Panera Bread To Be Bought By JAB In $7.5 Bln Deal; Q1 Bakery-cafe Comps Up

(RTTNews) - Bakery chain Panera Bread Co. (PNRA) announced Wednesday that it has entered into a definitive merger agreement to be bought by JAB Holding Co. for $315 per share in cash. The transaction is valued at approximately $7.5 billion, including the assumption of approximately $340 million of net debt.

JAB is acquiring Panera through JAB BV, an investment vehicle of JAB Consumer Fund and JAB Holding Company.

The agreement has been unanimously approved by Panera's Board of Directors. The deal price represents a premium of approximately 30% to the 30-day volume-weighted average stock price as of March 31, the last trading day prior to news reports speculating about a potential transaction It also represents a premium of approximately 20% to Panera's all-time high closing stock price as of that same date.

The transaction is expected to close during the third quarter of 2017, subject to the approval of Panera shareholders and the satisfaction of customary closing conditions. It is not subject to a financing condition.

Following the close of the transaction, Panera will be privately held and continue to be operated independently by the Company's management team.

Further, Panera reported that its first-quarter company-owned comparable net bakery-cafe sales increased 5.3% compared to the same period in fiscal 2016. Two-year Company-owned comparable net bakery-cafe sales increased 11.5%. Additionally, Company-owned comparable net bakery-cafe sales in the first quarter outperformed the Black Box all-industry composite by 690 basis points.