MCLEAN, Va. and LOS ANGELES, Aug. 30,
2017 /PRNewswire/ -- Mars, Incorporated and VCA Inc.
(NASDAQ: WOOF) today announced that the U.S. Federal Trade
Commission (FTC) has cleared Mars' proposed acquisition of VCA,
which was previously announced on January 9,
2017.
The FTC clearance follows Mars' agreement to divest 12 specialty
or off-hours emergency animal hospitals out of the companies'
combined total of over 1,900 locations in the U.S. and Canada following the closing of the
transaction. Mars and VCA have agreements in place with three
well-respected operators of animal hospitals to purchase the
affected hospitals, and the divestitures are expected to be
completed shortly following the closing of the VCA transaction,
which is expected to occur in September.
About Mars, Incorporated
Mars is a family-owned
business with more than a century of history making diverse
products and offering services for people and the pets people love.
With almost $35 billion in sales, the
company is a global business that produces some of the world's
best-loved brands: M&M's®, SNICKERS®, TWIX®, MILKY WAY®, DOVE®,
PEDIGREE®, ROYAL CANIN®, WHISKAS®, EXTRA®, ORBIT®, 5™, SKITTLES®,
UNCLE BEN'S®, MARS DRINKS and COCOAVIA®. Mars also provides
veterinary health services that include BANFIELD® Pet Hospitals,
BLUEPEARL® Specialty and Emergency Pet Hospitals and PET PARTNERS™
Veterinary Hospitals. Headquartered in McLean, VA, Mars operates in more than 80
countries. The Mars Five Principles – Quality, Responsibility,
Mutuality, Efficiency and Freedom – inspire its more than 85,000
Associates to create value for all its partners and deliver growth
they are proud of every day.
For more information about Mars, please visit www.mars.com. Join
us on Facebook, Twitter, LinkedIn, Instagram and YouTube.
About VCA Inc.
VCA is a leading provider of pet health
care services in the country delivered through over 800 small
animal veterinary hospitals in the US and Canada, a preeminent nationwide clinical
laboratory system that services all 50 states and Canada (Antech Diagnostics), the leading
animal diagnostic imaging company in the market (Sound), and Camp
Bow Wow (CBW), the nation's Premier Doggy Day and Overnight Camp®
franchise.
Media Contacts
Mars, Incorporated
Brunswick Group
Blake Sonnenshein
(212) 333-3810
VCA Inc.
Tomas W. Fuller
Chief Financial Officer
(310) 571-6505
Forward Looking Statements
This press release contains
forward-looking statements within the meaning of the securities
laws with respect to the proposed transaction between VCA Inc.
(VCA), Mars, Incorporated (Mars), and certain subsidiaries of Mars.
We have included herein statements that constitute forward-looking
statements within the meaning of the Private Securities Litigation
Reform Act of 1995. We generally identify forward-looking
statements in this document using words like "believe," "intend,"
"expect," "estimate," "may," "plan," "should," "could," "forecast,"
"looking ahead," "possible," "will," "project," "contemplate,"
"anticipate," "predict," "potential," "continue," or similar
expressions. These forward-looking statements are not historical
facts and are inherently uncertain and outside of our control. Any
or all of our forward-looking statements in this press release may
turn out to be incorrect. These statements may be affected by
inaccurate assumptions we might make or by known or unknown risks
and uncertainties. Many factors mentioned in in this press release
will be important in determining future results. Consequently, no
forward-looking statement can be guaranteed. Actual future results
may vary materially. Many factors could cause actual future events
to differ materially from the forward-looking statements in this
press release, including but not limited to: (i) the risk that the
proposed transaction may not be completed in the time period noted
in this press release or at all, which may adversely affect VCA's
businesses and the market price of the share of common stock of
VCA; (ii) the failure to satisfy or obtain waivers of the
conditions in the FTC consent order; (iii) the occurrence of any
event, change or other circumstances that could give rise to the
termination of the merger agreement prior to the anticipated
closing date; (iv) the effect of the pendency of the proposed
transaction on VCA's business relationships, operating results and
business generally; (v) potential difficulties in the hiring or
retention of employees of VCA as a result of the proposed
transaction; (vi) risks related to diverting management's attention
from VCA's ongoing business operations; (vii) ongoing litigation
relating to the merger agreement and the proposed transaction;
(viii) unexpected costs, charges or expenses resulting from the
proposed transaction; (ix) competitive responses to the proposed
transaction; and (x) legislative, regulatory and economic
developments.
The foregoing list of factors is not exclusive. Additional risks
and uncertainties that could affect VCA's financial and operating
results are included under the captions "Risk Factors" and
"Management's Discussion and Analysis of Financial Condition and
Results of Operations" and elsewhere in VCA's most recent Annual
Report on Form 10-K for the year ended December 31, 2016 filed with the Securities and
Exchange Commission (the "SEC") on February
28, 2017, and VCA's more recent reports filed with the SEC.
VCA can give no assurance that the conditions to the proposed
transaction will be satisfied, or that it will close within the
anticipated time period. Investors and security holders are
cautioned not to place undue reliance on these forward-looking
statements, which speak only as of the date on which statements
were made. Except as required by applicable law, VCA undertakes no
obligation to revise or update any forward-looking statement, or to
make any other forward-looking statements, whether as a result of
new information, future events or otherwise.
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SOURCE Mars, Incorporated; VCA Inc.