Pabst Brewing Company - Page 9

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               On July 14, 1982, pursuant to the June 10, 1982, Agreement,            
          PBC purchased 1.27 million shares of Olympia (49 percent of its             
          outstanding shares) for $28 per share.                                      
               On July 22, 1982, the Justice Department announced in a                
          press release that it would oppose the First JMSL Offer because             
          the proposed sale of the assets to Heileman pursuant to the Put             
          Agreement raised serious antitrust concerns and made it unlikely            
          that the surviving entity would survive in the long term.  On the           
          same date, the U.S. District Court for the District of Delaware             
          (District Court) issued preliminary injunctions enjoining both              
          the First JMSL Offer and the OBC Offer.  On July 23, 1982, JMSL             
          terminated the First JMSL Offer.  OBC terminated the OBC Offer              
          3 days later.                                                               
               After the termination of these offers, Jacobs and Mathisen             
          met with William F. Smith, Jr. (Smith), petitioner's president              
          and chief executive officer, and one of petitioner's distributors           
          to discuss the demands of the Jacobs Group, including a possible            
          restructuring of the Board.  These negotiations were unsuccessful           
          and, on August 31, 1982, members of the Dissident Group announced           
          that they would seek removal of the incumbent directors of the              
          Board and attempt to replace them with the Dissident Group's                
          nominees by soliciting the consent of the owners of a majority of           
          petitioner's outstanding shares.  The Dissident Group's consent             
          materials stated that, if the Dissident Group's nominees were               
          elected as directors, they would use every effort to implement              

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