M&A

13 November, 2009

FACTBOX-What happens next in Kraft/Cadbury bid saga

Nov 13 (Reuters) - Kraft Foods (KFT.N) launched its formal cash and shares bid for Cadbury (CBRY.L) earlier this week triggering a takeover timetable based on rules which apply to any situation involving a British target. [ID:nL9380032].

Kraft has up to 28 days from the day that it launched its formal bid on Nov. 9 to issue a formal bid document for Cadbury. This gives Kraft up to Dec. 7 to post the document to Cadbury's shareholders.

The day when the formal offer document is posted to Cadbury shareholders will become Day 1 in the formal 60-day timetable under UK takeover rules.

Other key dates on a calendar basis, which counts both weekends and national holidays, are:

Day 14 - This is the last day by which the board of the target company (Cadbury) has to publish its views on the bid, known as the "Defence Document".

Day 21 - The first closing date, the minimum period for which an offer must be open.

Day 39 - The last date for the target (Cadbury) to publish new information, such as a profit forecast, the disposal of a major subsidiary or a defensive acquisition with which to justify claims the offer "undervalues the company".

Day 46 - This is the last date for raising the offer (by Kraft). The bidder can increase its offer as many times as it likes up until this day, but not lower it.

Day 60 - The day by which acceptances have to be in to count towards the 50.01 percent needed to win.

In friendly deals, the UK Takeover Panel may be prepared to extend this 60-day deadline if it is asked to do so by the board of the target company NOTE - A new bidder can enter the fray at any time up to Day 60, but then the 60-day clock goes back to zero.

On Nov. 9, Kraft launched its formal offer of 300p in cash and 0.2589 new Kraft shares for each Cadbury share, which at the time valued Cadbury shares at 717p or 9.8 billion pounds ($16.3 billion).

At 1340 GMT, Cadbury shares were trading at 777p.

To read a Dealtalk on Kraft's bid for Cadbury, click on [ID:nLC380808] ($1=.6017 Pound) (Compiling by Victoria Howley and David Jones; editing by Jon Loades-Carter)

Source: http://www.reuters.com