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The J. M. Smucker Company to Merge P&G's Folgers Business into the Company in an All-Stock Transaction
Date:6/4/2008

ORRVILLE and CINCINNATI, Ohio, June 4 /PRNewswire-FirstCall/ -- The J. M. Smucker Company (NYSE: SJM) and The Procter & Gamble Company (NYSE: PG) announced today the signing of a definitive agreement to merge the Folgers coffee business ("Folgers") into The J. M. Smucker Company in an all-stock reverse Morris Trust transaction valued at approximately $3.3 billion, including the assumption of an estimated $350 million of Folgers debt. As part of the transaction, Smucker will issue a one-time special dividend of $5 per share to Smucker shareholders as of the record date, prior to the merger, a clear indication of the strength of the combined businesses. Following this one-time special dividend, P&G shareholders will receive approximately 53.5 percent of Smucker in a tax-free stock-for-stock merger.

Folgers is the leading producer of retail packaged coffee products in the United States with a 150 year history. Folgers' broad portfolio of products are sold primarily under its flagship Folgers(R) brand. This brand joins a widely recognized portfolio of brands that include Smucker's(R), Jif(R), Crisco(R), Pillsbury(R), Eagle Brand(R), Hungry Jack(R), Robin Hood(R) and Bick's(R). The proposed transaction creates a powerful portfolio of brands and an even stronger Smucker Company with annual sales approaching $5 billion, and greater scale that will benefit all of its businesses. With the addition of Folgers, the total size of the categories in which Smucker participates increases to approximately $15 billion as compared t
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SOURCE The J. M. Smucker Company; The Procter & Gamble Company
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