Saputo Acquires Morningstar Foods

Saputo Inc. (“Saputo”) completed the acquisition of Morningstar Foods, LLC (“Morningstar”), a subsidiary of Dean Foods Company (“Dean Foods”), for a purchase price of US$1.45 billion. The purchase price was financed through a combination of US$250 million in available cash and a new bank loan of US$1.2 billion.

Saputo is the 12th largest dairy producer in the world, the largest in Canada, the third largest in Argentina and among the top three cheese producers in the United States. Morningstar is a producer of dairy and non-dairy extended shelf life products, including creams and creamers, ice cream mixes, whipping cream, aerosol whipped toppings, iced coffee, half and half, value-added milks, as well as cultured products such as sour cream and cottage cheese.

Saputo was represented by Stikeman Elliott LLP with a team that included Steeve Robitaille, Pierre-Yves Leduc and Dana Borshy (securities and M&A); Jean Lamothe and Sylvia Avedis (banking and finance); and, in the United States, by Jones Day with a team that included Phil Stamatakos, Adam Schaeffer and Charles Jackson (M&A) and Margaret Seurynck, Ajay Mago and Nathan Hoeppner (banking and finance).

Dean Foods was represented by Skadden, Arps, Slate, Meagher & Flom LLP with a team that included Timothy Fesenmyer, Christopher Barlow and Demetrius Warrick.

National Bank of Canada and Bank of Montreal acted as underwriters, co-lead arrangers and joint bookrunners for the new bank loan and were represented by McCarthy Tétrault LLP by a team that included Michel Deschamps and Anastasia Flouris.