Peet’s Coffee & Tea Issues Statement in Response to Announcement by Diedrich Coffee of Revised Acquisition Proposal from Gr...
November 24 2009 - 7:00AM
Business Wire
Peet’s Coffee & Tea, Inc. (NASDAQ: PEET) today issued the
following statement after an announcement by Diedrich Coffee, Inc.
(NASDAQ: DDRX) that Green Mountain Coffee Roasters, Inc. (NASDAQ:
GMCR) had unilaterally raised its proposed purchase price for the
acquisition of Diedrich.
“We were informed by Diedrich yesterday that it received
a revised offer from Green Mountain increasing its price from
$30.00 per share in cash to $32.00 per share in cash. Diedrich
indicated to us that its board of directors required additional
time to analyze the proposal relative to Peet’s combined
cash-and-stock proposal currently valued at $30.41 per share based
on Peet’s closing price yesterday, November 23, 2009, of $33.06,”
said Patrick O’Dea, President & CEO of Peet's Coffee &
Tea.
“We appreciate the need to fully understand all elements and
implications of both proposals, and believe our current proposal to
be superior given the greater certainty of an expeditious closing
and the potential upside for Diedrich’s shareholders through the
Peet’s stock component.”
Under the terms of the existing merger agreement Peet’s entered
into with Diedrich on November 2, 2009, the agreement remains in
effect until at least 5:00 p.m. Pacific Time on Friday, November
27, 2009, and until that time (as it may be extended to the extent
provided in the agreement), Peet’s has the right to amend its offer
such that Diedrich’s board of directors could no longer determine
that Green Mountain’s proposal continues to be a superior
proposal.
Additional Information and
Where to Find It
This press release is neither an offer to purchase nor a
solicitation of an offer to sell shares of Diedrich. Peet's has
filed a registration statement on Form S-4 (containing a
prospectus/offer to purchase and certain other offer documents) and
a tender offer statement on Schedule TO with the SEC and Diedrich
has filed a solicitation/recommendation statement on Schedule
14D-9, all with respect to the Offer and the Merger (as defined in
those documents). Diedrich stockholders are urged to read Peet's
prospectus/offer to purchase and the other offer documents
contained in the registration statement, and Diedrich's
solicitation/recommendation statement, because they contain
important information that stockholders should consider before
making any decision regarding tendering their shares. The
registration statement (including the prospectus/offer to purchase
and the other offer documents contained therein), the tender offer
statement and the solicitation/recommendation statement contain
important information, which should be read carefully before any
decision is made with respect to the Offer. The registration
statement (including the prospectus/offer to purchase and certain
other offer documents contained therein), as well as the tender
offer statement and the solicitation/recommendation statement, are
available to all stockholders of Diedrich at no expense to them.
The registration statement (including the prospectus/offer to
purchase and other offer documents), the tender offer statement and
the solicitation/recommendation statement are available for free at
the SEC's web site at www.sec.gov. Free copies of the prospectus
and offer to purchase (and other offer documents) are also
available from Peet's by mail to Peet's Coffee & Tea, Inc.,
1400 Park Avenue, Emeryville, CA 94608, attention: Investor
Relations, and free copies of the Solicitation/Recommendation
Statement are available by Diedrich by mail to Diedrich Coffee,
Inc., 28 Executive Park, Suite 200, Irvine, CA 92614, attention:
Investor Relations. In addition, the prospectus/offer to purchase
(and other offer documents) may also be obtained free of charge by
directing a request to the Information Agent for the offer, Laurel
Hill Advisory Group, LLC, 100 Wall Street, 22nd floor, New York, NY
10005 at 1-888-742-1305 (toll free). Continental Transfer &
Trust Company is acting as depositary for the tender offer.
In addition to the foregoing materials filed with the SEC,
Peet's and Diedrich file annual, quarterly and special reports,
proxy statements and other information with the SEC. Investors may
read and copy any reports, statements or other information filed by
Peet's or Diedrich at the SEC public reference room at 100 F
Street, N.E., Washington, D.C. 20549. Please call the SEC at
1-800-SEC-0330 for further information on the public reference
room. Peet's and Diedrich's filings with the SEC are also available
to the public from commercial document-retrieval services and at
the website maintained by the SEC at http://www.sec.gov.
Interests of Certain Persons
in the Offer and the Merger
Peet's will be, and certain other persons may be, soliciting
Diedrich stockholders to tender their shares into the exchange
offer. The directors and executive officers of Peet's and the
directors and executive officers of Diedrich may be deemed to be
participants in Peet's solicitation of Diedrich's stockholders to
tender their shares into the exchange offer.
Stockholders may obtain more detailed information regarding the
names, affiliations and interests of the directors and officers of
Peet's and Diedrich in the exchange offer by reading the
prospectus/offer to purchase and certain other offer documents, as
well as the solicitation/recommendation statement.
About Peet's Coffee & Tea,
Inc.
Peet's Coffee & Tea, Inc., (NASDAQ: PEET), is the premier
specialty coffee and tea company in the United States. Founded in
1966 in Berkeley, California by Alfred Peet, an early tea authority
who became widely recognized as the grandfather of specialty coffee
in the U.S., Peet's offers superior quality coffees and teas in
multiple forms, by sourcing the best quality coffee beans and tea
leaves in the world, adhering to strict high quality and taste
standards, and controlling product quality though its unique direct
store delivery selling and merchandising system. Peet's is
committed to strategically growing its business through many
channels while maintaining the extraordinary quality of its coffees
and teas. For more information about Peet's Coffee & Tea, Inc.
visit www.peets.com.
Forward Looking
Statements
This press release contains statements that are not based on
historical fact and are "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995.
These forward-looking statements include statements relating to the
anticipated purchase price and the anticipated closing timing of
the transaction. Forward-looking statements are based on
management's beliefs, as well as assumptions made by and
information currently available to management, including financial
and operational information, the company's stock price volatility,
and current competitive conditions. As a result, these statements
are subject to various risks and uncertainties. The company's
actual results could differ materially from those set forth in
forward-looking statements depending on a variety of factors
including, but not limited to, actions taken by competing bidders
for Diedrich, fluctuations in the market price of Peet's common
stock, legal and regulatory developments, general economic
conditions, including the current recession and its ongoing
negative impact on consumer spending, the company's ability to
implement its business strategy, attract and retain customers, and
obtain and expand its market presence in new geographic regions;
the availability and cost of high quality Arabica coffee beans;
consumers' tastes and preferences; complaints or claims by current,
former or prospective employees or government agencies; and
competition in its market as well as other risk factors as
described more fully in the company's filings with the Securities
and Exchange Commission, including its Annual Report on Form 10-K
for the year ended December 28, 2008. These factors may not be
exhaustive. The company operates in a continually changing business
environment, and new risks emerge from time to time. Any
forward-looking statements speak only as of the date of this press
release.
Peets Coffee & Tea, Inc. (MM) (NASDAQ:PEET)
Historical Stock Chart
From Jun 2024 to Jul 2024
Peets Coffee & Tea, Inc. (MM) (NASDAQ:PEET)
Historical Stock Chart
From Jul 2023 to Jul 2024