UK: CEDC closes acquisition in Whitehall Group

Central European Distribution Corporation (CEDC) has closed its acquisition of a 49.9% voting interest and a 75% economic interest in the Whitehall Group.

The acquisition of the Russian spirit company comprises US200m to be paid in cash at closing, $55m in CEDC shares to be issued to the seller and a deferred payment of EUR16m to be paid on the first anniversary of the closing, the company said today (27 May).

The terms of the investment also include a call option for CEDC to acquire the remaining interests in the group on 31 December 2013.

William Carey, president and CEO said: "The Whitehall Group is one of the premier spirit companies in Russia. We are investing in a great company that is only at the beginning of its growth curve. The company's portfolio is well-positioned to take advantage of the strong economic trends in Russia, which are driving higher consumer spending and demand for premium products."

The Whitehall Group will continue to be led by CEO Mark Kaouffman, who will retain voting and management control over the entire Whitehall Group.

The cash component of the purchase price was financed through a combination of proceeds from the company's recent $310m convertible notes offering and existing cash on hand.

CEO Kaouffmansaid: "The alignment of interests between CEDC and all partners and stakeholders in the Whitehall Group underpins this deal as a great opportunity to develop our business in the increasingly attractive Russian market. We are very excited about this new challenge and I am personally totally committed to it."

As a result of the acquisition, the company is raising its full year 2008 net sales guidance from $1.47-$1.57 billion to $1.57-$1.70 billion and its full year comparable fully diluted earnings per share guidance from $2.30-$2.45 to $2.50-$2.65.