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November 18, 1982, purporting to make the additional disclosures
ordered by the District Court and raising its offer price to
$30 per share for the 3 million shares it was seeking. On
November 23, 1982, JMSL announced in a press release that it had
again increased the Second JMSL Offer price to $35 per share. On
November 24, 1982, the District Court denied the motion of the
Jacobs Group and Kalmanovitz for a preliminary injunction against
the First HBC Offer.
On November 22, 1982, the Justice Department's antitrust
division filed a civil suit against petitioner and Heileman, a
stipulation, and a proposed final judgment (1982 Consent Decree)
in the District Court. See United States v. G. Heileman Brewing
Co., 563 F. Supp. 642 (D. Del 1983). The complaint alleged that
competition in the United States beer industry might be
substantially lessened if Heileman acquired and exercised control
over petitioner and Olympia. Petitioner and Heileman agreed to
be bound by all of the terms of the 1982 Consent Decree pending
its approval by the District Court. After reviewing the proposed
1982 Consent Decree to determine whether it was in the public
interest, the District Court approved and entered it. The 1982
Consent Decree ensured that the essential terms of the Agreement
in Principle, including Heileman's acquisition of the Transferred
Assets and the transfer of the other assets to unrelated parties,
would be consummated. In relevant part, the decree provided that
Heileman intended to acquire only certain assets of petitioner
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