Dairy Southwest

Court Approves Sale Of Substantially All Dean Foods Assets

Dean Foods, Mana Saves McArthur

On April 4, the U.S. Bankruptcy Court for the Southern District of Texas has approved the sale, subject to entry of final agreed orders, of a substantial portion of Dallas, Texas-based Dean Foods’ business operations, including the sale of the assets, rights, interests and properties relating to 44 of the company’s fluid and frozen facilities, to Dairy Farmers of America (“DFA”) for $433 million.

The court also approved the sale, subject to entry of final agreed orders, of the assets, rights, interests and properties relating to eight additional facilities, two distribution branches and certain other assets to Prairie Farms Dairy for $75 million in cash and the sale of Dean Foods’ facility in Miami, Florida, to Mana Saves McArthur LLC for $16.5 million.

The court also approved Producers Dairy Foods’ purchase of Dean Foods’ Reno, Nevada, facility for $3.7 million and its purchase of the “Berkeley Farms” trademark and related intellectual property for $3 million. Additionally, the sale of the company’s Uncle Matt’s business to Harmoni Inc. for $7.25 million has been approved, as well as the sale of Dean Foods’ Meadow Gold Hawaii operations as an ongoing business to Industrial Realty Group LLC for $25.5 million.

“Following the competitive court-supervised auction process, and with the court’s approval, we have determined a combination of bids that represent the best path forward for our stakeholders,” said Eric Beringause, president and CEO of Dean Foods. “We are confident that, under these new owners, our customers can expect the same commitment to quality and service that Dean Foods has lived up to over the years. We will continue to provide an uninterrupted supply of high-quality dairy products as we work toward completing these transactions. We appreciate the continued hard work and commitment of our Dean Foods employees throughout this process.”

Each transaction remains subject to customary closing conditions, including any required regulatory approvals. The company anticipates completing all transactions by early May.

Additional information is available  here. In addition, court filings and other information related to the proceedings are available on a separate website administered by the company’s claims agent, Epiq Bankruptcy Solutions LLC, here, or by calling Epiq representatives toll-free at 1-833-935-1362 or 1-503-597-7660 for calls originating outside of the U.S.

A list of entities included in each transaction is available at here.

Davis Polk & Wardwell LLP and Norton Rose Fulbright are serving as legal advisors to the company, Evercore is serving as its investment banker and Alvarez & Marsal is serving as its financial advisor.

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