Packaged food company Hillshire Brands said it would buy Pinnacle Foods for about $6.6 billion including debt, adding products such as Duncan Hines baking mixes to its portfolio that includes Jimmy Dean sausages and Hillshire Farm luncheon meats.
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Hillshire, formerly the food business of Sara Lee, is offering $18 in cash and half of one of its shares for each Pinnacle share.
Based on Hillshire's Friday closing price of $36.95, the offer values Pinnacle at $4.28 billion, or $36.48 per share, excluding debt.
Pinnacle had debt of $2.5 billion as of Dec. 29, according to a regulatory filing.
Private-equity firm Blackstone Group, which owns about 51 percent of Pinnacle, has agreed to vote in favor of the deal, the companies said.
Blackstone took Pinnacle private for about $2.2 billion in 2007. The company returned to the stock market in March 2013.
Hillshire said it expects the deal to immediately add to earnings and generate $140 million in annual cost savings three years after the deal closes.
Hillshire is also known for its frozen pies, cakes and cheesecake.