Smithfield Shareholders Approve Merger - Analyst Blog
September 25 2013 - 5:00PM
Zacks
Overcoming safety concerns and a rigorous review process,
shareholders of U.S. meat producer Smithfield Foods,
Inc. (SFD) have finally approved the company’s proposed
merger deal with Hongkong-based Shuanghui International Holdings
Limited. Smithfield shareholders unanimously approved the decision
as more than 96% of the votes were cast in favor of the deal during
a special meeting yesterday.
Per the deal signed on May 30, Shuanghui will acquire all of the
outstanding shares of Smithfield for $34.00 per share, totaling
$7.1 billion, including Smithfield’s debt. The deal is expected to
close on Sep 26, after which Smithfield will not trade publicly and
will become a wholly-owned subsidiary of Shuanghui. It will operate
as Smithfield Foods. There will be no change in the company’s
management team and all the employees of Smithfield will be
retained.
The deal comes at a time when China is facing serious food
safety issues, which also raised questions over this merger. U.S.
regulators were concerned that the deal would jeopardize the
American food supply chain and harm the entire U.S. pork industry
as they did not find Shuanghui’s food safety practices in China
acceptable.
However, Smithfield’s CEO had assured that the transaction will
have no impact on the U.S. food supply and the company will
continue to produce pork maintaining highest food safety standards
and abiding by the U.S. regulations. The Committee on Foreign
Investment in the United States (CFIUS) approved the proposed
merger deal on Sep 6 after a 45-day review period in order to check
the food safety standards.
Initially, one of Smithfield’s shareholders, Starboard, with
beneficial ownership of approximately 5.7% did not favor the deal.
Starboard was of the opinion that it will be in the best interest
of the shareholders if Smithfield divests its various divisions
like pork, hog production and international business individually
rather than divesting the whole business all at once.
Smithfield was also under pressure from another major
shareholder, Continental Grain, which urged the Smithfield board to
break up the company before the announcement of the Shuanghui deal.
But later, both consented to the Chinese offer.
We note that Smithfield’s results have been sluggish since the
last few years as a result of higher grain costs and declining pork
demand. The company was also not able to increase pork prices owing
to the restricted consumer spending environment, which led to
losses.
The deal is the largest ever Chinese takeover of a U.S. company
and will open the doors for Smithfield to expand its footprint in
China taking advantage of Shuanghui's solid distribution network.
As far as Shuanghui is concerned, it will be able to meet the
growing demand for pork in its domestic market by gaining control
of Smithfield’s brands such as Smithfield, Armour and Farmland.
Smithfieldholds a Zacks Rank #4 (Sell). Meat producers that are
better placed and are worth considering include Pilgrim’s
Pride Corp (PPC) and Tyson Food Inc (TSN)
which hold a Zacks Rank #2 (Buy). Another food company
Pinnacle Foods Inc (PF) with a Zacks Rank #1
(Strong Buy) is also worth considering.
PINNACLE FOODS (PF): Free Stock Analysis Report
PILGRIMS PRIDE (PPC): Free Stock Analysis Report
SMITHFIELD FOOD (SFD): Free Stock Analysis Report
TYSON FOODS A (TSN): Free Stock Analysis Report
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