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Sanderson Farms Issues Statement

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Sanderson Farms (NASDAQ: SAFM) has unanimously rejected an unsolicited acquisition proposal from Durational Capital Management at $142 per share, deeming it significantly undervalued compared to its 52-week high of $179.45. The Board, with the aid of financial and legal advisors, believes this offer does not align with the best interests of the company or its shareholders. Sanderson Farms is focused on enhancing shareholder value by executing its strategic growth initiatives, including expanding production to meet rising demand in the retail grocery sector.

Positive
  • Management believes the proposal significantly undervalues the company.
  • Board remains committed to enhancing shareholder value.
  • Continued execution of strategic organic growth plans announced during Investor Day.
Negative
  • None.

LAUREL, Miss.--()--Sanderson Farms, Inc. (NASDAQ: SAFM) today issued the following statement:

Sanderson Farms has not received a proposal from Tyson Foods and Durational Capital Management. The Sanderson Farms Board of Directors has unanimously rejected an unsolicited proposal from Durational Capital Management, a new shareholder, to acquire the Company for $142 per share, a price that very substantially undervalues Sanderson Farms and its future prospects and is significantly below the 52-week high share price of $179.45. After careful consideration, with the assistance of its financial and legal advisors, the Board unanimously determined that the highly conditional and opportunistic proposal is not in the best interests of Sanderson Farms or its shareholders.

The Board remains committed to enhancing value for all shareholders and believes it can generate significant additional value by continuing to execute its strategic organic growth plan, as discussed at the Company’s recent Investor Day where it announced initiatives to increase production to serve the growing retail grocery market, including identifying and vetting a site for a new facility.

Centerview Partners LLC is serving as financial advisor and Wachtell, Lipton, Rosen and Katz, Fishman Haygood LLP, and The Brunini Law Firm are serving as legal counsel to Sanderson Farms.

About Sanderson Farms, Inc.

Sanderson Farms, Inc. is engaged in the production, processing, marketing and distribution of fresh, frozen and minimally prepared chicken. Its shares trade on the NASDAQ Global Select Market under the symbol SAFM.

Forward-Looking Statements

This press release includes forward-looking statements within the meaning of the “safe harbor” provisions of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. Forward-looking statements are based on a number of assumptions about future events and are subject to various risks, uncertainties and other factors that may cause actual results to differ materially from the views, beliefs, projections and estimates expressed in such statements. These risks, uncertainties and other factors include, but are not limited to, those discussed under “Risk Factors” in the Company’s Annual Report on Form 10-K for the fiscal year ended October 31, 2019, and Quarterly Report on Form 10-Q for the quarter ended July 31, 2020.

Contacts

Mike Cockrell
Sanderson Farms, Inc.
Treasurer, Chief Financial Officer &
Chief Legal Officer
(601) 426-1454

Paul Caminiti / Delia Cannan / Nicholas Leasure
Reevemark
(212) 433-4600

FAQ

What was the recent proposal made to Sanderson Farms (SAFM)?

Sanderson Farms received an unsolicited acquisition proposal from Durational Capital Management for $142 per share.

Why did Sanderson Farms reject the acquisition proposal?

The Board unanimously rejected the proposal, stating it significantly undervalues the company compared to its 52-week high of $179.45.

What are Sanderson Farms' plans for future growth?

The company aims to enhance shareholder value through strategic organic growth initiatives, including increasing production for the retail grocery market.

Who advised Sanderson Farms on the proposal?

Centerview Partners LLC served as financial advisor and several law firms provided legal counsel.

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Packaged Foods
Consumer Defensive
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United States
Laurel