Mergers and Acquisitions
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Set Up E-mail Alerts For Mergers and Acquisitions » RSS Feed For Mergers and Acquisitions »Metalline Mining Company (AMEX: MMG) is pleased to announce that on December 4, 2009 it executed an Agreement and Plan of Merger and Reorganization with Dome Ventures Corporation. On November 13, 2009 Metalline announced that it had entered into a letter of intent with Dome and in that release outlined the proposed terms of the transaction.
Upon the closing of the transaction Dome will be a wholly owned subsidiary of Metalline. After the completion of the transaction the parties intend for Metalline's common stock issued in the transaction to be listed on both the NYSE Amex and the TSX Venture Exchange. To effect the transaction Metalline will acquire all of the outstanding shares of Dome by the issuance of 47,724,561 shares of common stock. The number of Metalline common shares to be received by Dome's shareholders will depend on the number of Dome shares outstanding at the closing of the transaction.
The transaction is contingent on Metalline's receipt of $2,990,000 in funding by December 23, 2009. Further, the transaction is contingent on Dome receiving funding of $13,010,000 by January 10, 2010, which will be held in escrow pending the closing of the transaction. The agreement between the parties contains standard deal protection provisions and in the agreement both Dome and Metalline made standard representations, warranties and covenants to each other. The completion of the transaction is subject to a number of conditions including both parties receipt of funding, both parties seeking and obtaining shareholder approval, and other regulatory approvals. The parties expect to complete the transaction during the second calendar quarter of 2010.
Pepsi Bottling Ventures, LLC (PBV), of PepsiCo (NYSE: PEP) today announced that it has completed its acquisition of Pepsi Cola Bottling Company of Conway-Myrtle Beach, Inc., the Pepsi-Cola franchise bottler based in Conway, South Carolina. The financial terms of the transaction were not disclosed.
The South Carolina Company's franchise territory includes Marion and Horry counties and includes Myrtle Beach.
Hershey (NYSE: HSY), Nestle said to have been in contact about Cadbury (NYSE: CBY)
Kraft Foods Inc. (NYSE: KFT) took its largely unchanged bid of 9.8 billion pounds ($16.3 billion) to the Cadbury PLC shareholders in a hostile takeover bid on Friday.
The move that will set in motion a series of regulatory deadlines for action from Cadbury is a potential device to flush out rival bidders for the British chocolate company.
The offer from Kraft is 300 pence in cash and 0.2589 new shares of the company's stock for each Cadbury share. Cadbury has already dismissed bids from Kraft on two occasions, citing that the U.S. food company as undervaluing the worth of Cadbury.
"We remain confident that the unique combination of Kraft Foods and Cadbury would create a significant growth opportunity for both businesses," Kraft CEO Irene Rosenfeld said. "That's why we believe this offer is in the best interest of both companies' shareholders."
Other potential buyers for Cadbury include U.S. chocolate company the Hershey Co. (NYSE: HSY), who is considering a joint bid with Italian company Ferrero International SA, and Swiss company Nestle SA. Neither company has made an official offer.
Shares of Cadbury have been trading up recently in the London Stock Exchange, now at 800.5 pence, well above the value of Kraft’s bid of 713 pence per share.
Kraft shares trading nearly flat at $26.45 on the day. Hershey shares are trading flat today as well at $35.90.
Brookfield Asset Management (NYSE: BAM) has purchased near $1 billion of General Growth's (OTC: GGWPQ) unsecured debt in recent months, according to the Wall Street Journal, citing people close to the situation.
The Toronto-based Brookfield has stakes in renewable power, infrastructure and property globally. The company will attempt to convert the debt from General Growth into equity and may put more capital into the nation's second largest mall operator to help it escape bankruptcy protection next year, the newspaper stated.
General Growth has been operating under bankruptcy protection since April.
Brookfield is now positioned to make a bid for the battered company, but will face strong opposition from the Simon Property Group Inc. (NYSE: SPG), which has hired advisors from Lazard Ltd. and Wachtell Lipton Rosen & Krantz and purchased unsecured debt from General Growth as it prepares to make a possible bid for the company.
Simon is interested in purchasing all of General Growth and not just individual assets. Simon is already the largest mall operator in the U.S. with 323 malls.
According the newspaper both General Growth and Brookfield declined to comment on the matter.
Shares of Simon Property are valued at $74.18 in the premarket hours.
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