Tags: kraft | cadbury | offer | bid

Kraft Tries to Sell Cadbury Holders on $16.3 Billion Bid

Friday, 04 Dec 2009 12:07 PM

Kraft Foods Inc. took its $16.3 billion hostile takeover offer for Cadbury PLC straight to shareholders of the British candy company on Friday.

The deal is nearly unchanged from an earlier offer that was rejected by Cadbury.

But by putting it directly in shareholder hands, Kraft starts the clock on a series of regulatory deadlines to get the majority support it needs and may flush out rival bids.

Kraft announced in September that it proposed a takeover of Cadbury and formally issued the bid in November. Cadbury immediately rejected the offer, saying it undervalued the company.

The offer includes 300 pence in cash and 0.2589 new Kraft shares for each Cadbury share.

Cadbury, the maker of Dairy Milk chocolate and Dentyne gum, declined to comment on the offer Monday but has been clear about its disinterest at this price. Under British regulations, Cadbury has two weeks to give a formal response to the offer before shareholders.

Retaining the original offer gives Kraft, the maker of Oreo cookies, Nabisco crackers and its namesake cheese, some wiggle room to increase its bid should a rival suitor emerge.

Kraft wants to get the majority shareholder votes by Jan. 5, but can take until February to complete the process under regulations.

U.S. chocolate company The Hershey Co. and Italy's Ferrero International SA have said they are considering an offer.

Analysts have also suggested that Nestle SA may be interested, although the Swiss company has made no comment.

Cadbury is an attractive acquisition for any of the companies. It is one of the world's largest confectionary companies and has strong international reach, with a key presence in emerging markets.

Company leaders said they will consider any bids that adequately value Cadbury but have also expressed a strong desire for the company to remain independent. The potential sale of the 195-year-old brand worries some Britons, and at least one member of Cadbury's founding family has spoken out against it.

Potential bidders face other challenges. Britain's leading labor union is worried about job losses after Kraft recently failed to provide any assurances it will keep production in Britain.

Kraft, based in Northfield, Ill., said it is the best and most logical partner for Cadbury.

"We remain confident that the unique combination of Kraft Foods and Cadbury would create a significant growth opportunity for both businesses," Kraft CEO and Chairman Irene Rosenfeld said in a statement.

"That's why we believe this offer is in the best interest of both companies' shareholders."

If Kraft is successful, the deal would create a global giant with an estimated $50 billion in combined revenue. Kraft already is the world's second-largest food maker after Nestle.

Speculation of a bidding war has bumped up Cadbury's share price in recent weeks. The stock was trading at 800.5 pence, up 0.06 percent, on Friday. That's well above the 713 pence the formal offer values each Cadbury share at, based on Kraft's closing share price of $26.50 on Dec. 1.

Shares of Kraft rose 10 cents to $26.52 in midday trading Friday in New York.

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Kraft Foods Inc. took its $16.3 billion hostile takeover offer for Cadbury PLC straight to shareholders of the British candy company on Friday.The deal is nearly unchanged from an earlier offer that was rejected by Cadbury. But by putting it directly in shareholder hands,...
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