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Facts About Cadbury’s Takeover By Kraft (CBY, KFT)


Kraft Foods (NYSE: KFT) is set to buy Cadbury (NYSE: CBY) in an 11.9 billion pound ($19.55 billion) deal after the U.S. food giant raised its offer, winning over the management at the British confectioner and ending a four-month standoff. Here's the skinny on the two companies, from Reuters.

The New Company:
* Combined group will be number one in chocolate and confectionery, overtaking Mars
* Combined revenues of close to $60 billion in 2008 mean Kraft remains the world's second biggest food group behind Nestle
* Will have a leading position in developing markets, including in Brazil, Russia, India, China, and Mexico
* Cadbury brands such as Dairy Milk bars, Roses chocolates, Trident gum and Halls cough drops join Kraft products such as Toblerone and Milka chocolate bars and Oreo cookies
Offer Details
* Cadbury shareholders will receive 500 pence cash and 0.1874 new Kraft shares for each Cadbury share.
* For each Cadbury ADS, shareholders will receive 2,000 pence and 0.7496 new Kraft shares.
* Offer equates to 840 pence per Cadbury share and 3,360 pence per Cadbury ADS, based on a Kraft share price of $29.58 (January 15 closing price) and an exchange rate of 1.63 dollars to the pound.
* In addition, Cadbury shareholders will get 10 pence per share by way of a special dividend
* Offer values Cadbury at approximately 11.9 billion pounds
* Offer represents a multiple of 13.0 times Cadbury's underlying 2009 EBITDA
* Kraft to reduce the number of acceptances required from 90 percent to 50 percent plus one Cadbury Share
* Final offer does not require the approval of Kraft shareholders
* Full acceptance will result in the issue of 265 million new Kraft shares, representing 15 percent of its enlarged share capital

Cadbury Facts:

* Cadbury is the world's second-largest confectionery company after Mars-Wrigley, making brands such as Dairy Milk chocolate, Trident gum and Halls cough drops.
* Cadbury has the No. 1 or No. 2 positions in more than 20 of the world's 50 biggest confectionery markets.
* Cadbury operates in more than 60 countries and employs more than 46,000 people.
* Full-year revenue in 2008 came to 5.38 billion pounds with an underlying operating profit of 638 million pounds.
The company has said unaudited figures showed 2009 revenue rose 11 percent, helped by currency movements.
* Started life in 1824 with John Cadbury opening a shop in Birmingham selling tea and cocoa.
* Merged with Schweppes in 1969 to create Cadbury Schweppes.
* Became the world's biggest confectionery group in 2003 after buying the U.S. Adams chewing gum business for $4.2 billion.
* Sold continental European business to Lion and Blackstone for 1.85 billion euros in February 2006.
* Demerged Cadbury Schweppes in May 2008 following shareholder pressure, creating the London-listed confectionery group Cadbury Plc and U.S. soft drinks group Dr Pepper Snapple Group.
* In March 2009, sold Australian beverage business Schweppes Australia to Asahi Breweries for A$1.185 billion, completing its exit from soft drinks.
* In January 2010 Kraft Foods Inc sweetened its cash and stock offer for Cadbury with more cash, as the U.S. food company's hostile takeover attempt entered its final month.

Kraft Facts:
* Kraft is the world's second-largest food group, after Nestle.
* The company's origins date to 1903, when James L. Kraft began a business selling cheese from the back of a wagon in Chicago, Illinois. In 1914 the company started making its own cheese.
* Kraft was acquired by tobacco corporation Philip Morris in 1988 for $12.9 billion.
* In 2000, Philip Morris bought Nabisco, the maker of Oreo cookies, for $19.2 billion, and merged it with Kraft.
* Kraft Foods Inc was listed on the New York Stock Exchange in 2001, with the spin-off completed in 2007.
* In 2007, Kraft bought the cookie business of Danone -- which includes well-known French brand LU -- for $7.2 billion. When the bid was announced, French Economy Minister Christine Lagarde is reported to have said: "We are not yet ready to put ketchup on our petits LU."
* Kraft still sells cheese singles under the Kraft brand in some countries, including Britain, while in North America the Kraft brand adorns packets of macaroni and cheese.
* Kraft's other major brands include Oscar Mayer hot dogs, Maxwell House instant coffee, Philadelphia cream cheese and chocolate brands Milka and Toblerone, acquired when it bought Jacobs Suchard in 1990.
* Kraft has 98,000 employees and 168 plants.
* Kraft had revenue of $42 billion in 2008.


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