Philip Morris
Fields
- Area
- MCADAMS,DIANE/BOARD FILE ROOM
- Type
- PRES, PRESS RELEASE
- Site
- N381
- Named Organization
- 1st Boston
- 7 Up
- 7 Up Board of Directors
- 7 Up
- Named Person
- Larkin, S.L.
- Wells, B.H.
- Request
- Stmn/R1-004
- Stmn/R1-017
- Master ID
- 2048189000/9300
Related Documents:- 2048189000 Documents Incorporated by Reference
- 2048189001 Form 10-K Annual Report to the Securities and Exchange Commission for the Fiscal Year Ended 771231
- 2048189002-9056 Form 10-K for the Fiscal Year Ended 771231
- 2048189057-9066 Form 10-Q for Quarter Ended 780331
- 2048189067-9071 Form 8-K Date of Report 780524
- 2048189072-9107A Form 10q for Quarter Ended 780331
- 2048189082-9085 Quarterly Report to Shareholders 7up the Seven-Up Company Financial Report Period Ending 780331
- 2048189091-9102 Proxy Statement
- 2048189103
- 2048189104-9105
- 2048189108-9154 Form 10-K for the Fiscal Year Ended 761231
- 2048189155-9190 the Seven-Up Company 760000 Annual Report
- 2048189191-9237 Form 10-K for the Fiscal Year Ended 771231
- 2048189238-9277 the Seven-Up Company 770000 Annual Report
- 2048189278
- 2048189279 Notice of Annual Meeting of Shareholders to Be Held Thursday, 780427
- 2048189280-9296 Proxy Statement
- 2048189297 Notice of Annual Meeting of Stockholders, Thursday, 780427 and Proxy Statement
- 2048189300 Untitled Document 2048189300
- Author (Organization)
- 7 Up
- Litigation
- Stmn/Produced
- Characteristic
- EXTR, EXTRA
- Date Loaded
- 23 May 1999
- UCSF Legacy ID
- sys81f00
Document Images
The $even-Up Company, 121 South Meramec Avenue, St. Louis, Missouri 63105, (314) 889-7777 ~
For release: IMMEDIATELY Contact: S. Lee Larkin
u
St. Louis, Mo., May 6, 1978--The Seven-Up Company announced
today that its Board of Directors has unanimously recommended to
its shareholders that they reject the unsolicited and conditional offer
of Philip Morris Incorporated to purchase Seven-Up common stock at
$41 per share.
Ben H. Wells, Chairman of the Board of Seven-Up, made this
comment: "The Board concluded that the offer is inadequate
and not in the best interests of Seven-Up and its shareholders."
At their meeting, the Board received the opinion of The First
Boston Corporation, independent financial advisor for Seven-Up,
that the offer is inadequate.
Mr. Wells emphasized that the Board's assessment of the offer
was in complete agreement with the position of representatives of
the Company's founding families and the Company's management, who
had all concluded that the offer is inadequate. "All of us agree",
he said, "that $41 per share is not a fair price for Seven-Up
common." Also, Mr. Wells noted that the sale would be taxable to
the shareholders.
Mr. Wells continued, "Based upon assurances given to me by
members of the Board, relatives and trusts of the Company's
founding families and other closely held interests, I am confident
that 51% of Seven-Up shares will not be tendered at the price offered
-more-
7UP World Headquarters, Public Relations Department Western Union TWX 1-910-761-0513, Cable
SEVENUPCO
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PART II ~
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EXHIBIT 5 ~
-18- ~
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Add 1
by Philip Morris. Philip Morris' obligation to buy any shares is
conditioned on receiving 51% of all Seven-Up shares. If 51% is
not reached, under the terms of the offer, Philip Morris is entitled
to retain the shares without paying for them until June 28. For
these reasons, shareholders should consider seriously whether
tendering their shares to Philip Morris is in their best interest.
Mr. Wells concluded with this statement: "We think that it
would be a mistake for shareholders to jump at this tender offer.
m
We want the management of The Seven-Up Company to have an opportunity
to fulfill its long-range growth plan which is proceeding so well
as reflected in the outstanding financial report for the first
quarter of 1978. "
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