FORM 6-K
UNITED STATES
SECURITIES AND EXCHANGE
COMMISSION
Washington, D.C. 20549
Report of Foreign Issuer
August 12, 2010
Pursuant to Rule 13a-16 or 15d-16 of
the Securities Exchange Act of 1934
Commission file number: 333-14278
WIMM-BILL-DANN
FOODS OJSC
(Exact name of Registrant as specified in its
charter)
Russian Federation
(Jurisdiction of incorporation or organization)
16/15, Yauzsky Boulevard
Moscow 109028
Russian Federation
(Address of principal executive offices)
Indicate by check mark whether the registrant files or
will file annual reports under cover Form 20-F or Form 40-F.
Form 20-F
x
Form 40-F
o
Indicate by check mark whether the registrant by
furnishing the information contained in this Form is also thereby
furnishing the information to the Commission pursuant to Rule 12g3-2(b) under
the Securities Exchange Act of 1934.
Yes
o
No
x
WIMM-BILL-DANN FOODS ANNOUNCES AGREEMENT TO
ACQUIRE DANONE’S SHAREHOLDING
Moscow, Russia — August 12, 2010 — Wimm-Bill-Dann Foods OJSC [NYSE:
WBD] today announced that the Company has reached an agreement to purchase
Danone’s 18.4% shareholding in Wimm-Bill-Dann Foods OJSC for the total
consideration of US$470 million. The stake includes both local shares and ADRs.
The transaction will be funded from existing resources and will not require
additional financing.
The sale of the shares by Danone is conditional upon the appropriate
governmental approvals of the merger of Danone’s Fresh Dairy Product businesses
in the CIS region and Unimilk.
Commenting on the announcement, Tony Maher, CEO of
Wimm-Bill-Dann Foods, said: “We are very pleased to announce the acquisition of
Danone’s stake in our company. This agreement represents the amicable
conclusion of Danone’s investment in our company, an investment Danone has held
since our IPO in February 2002. This announcement and the outright
purchase of our own shares reflect our confidence in the fundamentals of the
business and our strategy for the future.”
For further enquiries contact:
Marina Kagan
Wimm-Bill-Dann
Foods OJSC
Solyanka, 13, Moscow 109028 Russia
Tel:
+7 495 925 5805
Fax: +7 495 925 5800
e-mail: kagan@wbd.ru
Some of the information contained in this press
release may contain projections or other forward-looking statements regarding
future events or the future financial performance of Wimm-Bill-Dann Foods OJSC,
as defined in the safe harbor provisions of the U.S. Private Securities
Litigation Reform Act of 1995. We wish to caution you that these statements are
only predictions and that actual events or results may differ materially. We do
not intend to update these statements to conform them to actual results. We
refer you to the documents Wimm-Bill-Dann Foods OJSC files from time to time
with the U.S. Securities and Exchange Commission, specifically, the Company’s
most recent Form 20-F. These documents contain and identify important
factors, including those contained in the section captioned “Risk Factors” in
our Form 20-F, that could cause the actual results to differ materially
from those contained in our projections or forward-looking statements,
including, among others, potential fluctuations in quarterly results, and risks
associated with our competitive environment, acquisition strategy, ability to
develop new products or maintain market share, brand and company image,
operating in Russia, volatility of stock price, financial risk management, and
future growth.
NOTES TO EDITORS
Wimm-Bill-Dann Foods OJSC was founded in 1992 and is
the largest manufacturer of dairy products and a leading producer of juices and
beverages in Russia and the CIS. The company produces dairy products (main
brands include: Domik v Derevne, Chudo, Imunele, Bio Max and more), juices (J7,
Lubimy Sad, 100% Gold), Essentuki mineral water and Rodniki Rossii natural water,
Zdraivery kids’ brand and Agusha baby food.
The company has 37 manufacturing facilities in Russia,
Ukraine, Kyrgyzstan, Uzbekistan and Georgia with over 16,000 employees. In
2005, Wimm-Bill-Dann became the first Russian dairy producer to receive approval
from the European Commission to export its products into the European Union.
In 2009, Standard & Poor’s Governance
Services confirmed WBD’s governance, accountability, management, metrics, and
analysis (GAMMA) score “GAMMA- 7+”. The score reflects the effective work of
the Board of Directors and, in particular, the real influence of independent
directors in the decision-making process and the adherence of the controlling
shareholders to the highest standards of corporate governance.