Hillshire withdraws recommendation for Pinnacle deal

June 16 Mon Jun 16, 2014 7:51am EDT

June 16 (Reuters) - Hillshire Brands Co said it will withdraw its recommendation to its shareholders to vote for its acquisition of Pinnacle Foods Inc, following Tyson Foods Inc's to buy Hillshire.

Tyson, the largest U.S. meat processor, last week said it would buy Hillshire for $63 per share, valuing the company at $8.55 billion.

Hillshire said it does not have the right to terminate the merger agreement with Pinnacle Foods on the basis of the Tyson Foods offer.

Hillshire expects to hold its stockholder meeting as early as August. The company will have the right to end the Pinnacle merger on Dec. 12 regardless of whether a shareholder vote takes place.

If Pinnacle Foods terminates the deal before Hillshire stockholders vote, Pinnacle may be entitled to a termination fee of $163 million. (Reporting by Sruthi Ramakrishnan in Bangalore; Editing by Joyjeet Das)