CHARLOTTE, N.C. & HANOVER, Pa. -- Lance Inc., a leading national supplier of crackers, cookies and salty snacks, announced on Friday that its stockholders approved the issuance of shares needed to complete the proposed merger with leading pretzel maker Snyder's of Hanover Inc. Also on Friday, Snyder's announced that its shareholders approved the proposal to adopt the agreement and plan of merger with Lance.
This approval is an important step for both companies to complete their merger, which is expected to be finalized today, subject to the satisfaction of customary [image-nocss] closing conditions.
Snyder's-Lance will have a diverse portfolio of snack food brands that includes the iconic Snyder's of Hanover pretzels, famous Lance sandwich crackers, Cape Cod, Grande, Tom's, Jays, O-Ke-Doke, Stella D'oro, Krunchers!, Archway, EatSmart Naturals, Padrinos and leading private and third party brands. Products include pretzels, sandwich crackers, potato chips, popcorn, crackers, tortilla chips, cookies, sugar wafers, nuts and seeds, among others.
The stock-for-stock merger of equals was initially announced at the end of July. Since then, it has undergone Federal rade Commission (FTC) and Securities & Exchange Commission (SEC) review and to shareholder vote.
The issuance of shares was approved at a special stockholder's meeting held on December 2, 2010, in Charlotte, N.C. More than 96% of the votes cast by Lance stockholders at the meeting were voted in favor of the issuance of the shares necessary to complete the merger.
Additionally, each of the other proposals presented to Lance stockholders in connection with the merger were approved at the special stockholder's meeting. These proposals, which are contingent on completion of the merger, include changing the name of the corporation from Lance Inc. to Snyder's-Lance Inc. and appointing Peter P. Brubaker, Carl E. Lee Jr., John E. Denton and Michael A. Warehime to the company's board of directors.
As previously announced, the company will pay a special dividend of $3.75 per share to holders of record of Lance stock as of December 3, 2010. The special dividend will be payable after the merger is completed on December 10, 2010. Holders of Snyder's common stock who receive shares of Lance common stock in the merger will not receive the special dividend.
"We are very pleased with the overwhelmingly positive support our stockholders have shown for this merger," said David V. Singer, president and CEO of Lance. "This transaction combines two great organizations into a dynamic and competitive company that will deliver long-term value to our stockholders, customers, business partners and the communities where we do business."
Lee, president and CEO of Snyder's, added, "Everyone at Snyder's is excited for the potential of this merger with Lance. Snyder's and Lance are two great companies with long, successful track records. Our combined strengths in distribution, manufacturing, marketing and innovation will make us a strong national competitor, and I look forward to the growth and opportunities ahead."
A global leader in pretzels and one of the nation's largest snack food companies, Hanover, Pa.-based Snyder's of Hanover was founded in 1909 and is a privately held company that employs more than 2,250 associates and operates more than 1,900 distribution routes nationwide. Its flagship snack food manufacturing and distribution center in Hanover is where products are produced and distributed to the eastern half of North America, the Caribbean, Central and South America and Europe. The Goodyear, Ariz., plant produces products for the western half of the United States and Pacific Rim countries. The Jeffersonville, Ind., plant produces and distributes Krunchers! kettle potato chips, Jays potato chips and Grande tortilla chip products primarily for the Midwest, central and eastern United States.
Lance, headquartered in Charlotte, N.C., manufactures and markets snack foods throughout much of the United States and North America. Products include sandwich crackers, sandwich cookies, potato chips, crackers, cookies, other snacks, sugar wafers, nuts, restaurant style crackers and candy. Its products are sold under the Lance, Cape Cod, Tom's, Archway and Stella D'oro brand names along with a number of private-label and third-party brands. Its products are distributed through a direct-store-delivery system, a network of independent distributors and direct shipments to customer locations. Products are sold in grocery and mass merchant stores, convenience stores, club stores, foodservice outlets and other channels.
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