Smithfield, PSF boards agree to merger

The boards of directors of Smithfield Foods Inc and Premium Standard Farms Inc (PSF) have approved a definitive merger agreement under which Smithfield will acquire all of the outstanding shares of PSF.

Under terms of the merger, each PSF share will be converted into the right to receive 0.678 Smithfield shares plus $1.25 in cash. Total combined value of stock and cash is $21.35, based on Smithfield's average closing price on the New York Stock Exchange over the most recent 10-day trading period. The agreement has a total transaction value of around $810 million, including assumption of about $117 million of PSF’s net debt.

ContiGroup Companies Inc, which owns 38.8 percent of PSF's stock, has signed a shareholder support agreement committing to vote its PSF shares in favor of the transaction. The transaction is expected to close in the first quarter of 2007.

This transaction will require customary regulatory approvals as well as the approval of PSF shareholders.