According to a law firm's press release, on July 6, 2016, WhiteWave and Danone S.A. jointly announced that they had reached a definitive Agreement and Plan of Merger (“Merger Agreement”) whereby WhiteWave will merge with and into Merger Sub (the “Merger”), with WhiteWave surviving as a wholly-owned subsidiary of Danone. The Merger was unanimously approved and adopted by the Board of Directors of WhiteWave. Pursuant to the Merger, each issued and outstanding share of WhiteWave common stock will be cancelled and automatically converted into the right to receive $56.25 in cash (“Merger Consideration”). However, this consideration is below at least one analyst’s price target of $58.00 per share and represents virtually no premium over WhiteWave’s 52-week high.
The Complaint alleges that the Merger Consideration and the process by which Defendants agreed to consummate the proposed transaction are fundamentally unfair to WhiteWave’s public stockholders. According to the Complaint, the Company has consistently announced positive financial results in recent quarters. Indeed, for the first quarter 2016, the Company reported net sales of $1.0 billion, a 14% increase from net sales of $911 million for the first quarter 2015. Just last year the stock was trading over $50 per share and in 2016 the stock price had increased approximately 30% from the start of the year.
Pursuant to a Stipulation by the parties, this case was ordered dismissed with prejudice on September 13, 2016.