Monster Beverage (MNST) Announces Prelim. Tender Offer Results; Says 13.6M Shares Tendered at $156/Share

Monster Beverage Corporation (NASDAQ: MNST) announced today the preliminary results of its “modified Dutch auction” tender offer, which expired at 5:00 p.m., New York City time, on June 8, 2016.

Based on the preliminary count by American Stock Transfer & Trust Company, LLC, the depositary for the tender offer, a total of approximately 13.6 million shares of Monster’s common stock were validly tendered and not validly withdrawn at or below a purchase price of $156.00 per share. Additionally, approximately 6.5 million shares were tendered through notice of guaranteed delivery at or below such purchase price. Rodney Sacks and Hilton Schlosberg, who are officers and members of the Board of Directors of Monster, have tendered 1,850,901 and 1,064,190 shares, respectively, that they beneficially own, including shares held by each of them directly and shares held by certain entities affiliated with them.

In accordance with the terms and conditions of the tender offer and based on the preliminary count by the depositary, Monster expects to accept for payment an aggregate of approximately 12.8 million shares of its common stock at a purchase price of $156.00 per share, for an aggregate cost of $2.0 billion, excluding fees and expenses relating to the tender offer. As such, Monster has been informed by the depositary that the preliminary proration factor for the tender offer is approximately 94%. The shares expected to be accepted for payment represent approximately 6.3% of the shares that were outstanding as of May 10, 2016.

The number of shares expected to be purchased in the tender offer and the purchase price per share are preliminary and subject to change. The preliminary information contained in this press release is subject to confirmation by the depositary and is based on the assumption that all shares tendered through notice of guaranteed delivery will be delivered within the three trading day settlement period. The final number of shares to be purchased in the tender offer and the final purchase price per share will be announced following the expiration of the guaranteed delivery period and the completion by the depositary of the confirmation process. Payment for the shares accepted for purchase pursuant to the tender offer, and the return of all other shares tendered and not purchased, will occur promptly thereafter. Payment for shares will be made in cash, without interest.

Monster may purchase additional shares in the future in the open market subject to market conditions, or in private transactions, exchange offers, tender offers or otherwise. Under applicable securities laws, however, Monster may not repurchase any shares until June 23, 2016. Whether Monster makes additional repurchases in the future will depend on many factors, including the market price of the shares, the results of the tender offer, Monster’s business and financial condition and general economic and market conditions.

Barclays Capital Inc. and Goldman, Sachs & Co. are acting as dealer managers for the tender offer and Innisfree M&A Incorporated is serving as the information agent. The depositary is American Stock Transfer & Trust Company, LLC. Any questions regarding the tender offer may be directed to the information agent toll-free at 888-750-5834.

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