Dean Foods Co.’s board of directors has approved the distribution of a portion of its remaining equity interest in The WhiteWave Foods Co. to Dean Foods stockholders and has determined the approximate distribution ratios, record date, and distribution date for the spin-off.
The Dean Foods board of directors has authorized the distribution to Dean Foods stockholders of an aggregate of 47,686,000 shares of WhiteWave Class A common stock and 67,914,000 shares of WhiteWave Class B common stock 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.
“Following WhiteWave’s successful initial public offering last year, our board’s action today puts the spin-off of WhiteWave in motion,” said Gregg Tanner, CEO and Director of Dean Foods. “The separation of WhiteWave from Dean Foods continues to unlock significant shareholder value and puts both companies on a path for future success in their respective businesses.”
When the distribution is complete, Dean Foods will continue to own an interest in WhiteWave but will no longer own a controlling interest. Dean Foods expects to dispose of its retained shares of WhiteWave Class A common stock within 18 months of the distribution in one or more debt-for-equity exchanges or other tax-free dispositions.
Additionally, the Dean Foods board of directors has accepted the resignations of Gregg Engles as Chairman of the Board and Director and Stephen Green, Joseph Hardin, Jr., and Doreen Wright as Directors, effective May 1. Engles currently serves as Chairman and CEO of WhiteWave and will now turn his attention fully to his responsibilities at WhiteWave. Green, Hardin, and Wright currently serve as Directors of WhiteWave.