Not Butter!”, Brummel & Brown spreads and sprays; Ragu pasta and pizza sauces; Five Brothers premium pasta sauces; Klondike, Good-Humor, Popsicle and Breyers ice cream products, and Gorton’s frozen seafood products. Unilever Home and Personal Care – North America: Wisk, all and Surf laundry detergents; Snuggle and Final Touch fabric softeners; Sunlight dish detergents; Lever 2000, Caress, Dove and Shield bar soaps; Pond’s and Vaseline skin care products; Q-tips cotton swabs and cotton balls; Mentadent, Aim, Close-up and Pepsodent oral care products; Degree, Suave and Brut deodorant/toiletry products; Finesse, Salon Selectives, Suave, ThermaSilk, Aqua Net and Rave hair care products; and Calvin Klein and Elizabeth Arden cosmetic and fragrance products. In addition, DiverseyLever, a global professional cleaning business, operates in North America, supplying professional cleaning materials and services to institutional and industrial markets.
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