Reser’s Fine Foods Inc and Vaughan Foods Inc (OTCBB:FOOD) have entered into an agreement for Reser’s to acquire Vaughan for $18.25 million in cash.
Vaughan’s board of directors has unanimously approved the transaction, which is subject to approval from its stockholders and other closing conditions, and is expected to close in early autumn 2011.
Under terms of the agreement, Vaughan will become a subsidiary of Reser’s. Immediately after the closing, Vaughan stockholders will receive $1.58 per Vaughan share, which represents a 285% premium to the Vaughan closing stock price May 13, 2011, the last trading day before execution of the term sheet, when agreement was reached on the transaction consideration.
Reser’s is a fourth-generation family-owned company. Based in Beaverton OR, it has facilities across the United States. Reser’s is an industry leader in salads, side dishes, dips, Mexican foods, and specialty products.
Vaughan is an integrated manufacturer and distributor of refrigerated foods. Selling to both foodservice and retail sectors, its products consist of fresh-cut vegetables, fresh-cut fruits, salad kits, prepared salads, dips, spreads, soups, sauces, and side dishes. Vaughan’s primary manufacturing facility is in Moore OK, and its soups and sauces are manufactured in a Fort Worth TX facility.
