Pernod Ricard Completes Acquisition of Castle Brands
10 October 2019 - 12:16AM
Business Wire
Regulatory News:
Press Release – 9 October 2019
Pernod Ricard (Euronext ticker RI; ISIN Code: FR0000120693) and
Castle Brands Inc. (NYSE American: ROX) announced today the
successful completion of the acquisition of Castle Brands by a
subsidiary of Pernod Ricard S.A., through a cash tender offer
followed by a short-form merger.
On this occasion Alexandre Ricard, Chairman & Chief
Executive Officer of Pernod Ricard, stated: “We’re thrilled about
the closing of the Castle Brands acquisition and the opportunity it
offers us in the world’s largest spirits market, the US, a priority
market for the Group.”
As previously announced, Pernod Ricard, through one of its
subsidiaries, offered to acquire all of the outstanding common
stock of Castle Brands for $1.27 per share in cash, net of
applicable withholding taxes and without interest. The tender offer
expired at Midnight, New York time, on October 8, 2019. A total of
150,335,952 shares of common stock of Castle Brands, representing
approximately 89.52% of the outstanding Castle Brands shares, were
validly tendered into (and not validly withdrawn from) the tender
offer. As of such expiration, all conditions to the tender offer
have been satisfied. As a result, all such Castle Brands shares
have been irrevocably accepted by Pernod Ricard’s subsidiary for
payment, which will be made on October 9, 2019.
Concurrently with the payment for the tendered shares, on
October 9, 2019 the offeror merged with and into Castle Brands via
a short-form merger. As a result of the tender offer and the
merger, Castle Brands became an indirect wholly owned subsidiary of
Pernod Ricard and Castle Brands’ common stock will cease trading on
the NYSE American.
At the effective time of the merger, Castle Brands common stock
held by the remaining Castle Brands shareholders who did not tender
their shares in the tender offer (other than those who properly
exercise appraisal rights) were cancelled and converted into the
right to receive the same $1.27 per share price, net of applicable
withholding taxes and without interest, that was paid in the tender
offer. Castle Brands shareholders who did not tender their shares
in the tender offer will receive relevant information in the mail
on how to receive payment for their shares in connection with the
merger.
About Pernod Ricard Pernod Ricard is the No.2 worldwide
producer of wines and spirits with consolidated sales of €9,182
million in FY19. Created in 1975 by the merger of Ricard and
Pernod, the Group has developed through organic growth and
acquisitions: Seagram (2001), Allied Domecq (2005) and
Vin&Sprit (2008). Pernod Ricard, which owns 16 of the Top 100
Spirits Brands, holds one of the most prestigious and comprehensive
brand portfolios in the industry, including: Absolut Vodka, Ricard
pastis, Ballantine’s, Chivas Regal, Royal Salute, and The Glenlivet
Scotch whiskies, Jameson Irish whiskey, Martell cognac, Havana Club
rum, Beefeater gin, Malibu liqueur, Mumm and Perrier-Jouët
champagnes, as well Jacob’s Creek, Brancott Estate, Campo Viejo,
and Kenwood wines. Pernod Ricard’s brands are distributed across
160+ markets and by its own salesforce in 73 markets. The Group’s
decentralised organisation empowers its 19,000 employees to be true
on-the-ground ambassadors of its vision of “Créateurs de
Convivialité.” As reaffirmed by the Group’s three-year strategic
plan, “Transform and Accelerate,” deployed in 2018, Pernod Ricard’s
strategy focuses on investing in long-term, profitable growth for
all stakeholders. The Group remains true to its three founding
values: entrepreneurial spirit, mutual trust, and a strong sense of
ethics. As illustrated by the 2030 roadmap supporting the United
Nations Sustainable Development Goals (SDGs), “We bring good times
from a good place.” In recognition of Pernod Ricard’s strong
commitment to sustainable development and responsible consumption,
it has received a Gold rating from Ecovadis and is ranked No. 1 in
the beverage sector in Vigeo Eiris. Pernod Ricard is also a United
Nation’s Global Compact LEAD company. Pernod Ricard is listed on
Euronext (Ticker: RI; ISIN Code: FR0000120693) and is part of the
CAC 40 index.
About Castle Brands Castle Brands is a developer and
international marketer of premium and super-premium brands
including: Jefferson’s®, Jefferson’s Presidential SelectTM,
Jefferson’s Reserve®, Jefferson’s Ocean Aged at Sea Bourbon®,
Jefferson’s Wine Finish Collection and Jefferson’s Wood
Experiments, Goslings® Rums, Goslings® Stormy Ginger Beer,
Knappogue Castle Whiskey®, Clontarf® Irish Whiskey, Pallini®
Limoncello, Boru® Vodka, Brady’s® Irish Cream, The Arran Malt®
Single Malt Scotch Whisky, The Robert Burns Scotch Whisky and
Machrie Moor Scotch Whisky. Additional information concerning the
Company is available on the Company's website,
www.castlebrandsinc.com.
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version on businesswire.com: https://www.businesswire.com/news/home/20191009005443/en/
Pernod Ricard Julia MASSIES / VP, Financial Communication
& Investor Relations +33 (0) 1 41 00 42 02 Adam RAMJEAN /
Investor Relations Manager +33 (0) 1 41 00 41 59 Fabien DARRIGUES /
External Communications Director +33 (0) 1 41 00 44 86 Emmanuel
VOUIN / Press Relations Manager +33 (0) 1 41 00 44 04 Alison
DONOHOE / Press Relations Manager +33 (0) 1 41 00 44 63
Castle Brands Jared LEVY & Ben SPICEHANDLER –
Castle-SVC@SARDVERB.com
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