(Adds Tyson comments)
June 16 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 offer 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
Hillshire said it does not have the right to terminate the
merger agreement with Pinnacle Foods on the basis of the Tyson
If Pinnacle Foods terminates the deal before Hillshire
stockholders vote, Pinnacle may be entitled to a termination fee
of $163 million.
Tyson said it was pleased that the Hillshire board had
withdrawn its recommendation in favor of the Pinnacle agreement.
"We hope Pinnacle Foods will promptly accept the termination
fee and not delay the ability of Hillshire Brands' shareholders
to benefit from Tyson Foods' superior offer," the company said
in a statement.
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
(Reporting by Sruthi Ramakrishnan and Shailaja Sharma in
Bangalore; Editing by Joyjeet Das)