Daily News: December 9, 2013

J.P. Morgan, Barclays, Houlihan Lokey Advise on Earthbound Acquisition

WhiteWave Foods said it has agreed to acquire Earthbound Farm from its existing shareholders led by Kainos Capital and founders Drew & Myra Goodman, for approximately $600 million in cash.

J.P. Morgan acted as financial advisor and Haynes and Boone, acted as legal advisor to WhiteWave. Barclays and Houlihan Lokey acted as financial advisors and Weil, Gotshal & Manges and Cooley acted as legal advisors to Earthbound Farm.

WhiteWave said it plans to fund the acquisition with borrowings under its existing credit facilities. In order to provide continued capacity for future growth, the company also intends to increase its credit facilities by $500 million, subject to lenders commitments. The Company anticipates completing the increase to its credit facilities in December 2013.

The acquisition, which is subject to regulatory approvals and customary closing conditions, is expected to be completed during the first quarter of 2014.

WhiteWave plans to operate Earthbound Farm as a separate business unit, based in San Juan Bautista, CA. No significant operational changes are anticipated at Earthbound Farm as a result of the acquisition.

Including the impact of purchase accounting, WhiteWave expects that this acquisition will add approximately $0.07 cents per share to its adjusted net earnings in the first fiscal year, before transaction costs. This estimate is subject to the final closing balance sheet valuation.

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