Tyson Wins Bid War for Hillshire with $7.75 Billion Offer

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Tyson wins bidding war for Hillshire over Pilgrim's Pride
Joe Raedle/Getty Images
By MAE ANDERSON and CANDICE CHOI

NEW YORK -- Tyson Foods (TSN) has won a bidding war to gobble up Hillshire Brands (HSH), the maker of Jimmy Dean sausages and Ball Park hot dogs.

Tyson had been vying with rival poultry producer Pilgrim's Pride for Hillshire, which wrapped up its bidding process Sunday. Tyson ended up raising its offer to $63 a share. It had previously offered $50 a share, after which Pilgrim's Pride (PPC) raised its bid to $55 a share.

Pilgrim's Pride, which is owned by Brazilian meat giant JBS, said Monday that it is withdrawing its offer.

Still, the deal isn't sealed yet. It is contingent on the termination of Hillshire's offer to acquire Pinnacle Foods (PF), which makes Birds Eye frozen vegetables and Wish-Bone salad dressings. Pinnacle could choose to cut bait and walk away with $163 million breakup fee, or force the deal to a vote by Hillshire shareholders.

A Pinnacle representative didn't immediately return a call for comment.

In a conference call with reporters, Tyson CEO Donnie Smith said he was confident the $63 offer would end up being worthwhile for Tyson shareholders, despite how high the price went.

"Great brands like Jimmy Dean and Ball Park just don't become available very often," Smith said.

Hillshire's stock closed at $36.95 on May 9, the day before the company announced the Pinnacle deal.

Tyson, like Pilgrim's Pride, has been looking to boost its presence in brand-name, prepared foods like Jimmy Dean breakfast sandwiches. Those types of products are more profitable than fresh meat, such as chicken breasts, where there isn't as much wiggle room to pad prices.

While Tyson and Pilgrim's Pride already sell some brand-name products, their businesses have been more focused on supplying supermarkets and restaurant chains.

In particular, Tyson said it was drawn by Hillshire's stable of breakfast foods, which would better position it in the fast-growing category.

Tyson also noted the potential for cost savings by combining supply chains, transportation and other operations with Hillshire. But Smith said it was too early to comment on how many jobs could be cut as a result of the deal.

Tyson's offer will be in place until Dec. 12, the final termination date of the deal with Pinnacle.

Hillshire Brands noted it doesn't have the right to end the deal with Pinnacle on the basis of the Tyson offer, or enter into an agreement with Tyson before the deal is terminated.

"There can be no assurance that any transaction will result from the Tyson Foods offer," Hillshire said in a statement.

Hillshire, based in Chicago, had been trying to diversify its own portfolio by moving into other areas of the supermarket with the $4.23 billion acquisition of Pinnacle. But some investors questioned the wisdom of that deal, given the outdated image of many Pinnacle brands and the differences in the two companies' product portfolios.

The offer from Tyson is worth $7.75 billion based on Hillshire's 123 million shares outstanding. Tyson values the deal at $8.55 billion, including debt.

Tyson shares were down 4.5 percent in midday trading, while Hillshire shares rose 4.9 percent.


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