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Strategies & Market Trends : Gorilla and King Portfolio Candidates -- Ignore unavailable to you. Want to Upgrade?


To: Jill who wrote (1550)4/27/1999 5:38:00 PM
From: M CAHILL  Read Replies (1) | Respond to of 54805
 
SZA must be a gorilla if the DOJ plans to file antitrust lawsuit. Maybe is will double like MSFT did.

exchange2000.com

suizafoods.com

March 16, 1999

U.S. DEPARTMENT OF JUSTICE ADVISES OF INTENT TO SEEK
HALT OF SUIZA FOODS ACQUISITION OF BROUGHTON FOODS

Dallas, Texas and Marietta, Ohio, March 16, 1999 - Suiza Foods Corporation (NYSE:SZA) and Broughton Foods Company (NASDAQ/MILK) today announced that they had been informed by the United States Department of Justice Antitrust Division (DOJ) of DOJ's intent to file a civil antitrust lawsuit in an attempt to enjoin Suiza's proposed acquisition of Broughton. The DOJ stated that its decision to file the lawsuit is based on the DOJ’s belief that the proposed acquisition would result in higher prices for milk sold to school districts in Kentucky.

Officials of Suiza and Broughton expressed grave disappointment at the DOJ decision. Marshall T. Reynolds, Chairman of the Board of Directors of Broughton, stated: "Both Broughton and Suiza have fully cooperated with DOJ in presenting detailed data about both firms' operations, in Kentucky and elsewhere, which we believe dispel any inference of an anticompetitive effect flowing from the merger. We believe the DOJ's action is unwarranted, and are currently reviewing our options for responding to this news."

The Agreement and Plan of Merger dated as of September 10, 1998 among Suiza, Broughton and a wholly owned subsidiary of Suiza, provides for the merger of Broughton with the Suiza subsidiary in exchange for receipt of $19.00 cash per Broughton share. Pursuant to an amendment to the Agreement and related Stock Purchase Agreement dated January 18, 1999 between Suiza, Broughton and 8 Broughton shareholders (all of whom are either Broughton directors or related parties), the 8 shareholders agreed to sell 2,000,000 Broughton shares to Suiza at completion of the merger for $10.00 cash per Broughton share, without interest, plus the right to receive up to an additional $9.00 per share if certain earnings and performance goals are met between the date of the merger and March 31, 2000.

The amended Agreement and Plan of Merger extends to April 15, 1999 the date on which either party may terminate the amended Agreement if the merger has not been completed by such date, and set a closing date for the merger of March 31, 1999, subject to satisfaction of all conditions to closing.

Broughton Media Contact:
Todd R. Fry
Chief Financial Officer
Office: (740) 373-4121 Ext. 816
Home: (740) 374-2364

Suiza Media Contact:
J. Michael Lewis
Investor Relations
Office: (214) 303-3437