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Cadbury slams unsolicited offer, Kraft deal rejected

15 November 2009 - Issue : 860


In a move which sees Kraft running after Cadbury’s tail repeatedly and falling flat, the US company has made another offer on the UK Confectionary group only to be told to sod off once again; many are now speculating hostile action could be next. Cadbury plc released a statement acknowledging the announcement of an unsolicited offer by Kraft Foods Inc. (Kraft) of 300p and 0.2589 Kraft shares per Cadbury share, implying a value for each Cadbury share of 717 pence (based on the closing price of $26.78 for a Kraft share on 6 November and an exchange rate of $1.66 / GBP). The Offer’s cash price per share and exchange ratio are unchanged from Kraft’s announcement of 7 September the UK based company responded. In a further move to water down the seriousness of the Kraft company, Cadbury said that due to the fall in the Kraft share price since then, the implied value for each Cadbury share is around 4% lower. Therefore, the Offer is worse than the proposal that the Board has previously rejected as fundamentally undervaluing Cadbury and its prospects. Accordingly, the Cadbury Board recommends to its shareholders to reject the Offer and in due course will be communicating with shareholders to set out in more detail why it believes the Offer falls well short of reflecting the value of Cadbury. Roger Carr, Chairman of Cadbury, said that repetition of a proposal which is now of less value and lower than the current Cadbury share price, does not make it any more attractive. As a result, the Board has emphatically rejected this derisory offer and has strengthened its resolve to ensure the true value of Cadbury is fully understood by all. Cadbury is an exceptional standalone business. It has strong iconic brands, a sharp category focus and an enviable geographic scope. Our successful financial delivery and strong business model reinforce the Board’s belief in both the strategy and prospects of Cadbury as an independent company. Kraft’s offer does not come remotely close to reflecting the true value of our company, and involves the unattractive prospect of the absorption of Cadbury into a low growth conglomerate business model. I am confident Cadbury will deliver significant value which should accrue wholly to our shareholders. Cadbury is one of the world’s largest confectionery businesses with number one or number two positions in over 20 of the world’s 50 biggest confectionery markets. Speculations on both sides of the Atlantic have risen quite heatedly at every attempt by craft in the last few months to attempt to buy into the purple giant that is Cadbury.

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