Reckitt Benckiser Commences All-Cash Tender Offer Of $42 Per Share To Acquire All Outstanding Shares Of Schiff Nutrition
SLOUGH, England, Nov. 16, 2012 /PRNewswire/ -- Reckitt Benckiser Group PLC ("Reckitt Benckiser") today announced it has commenced its previously announced tender offer to acquire all of the outstanding shares of Schiff Nutrition International, Inc. ("Schiff") (NYSE: SHF), a leading provider of branded vitamins, nutrition supplements and nutrition bars in the United States and elsewhere, for $42.00 per share in cash, or approximately $1.4 billion.
The tender offer will expire at 9:00 a.m., New York City time, on December 14, 2012, unless extended in accordance with the applicable rules and regulations of the SEC. Reckitt Benckiser's offer will be subject to Schiff and its controlling stockholders terminating their merger and related agreements with Bayer HealthCare LLC, and entering into definitive agreements with Reckitt Benckiser, and to other customary conditions, including the tender of a majority in voting power of Schiff shares of common stock, all of which will be set forth in the offering documents to be filed.
Reckitt Benckiser will file today The Offer to Purchase, Letter of Transmittal and other offering documents with the Securities and Exchange Commission (SEC). Investors and stockholders of Schiff may obtain copies of all of the offering documents free of charge at the Securities and Exchange Commission's website ( www.sec.gov).
Morgan Stanley & Co. Limited is acting as exclusive financial adviser to Reckitt Benckiser and no one else in connection with the matters described in this announcement. In connection with such matters, Morgan Stanley & Co. Limited, its affiliates and their respective directors, officers, employees and agents will not regard any other person as their client, nor will they be responsible to any other person for providing the protections afforded to their clients or for providing advice in relation to the transaction, the contents of this announcement or any other matter referred to herein.
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