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Last updated on May 25, 2012 at 16:52 EDT

Dean Foods Company Announces Sale of Shares

February 29, 2008
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DALLAS, Feb. 29 /PRNewswire-FirstCall/ — Dean Foods Company today announced that the Company has agreed to sell approximately 18.7 million shares of common stock in a registered public offering underwritten by Lehman Brothers, Inc. The offering increases fully diluted shares outstanding by approximately 13%. The sale is expected to close on March 5, 2008, subject to customary closing conditions.

The Company intends to use the proceeds from the sale to reduce debt outstanding under its senior credit facility and for general corporate purposes, including potential future investments or strategic acquisitions.

“As we’ve noted previously, the operating environment in 2007 was extremely difficult and operating results were below the expectations we had when we recapitalized the balance sheet last March. As a result, we entered 2008 approximately a year behind our original debt reduction expectations,” said Gregg Engles, Chairman and CEO. “Raising capital at this time allows us to reduce our total outstanding debt to levels more consistent with our initial expectations and significantly reduce our interest expense in the years to come.”

“Furthermore, several attractive tuck-in acquisition candidates in our core milk business have become available. As an example, we have recently completed the acquisition of Wells’ fluid dairy operations in Le Mars, Iowa and Rich Foods Dairy in Richmond, Virginia. Both of these operations were acquired at attractive prices and will provide long-term benefits to the Company. The increased balance sheet flexibility provided by this transaction will allow us to selectively consider additional acquisitions as they become available.”

FORWARD OUTLOOK ISSUED FEBRUARY 13, 2008

On February 13, 2008, in conjunction with the Company’s fourth quarter earnings release, the Company provided information about its outlook. Specifically the Company stated, among other things:

   —  Its results would continue to be driven primarily by swings in the       dairy commodity markets, including the organic milk market.      —  Dairy commodity markets have remained meaningfully above year ago         levels, creating a significant drag on the Company’s near term         earnings.  In the first quarter, the Class I mover increased in         January, declined in February and is expected to decline in March.     —  As the Company looked beyond the first quarter, it found it         difficult to have much confidence in current dairy commodity         forecasts given unprecedented levels of dairy commodity market         instability.     —  Given the volatility in the markets, it appears likely that the         April Class I mover may be set above expected March levels.  Beyond         that, there is a wide disparity of expectations for the balance of         the year.     —  Given the volatile trading in dairy commodities, prices may continue         to materially fluctuate.     —  Additionally, organic milk supplies have begun to tighten, creating         upward pressure on the price of raw organic milk.  Therefore, it is         difficult for the Company to predict WhiteWave Foods’ results for         the balance of the year.     —  On February 13, 2008, the Company stated that it expected earnings per       share for the first quarter to be between $0.15 and $0.20 per share.       For the full year 2008, the Company stated that it expected earnings       per share to be at least $1.20 per share.     FORWARD OUTLOOK UPDATE  

The Company expects application of the proceeds of this offering will reduce interest expense for the balance of the year by approximately $20 million in 2008. This reduction in interest expense should significantly offset the dilution from the increase in shares outstanding, resulting in only a modest impact on 2008 earnings per share. As a result, the Company is reiterating its previously issued guidance of between $0.15 and $0.20 per share for the first quarter and at least $1.20 per share for the full year 2008.

FORWARD-LOOKING STATEMENTS

Some of the statements herein are “forward-looking” and are made pursuant to the safe harbor provision of the Securities Litigation Reform Act of 1995. These “forward-looking” statements include statements relating to, among other things, projected sales, operating income, net income and earnings per share. These statements involve risks and uncertainties that may cause results to differ materially from the statements set forth herein. The Company’s ability to meet targeted financial and operating results, including targeted sales, operating income, net income and earnings per share depends on a variety of economic, competitive and governmental factors, including raw material availability and costs, the demand for the company’s products, and the Company’s ability to access capital under its credit facilities or otherwise, many of which are beyond the Company’s control and which are described in the Company’s filings with the Securities and Exchange Commission. The Company’s ability to profit from its branding initiatives depends on a number of factors including consumer acceptance of the Company’s products. The forward-looking statements herein speak only as of the date hereof. The Company expressly disclaims any obligation or undertaking to release publicly any updates or revisions to such statements to reflect any change in its expectations with regard thereto or any changes in the events, conditions or circumstances on which any such statement is based.

Dean Foods Company has filed a registration statement (including a base prospectus) with the Securities and Exchange Commission (the “SEC”) for the offering to which this communication relates. Before you invest, you should read the prospectus in that registration statement and other documents the issuer has filed with the SEC for more complete information about the issuer and this offering. You may get these documents for free by visiting EDGAR on the SEC website at http://www.sec.gov/. Alternatively, copies of the prospectus supplement and the accompanying prospectus may be obtained from Lehman Brothers Inc., c/o Broadridge, 1155 Long Island Avenue, Edgewood, NY 11717; fax: (631) 254-7140; e-mail: qiana.smith@broadridge.com.

ABOUT DEAN FOODS

Dean Foods Company is one of the leading food and beverage companies in the United States. Its Dairy Group division is the largest processor and distributor of milk and other dairy products in the country, with products sold under more than 50 familiar local and regional brands and a wide array of private labels. The Company’s WhiteWave Foods subsidiary markets and sells a variety of well-known dairy and dairy-related products, such as Silk(R) soymilk, Horizon Organic(R) milk and other dairy products, International Delight(R) coffee creamers, and Land O’Lakes(R) creamers and other fluid dairy products. WhiteWave Foods’ Rachel’s Organic(R) brand is the largest organic milk brand and second largest organic yogurt brand in the United Kingdom.

                                  Contact:  Investors:                                            Barry Sievert                                            Investor Relations                                            (214) 303-3437                                             Media:                                            Marguerite Copel                                            Corporate Communications                                            (214) 721-1273  

Dean Foods Company

CONTACT: Investor Relations, Barry Sievert, +1-214-303-3437, or Media,Marguerite Copel, Corporate Communications, +1-214-721-1273, both of DeanFoods Company

Web site: http://www.deanfoods.com/