JAB Holding buys Panera Bread for $7.5 billion
Panera Bread and JAB have entered into a definitive merger agreement under which JAB will acquire Panera for $315 per share in cash, in a transaction valued at approximately $7.5 billion.
Panera Bread and JAB have entered into a definitive merger agreement under which JAB will acquire Panera for $315 per share in cash, in a transaction valued at approximately $7.5 billion. The agreement, which has been unanimously approved by Panera’s board of directors, represents a premium of approximately 30% to the 30-day volume-weighted average stock price as of March 31, the last trading day prior to news reports speculating about a potential transaction, and a premium of approximately 20% to Panera’s all-time high closing stock price as of that same date.
The transaction is not subject to a financing condition and is expected to close during the third quarter of 2017, subject to the approval of Panera shareholders and the satisfaction of customary closing conditions, including applicable regulatory approvals.
Ron Shaich, founder, chairman, and CEO of Panera, has entered into a voting agreement whereby he and entities affiliated with him have agreed to vote shares representing approximately 15.5% of the company’s voting power in favor of the transaction. Following the close of the transaction, Panera will be privately held and continue to be operated independently by the company’s management team.
“We have long admired Ron and the incredible success story he has created at Panera. I have great respect for the strong business that he, together with his management team, its franchisees and its associates, has built,” said Olivier Goudet, JAB partner and CEO. “We strongly support Panera’s vision for the future, strategic initiatives, culture of innovation, and balanced company versus franchise store mix. We are excited to invest in and work together with the company’s management team and franchisees to continue to lead the industry.”