Green Mountain Coffee Roasters, Inc. (NASDAQ: GMCR) (“GMCR”) today
announced that the Federal Trade Commission has closed its investigation
concerning GMCR’s tender offer for Diedrich Coffee, Inc. (NASDAQ: DDRX)
(“Diedrich Coffee”). With this closure, all necessary approvals of the
tender offer under the Hart-Scott-Rodino Antitrust Improvements Act of
1976 have been obtained. The tender offer is scheduled to expire at
midnight, New York City time, on Monday, May 10, 2010, and is not
expected to be extended further.
The Board of Directors of Diedrich Coffee has recommended that Diedrich
Coffee stockholders tender their shares into the tender offer. Questions
and requests for assistance regarding the tender offer may be directed
to the Information Agent for the offer, Okapi Partners LLC, toll-free at
(877) 274-8654.
BofA Merrill Lynch is serving as financial advisor to GMCR on this
transaction and Ropes & Gray LLP is serving as its legal advisor.
About Green Mountain Coffee Roasters, Inc.
(NASDAQ: GMCR)
As a leader in the specialty coffee industry, Green Mountain Coffee
Roasters, Inc. is recognized for its award-winning coffees, innovative
brewing technology, and socially responsible business practices. GMCR’s
operations are managed through two business units. The Specialty Coffee
business unit produces coffee, tea and hot cocoa from its family of
brands, including Tully’s Coffee®, Green Mountain Coffee®, Newman’s Own®
Organics coffee and Timothy’s World Coffee®. The Keurig business unit is
a pioneer and leading manufacturer of gourmet single-cup brewing
systems. K-Cup® portion packs for Keurig® Single-Cup Brewers are
produced by a variety of licensed roasters, including Green Mountain
Coffee, Tully’s Coffee and Timothy’s. GMCR supports local and global
communities by offsetting 100% of its direct greenhouse gas emissions,
investing in Fair Trade Certified™ coffee, and donating at least five
percent of its pre-tax profits to social and environmental projects.
Visit www.gmcr.com for more
information.
GMCR routinely posts information that may be of importance to investors
in the Investor Relations section of its web site, including news
releases and its complete financial statements, as filed with the SEC.
GMCR encourages investors to consult this section of its web site
regularly for important information and news. Additionally, by
subscribing to GMCR’s automatic email news release delivery, individuals
can receive news directly from GMCR as it is released.
Forward-looking statements
Certain statements contained herein, including GMCR’s intention to
complete the proposed acquisition, are not based on historical fact and
are “forward-looking statements” within the meaning of the applicable
securities laws and regulations. The “safe harbor” set forth in Section
27A of the Securities Act of 1933, as amended, and Section 21E of the
Securities Exchange Act of 1934, as amended, does not apply to
forward-looking statements made in connection with a tender offer.
Generally, these statements can be identified by the use of words such
as “anticipate,” “believe,” “could,” “estimate,” “expect,” “feel,”
“forecast,” “intend,” “may,” “plan,” “potential,” “project,” “should,”
“would,” and similar expressions intended to identify forward-looking
statements, although not all forward-looking statements contain these
identifying words. Owing to the uncertainties inherent in
forward-looking statements, actual events or results could differ
materially from those stated herein. Factors that could cause actual
results to differ materially from those in the forward-looking
statements include, but are not limited to, the impact on sales and
profitability of consumer sentiment in this difficult economic
environment, GMCR’s success in efficiently expanding operations and
capacity to meet growth, GMCR’s success in efficiently and effectively
integrating Tully’s and Timothy’s wholesale operations and capacity into
its Specialty Coffee business unit, GMCR’s success in introducing new
product offerings, the ability of lenders to honor their commitments
under GMCR’s credit facility, competition and other business conditions
in the coffee industry and food industry in general, fluctuations in
availability and cost of high-quality green coffee, any other increases
in costs including fuel, Keurig’s ability to continue to grow and build
profits with its roaster partners in the At Home and Away from Home
businesses, the impact of the loss of major customers for GMCR or
reduction in the volume of purchases by major customers, delays in the
timing of adding new locations with existing customers, GMCR’s level of
success in continuing to attract new customers, sales mix variances,
weather and special or unusual events, as well as other risks described
more fully in GMCR’s filings with the U.S. Securities and Exchange
Commission (the “SEC”). Forward-looking statements reflect management’s
expectations as of the date of this press release, and are subject to
certain risks and uncertainties. GMCR does not undertake to revise these
statements to reflect subsequent developments, other than in its
regular, quarterly earnings releases.
Additional Information
This press release is neither an offer to purchase, nor a solicitation
of an offer to sell, any securities. The tender offer to purchase shares
of Diedrich Coffee common stock referenced in this press release has
been made pursuant to a Tender Offer Statement on Schedule TO,
containing an offer to purchase, a form of letter of transmittal and
other documents relating to the tender offer (the “Tender Offer
Statement”), which GMCR and Purchaser filed with the SEC and first
mailed to Diedrich Coffee stockholders on December 11, 2009. Security
holders of Diedrich Coffee are advised to read the Tender Offer
Statement, because it contains important information about the tender
offer. Investors and security holders of Diedrich Coffee also are
advised that they may obtain free copies of the Tender Offer Statement
and other documents filed by GMCR with the SEC on the SEC’s website at http://www.sec.gov.
In addition, free copies of the Tender Offer Statement and related
materials may be obtained from GMCR by written request to: Green
Mountain Coffee Roasters, Inc., Attention: General Counsel, 33 Coffee
Lane, Waterbury, Vermont 05676.
