Cruzan International, Inc. Announces Receipt of Hart-Scott-Rodino Clearance.WEST PALM BEACH, Fla. -- Cruzan International, Inc. (AMEX AMEX See: American Stock Exchange :RUM) (the "Company"), producer and distributor of the Cruzan line of rums from the Virgin Islands and a leading distiller of rum and brandy, and importer and marketer of premium branded spirits, announced that, pursuant to the Hart-Scott-Rodino Antitrust Improvements Act The Hart-Scott-Rodino Antitrust Improvements Act of 1976 (Public Law 94-435, known commonly as the HSR Act) is a set of amendments to the antitrust laws of the United States, principally the Clayton Antitrust Act. The HSR Act was signed into law by President Gerald R. , the U.S. Federal Trade Commission and the U.S. Department of Justice have granted clearance for the previously announced proposed acquisition by The Absolut Spirits Company, Inc., a Delaware corporation A Delaware corporation is a corporation chartered in the U.S. state of Delaware. Delaware is well known as a corporate haven, and thus, over 50% of US publicly-traded corporations and 58% of the Fortune 500 companies are incorporated in the state. ("ASCI ASCI American Society for Clinical Investigation. "), a wholly-owned subsidiary of V&S Vin & Sprit AB ("V&S"), of controlling interest controlling interest The ownership of a quantity of outstanding corporate stock sufficient to control the actions of the firm. Controlling interest often involves ownership of significantly less than 51% of a firm's outstanding stock because many owners fail in the Company from Angostura Angostura: see Ciudad Bolívar. , Ltd. ("Angostura") at a price of $28.37 per share, pursuant to a Stock Purchase Agreement between Angostura and V&S (the "Stock Purchase"). The Stock Purchase is conditioned upon, among other things, receipt of certain regulatory approvals, including approval by certain state alcoholic beverage commissions. In addition, as previously announced, ASCI has submitted a proposed Agreement and Plan of Merger pursuant to which a wholly-owned subsidiary of ASCI would merge with and into the Company, and each issued share of Company common stock would be converted into the right to receive $28.37 in cash (the "ASCI Proposal"). The ASCI Proposal is conditioned upon, among other things, receipt of approval by the Company's stockholders. About the Company Cruzan International, Inc. is a major supplier of rum, brandy and wine to the beverage alcohol industry. The Company also produces ultra-premium single-barrel aged rums and tropical rums, vinegar and other alcohol-related products. Statements contained in this press release, other than historical facts, are "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities and Exchange Act of 1934. The Company intends that such forward-looking statements shall be subject to the safe harbors created thereby. These statements involve various risks and uncertainties, including without limitation those contained in the section entitled "Risks that May Affect Future Results" in Item 7, "Management's Discussion and Analysis Management's discussion and analysis (MD&A) A report from management to shareholders that accompanies the firm's financial statements in the annual report. It explains the period's financial results and enables management to discuss topics that may not be apparent in the financial of Financial Condition and Results of Operations" in the Company's Annual Report on Form 10-K Form 10-K A report required by the SEC from exchange-listed companies that provides for annual disclosure of certain financial information. Form 10-K See 10-K. for the fiscal year ended September 30, 2004. As a result, future results may differ materially from the expected results represented by the forward looking-statements contained in this press release. |
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