Pinnacle Foods Inc., Parsippany, N.J., has entered into a definitive agreement for its sale to Hillshire Brands, Chicago, in a transaction to include cash and Hillshire common stock.
Under the terms of the agreement, Hillshire will acquire all outstanding shares of Pinnacle Foods. Pinnacle stockholders will receive $18 in cash for each share held, along with Hillshire common stock at a fixed exchange ratio of 0.50 Hillshire shares for each Pinnacle share. The transaction represents an implied premium of approximately 80% since Pinnacle's March 28, 2013, IPO. Upon the closing of the transaction, Pinnacle shareholders will own approximately 33% of the combined company. Until the time of the closing, Pinnacle will continue to maintain its current quarterly dividend payments.