Cadbury Schweppes Makes Recommended Tender Offer for Japanese Functional Candy Company
18 June 2007
Cadbury Schweppes announces that it is today making a recommended tender offer for Sansei Foods Co. Ltd., a Japanese functional candy company. Sansei sells sugarfree functional candy in Japan under the Teicalo and Xylicrystal brands and, in 2006, had a 4% share of the c.£1 billion Japanese candy market. The offer values Sansei's issued share capital at ¥13.75 billion (approximately £57 million). Further details of the tender offer are given in the notes at the end of this release.
Todd Stitzer, Chief Executive Officer, said: "Sansei's sugarfree high functionality products are complementary to Halls, and we see strong opportunities to develop them further in the Japanese market and potentially elsewhere. The acquisition of Sansei will further strengthen our presence in Japan, where we have gained significant gum market share since the Adams acquisition."
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Notes to the editor:
About Cadbury Schweppes
Cadbury Schweppes is the world's largest confectionery company and has strong regional beverages businesses in North America and Australia. On 15 March 2007, Cadbury Schweppes announced that it intends to separate its confectionery and Americas Beverages businesses. With origins stretching back over 200 years, today Cadbury Schweppes' products - which include brands such as Cadbury, Schweppes, Halls, Trident, Dr Pepper, Snapple, Trebor, Dentyne, Bubblicious and Bassett - are enjoyed in almost every country around the world. The Group employs over 70,000 people.
Further Details on the Tender Offer
The tender offer is being made by Cadbury Schweppes' subsidiary,
Cadbury Investments Japan Limited and is for all of the outstanding
shares of Sansei.
The tender offer price of ¥2,750 per Sansei share is a premium
of 68.7% to the closing price of Sansei shares on the Osaka Stock
Exchange on 15 June 2007, and values the issued share capital of
Sansei at ¥13.75 billion (approximately £57
million).
The tender offer is recommended by the Directors of Sansei, and
Cadbury Schweppes has undertakings to tender shares in the offer
from all of Sansei's Directors and from shareholders who in
aggregate represent 45.7% of Sansei's issued share capital.
The tender offer is due to close on 19 July, 2007 and will lapse
unless shares representing at least 66.67% of Sansei's issued share
capital are tendered.
The tender offer will be conducted in compliance with the
procedures prescribed by the Securities and Exchange Law of Japan
and related disclosure standards, which may differ from the
procedures and disclosure standards required in other
jurisdictions. Pursuant to such prescribed procedures, the official
extension of the tender offer is being made pursuant a public
notice and related tender offer registration statement prepared in
Japanese and filed in accordance with Japanese law.
A translation of the press release to the Osaka Stock Exchange and
the original in Japanese of that press release are available
here:
- Translated press release (152k) (INSERT LINK)
- Original Japanese press release (681k) (INSERT LINK)
Please be advised that any person who accesses the information concerning the tender offer on this website may be restricted from purchasing the stock of Sansei Foods Co., Ltd., as a first recipient of information under the Japanese regulations on insider trading, until 12 hours after the issuance of the press release by the Offeror, pursuant to Article 167, Paragraph 3 of the Securities Exchange Law of Japan and Article 30 of the Enforcement Order thereof. Also, please note that Cadbury Schweppes shall not be held responsible for any such actions, even if a person is held criminally, civilly or administratively responsible due to such purchase.
Forward Looking Statements
Except for historical information and discussions contained herein, statements contained in these materials may constitute "forward looking statements" within the meaning of Section 27A of the US Securities Act of 1933, as amended, and Section 21E of the US Securities Exchange Act of 1934, as amended. Forward looking statements are generally identifiable by the use of the words "may", "will", "should", "plan", "expect", "anticipate", "estimate", "believe", "intend", "project", "goal" or "target" or the negative of these words or other variations on these words or comparable terminology. Forward looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause our or our industry's actual results, levels of activity, performance or achievements to be materially different from any future results, levels of activity, performance or achievements expressed or implied by such forward looking statements. In evaluating forward looking statements, you should consider various factors including the risk factors outlined in our Form 20-F filed with the US Securities and Exchange Commission. These materials should be viewed in conjunction with our periodic interim and annual reports, registration statements and other filings filed with or furnished to the Securities and Exchange Commission, copies of which are available from Cadbury Schweppes plc, 25 Berkeley Square, London W1J 6HB, UK and from the Securities and Exchange Commission's website at www.sec.gov. Cadbury Schweppes plc does not undertake publicly to update or revise any forward looking statement that may be made in these materials, whether as a result of new information, future events or otherwise.
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