Pinnacle Foods to be acquired by The Blackstone Group

Pinnacle Foods Group Inc. agreed to be acquired by affiliates of The Blackstone Group for approximately $2.16 billion in cash. The transaction is expected to close in the first half of 2007.

Upon completion of the transaction, C. Dean Metropoulos, executive chairman of Pinnacle Foods, will be succeeded as chairman by Roger Deromedi, former CEO of Kraft Foods Inc.

Pinnacle Foods produces a number of leading consumer brands including Duncan Hines baking mixes, Vlasic pickles, Hungry Man and Swanson frozen dinners, Log Cabin and Mrs. Buttersworth’s syrups, Armour canned meat, Lender’s bagels, Aunt Jemima breakfast foods, Celeste pizza and Van de Kamp’s and Mrs. Paul’s seafood.

The company employs more than 3,000 individuals, owns seven manufacturing facilities in the U.S., and generates approximately $2.1 billion in annual gross sales.

The sale of Pinnacle Foods to The Blackstone Group is the latest corporate transformation story involving Metropoulos, who is also head of C. Dean Metropoulos & Co., a Greenwich, Conn.-based private equity investment and management firm. With 20 years of private-equity investment experience as both a CEO and investor, Metropoulos assembled and led the investor group that acquired Aurora Foods out of bankruptcy in March 2004, merged it with Pinnacle Foods.

In March 2006, Pinnacle acquired Armour canned meats, the number-two canned meat brand and number-one brand in Vienna Sausage, from Dial Corporation. In July 2006, Metropoulos recruited Jeffrey P. Ansell to replace him as CEO and to be the steward of the Pinnacle business going forward. Ansell came to Pinnacle from Procter & Gamble, where he was president of The Iams Company.

“We build companies for the long term,” said Metropoulos. “We are very proud of what we have accomplished at Pinnacle Foods over the past three and a half years and proud that both strategic and financial buyers have had great success in buying businesses we have rebuilt.”

Pinnacle Foods is jointly owned by affiliates of J.P. Morgan Partners, LLC (CCMP Capital Advisors, LLC manages their investment in Pinnacle Foods), by J.W. Childs Associates, L.P., by CDM Group (an investment company controlled by C. Dean Metropoulos), and by former bondholders of Aurora Foods Inc.

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