The WhiteWave Foods Company

Robbins Arroyo LLP: Acquisition of The WhiteWave Foods Company (WWAV) by Danone SA (BN) May Not Be in Shareholders’ Best Interests

Robbins Arroyo LLP is investigating the proposed acquisition of The WhiteWave Foods Company (NYSE: WWAV) by Danone SA (EN Paris: BN). On July 7, 2016, the two companies announced the signing of a definitive merger agreement pursuant to which Danone will acquire WhiteWave Foods. Under the terms of the agreement, WhiteWave Foods shareholders will receive $56.25 for each share of WhiteWave Foods common stock.

Is the Proposed Acquisition Best for WhiteWave Foods and Its Shareholders?

Robbins Arroyo LLP’s investigation focuses on whether the board of directors at WhiteWave Foods is undertaking a fair process to obtain maximum value and adequately compensate its shareholders.

As an initial matter, the $56.25 merger consideration represents a premium of only 23.1% based on WhiteWave Foods’s average one month closing. This premium is significantly below the average one month premium of nearly 70.03% for comparable transactions within the past three years. Further, the $56.25 merger consideration is significantly below the target price of $58.00 set by analysts at Susquehanna Financial and Argus Research Corporation on May 10, 2016, and August 12, 2015, respectively.

On May 10, 2016, WhiteWave Foods reported strong earnings results for its first quarter 2016. WhiteWave Foods reported total net sales of $1.04 billion for the three months ended March 31, 2016, a 14% increase from the same period of the prior year. WhiteWave Foods also reported adjusted diluted earnings per share of $0.28 for the three months ended March 31, 2016, a 17% increase from the same period of the prior year. WhiteWave Foods has beaten analyst estimates for adjusted earnings per share and adjusted net income for the past four quarters. In commenting on these results, WhiteWave Foods Chairman of the Board and Chief Executive Officer Gregg Engles remarked, “We are off to a very good start in 2016, delivering results ahead of our expectations with healthy topline growth and operating performance… Our strong start to the year has led us to increase our guidance for full year 2016.”

In light of these facts, Robbins Arroyo LLP is examining WhiteWave Foods’s board of directors’ decision to sell the company now rather than allow shareholders to continue to participate in the company’s continued success and future growth prospects.

WhiteWave Foods shareholders have the option to file a class action lawsuit to ensure the board of directors obtains the best possible price for shareholders and the disclosure of material information.

WhiteWave Foods shareholders interested in information about their rights and potential remedies can contact attorney Darnell R. Donahue at (800) 350-6003, or you can complete the form below and we will contact you directly.


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