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Dean Foods Announces Distribution Ratios For Spin-Off Of The WhiteWave Foods Company

Stocks in this article: DF

DALLAS, May 20, 2013 /PRNewswire/ -- Dean Foods Company ("Dean Foods") (NYSE: DF) announced today that it has determined the final distribution ratios relating to its previously announced distribution of an aggregate of 47,686,000 shares of Class A common stock and 67,914,000 shares of Class B common stock of The WhiteWave Foods Company ("WhiteWave") (NYSE: WWAV) on May 23, 2013, the distribution date, as a pro rata dividend on shares of Dean Foods common stock outstanding at the close of business on the record date of May 17, 2013. Based on the shares of Dean Foods common stock outstanding as of May 17, 2013, the record date for the distribution, each share of Dean Foods common stock will receive 0.25544448 shares of WhiteWave Class A common stock and 0.36380189 shares of WhiteWave Class B common stock in the distribution.

Fractional shares of WhiteWave Class A common stock and WhiteWave Class B common stock will not be distributed to Dean Foods stockholders. Instead, the fractional shares of WhiteWave Class A common stock and WhiteWave Class B common stock will be aggregated and sold in the open market, with the net proceeds distributed pro rata in the form of cash payments to Dean Foods stockholders who would otherwise receive WhiteWave fractional shares. The spin-off has been structured to qualify as a tax-free distribution to Dean Foods stockholders for U.S. federal tax purposes. Cash received in lieu of fractional shares will, however, be taxable. Dean Foods stockholders should consult their tax advisors with respect to U.S. federal, state, local and foreign tax consequences of the distribution.

WhiteWave Class A common stock currently trades on the NYSE under the symbol "WWAV". Following the distribution date, WhiteWave Class B common stock will trade on the NYSE under the symbol "WWAV.B".

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