Imperial Sugar Company (NASDAQ:IPSU) (“Imperial Sugar”) and Louis Dreyfus Commodities LLC today announced that Louis Dreyfus Commodities LLC’s subsidiary Louis Dreyfus Commodities Subsidiary Inc. has commenced the previously announced tender offer for all of the outstanding shares of common stock of Imperial Sugar at a price of $6.35 per share, net to the seller in cash without interest and less any required withholding taxes.
On May 1, 2012, Imperial Sugar and Louis Dreyfus Commodities LLC announced the definitive merger agreement pursuant to which the tender offer would be made. The offer represents a 57% premium to Imperial Sugar’s closing stock price on April 30, 2012, the last trading day prior to the announcement of the merger, and a 50% premium to Imperial Sugar’s trailing 30-day volume weighted average stock price as of the same date.
As previously disclosed, the board of directors of Imperial Sugar unanimously recommends that shareholders of Imperial Sugar tender their shares into the tender offer.
Louis Dreyfus Commodities LLC’s subsidiary is filing with the Securities and Exchange Commission (the “SEC”) today a tender offer statement on Schedule TO, including an offer to purchase and related letter of transmittal, setting forth in detail the terms of the tender offer. Additionally, Imperial Sugar is filing with the SEC today a solicitation/recommendation statement on Schedule 14D-9 setting forth in detail, among other things, the recommendation of Imperial Sugar’s board of directors that Imperial Sugar’s shareholders tender their shares into the tender offer.
The completion of the tender offer is subject to certain conditions, including the satisfaction of a minimum tender condition of at least 66 2/3% of Imperial Sugar’s total shares outstanding on a fully diluted basis and the termination or expiration of any applicable waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as described in the offer to purchase.