Danone Files SC 13D/A Amendment for Lifeway Foods

TL;DR

Danone filed an update on its Lifeway Foods stake. Keep an eye on this.

AI Summary

Danone S.A. has filed an amendment (No. 4) to its Schedule 13D regarding Lifeway Foods, Inc. The filing, dated September 23, 2024, indicates a change in beneficial ownership. Danone North America PBC is also listed as a filer.

Why It Matters

This filing signals a potential shift in control or significant stake changes for Lifeway Foods, Inc., which could impact its stock price and strategic direction.

Risk Assessment

Risk Level: medium — Schedule 13D filings often precede significant corporate actions like mergers, acquisitions, or activist investor involvement, introducing uncertainty.

Key Players & Entities

• Danone S.A. (company) — Filing entity
• Lifeway Foods, Inc. (company) — Subject company
• Danone North America PBC (company) — Filing entity
• Samantha Loh (person) — Authorized contact for Danone S.A.
• Nancy Dowling (person) — Authorized contact for Danone North America PBC
• Joshua R. Cammaker (person) — Legal counsel

FAQ

Key Financial Figures

• $25.00 — porting Persons for a purchase price of $25.00 per share in cash (the Proposed Transac

Filing Documents

• d826089dsc13da.htm (SC 13D/A) — 74KB
• d826089dex991.htm (EX-99.1) — 41KB
• g826089snap1.jpg (GRAPHIC) — 5KB
• 0001193125-24-223664.txt ( ) — 123KB

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Item 2 of the Original Schedule 13D is hereby amended and restated to read as follows: Danone S.A. is a French société anonyme with its principal place of business at 17 boulevard Haussmann, 75009 Paris, France. Danone North America PBC (together with Danone S.A., the Reporting Persons ) is a Delaware public benefit corporation with its principal place of business at 1 Maple Avenue, White Plains, NY 10605. Danone North America PBC is a wholly owned subsidiary of Danone S.A. None of the Reporting Persons, and to the knowledge of the Reporting Persons none of the persons listed on Schedule A hereto, has during the last five years, been convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors). None of the Reporting Persons, and to the knowledge of the Reporting Persons none of the persons listed on Schedule A hereto, has during the last five years, been a party to a civil proceeding of a judicial or administrative body of competent jurisdiction as a result of which it was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws. Item4. Purpose of Transaction.

of the

Item 4 of the Original Schedule 13D is hereby amended and supplemented to add the following: On September 23, 2024, Danone North America PBC sent a letter (the Letter ) to the Issuer, proposing to acquire all of the outstanding shares of Common Stock not currently held by the Reporting Persons for a purchase price of $25.00 per share in cash (the Proposed Transaction ). The transaction would be wholly funded in cash from existing cash reserves of the Reporting Persons and is not contingent on any financing requirements. The proposal is subject to the completion of due diligence and negotiation of definitive agreements. The foregoing summary of the Letter is not intended to be complete and is qualified in its entirety by reference to the full text of the Letter, which is filed herewith as Exhibit 99.1 and is incorporated herein by reference. No assurances can be given that the Proposed Transaction will be consummated. No legally binding obligation with respect to the Proposed Transaction will arise unless and until the relevant parties enter into mutually acceptable definitive documentation. This Schedule 13D is not an offer to purchase or a solicitation of an offer to sell any securities. The Reporting Persons intend to engage in discussions with the Issuer regarding the Proposed Transaction. The Reporting Persons may change the terms of the Proposed Transaction, determine to accelerate or terminate discussions with the Issuer with respect to the Proposed Transaction, withdraw the proposal described in the Letter or any other proposal with respect to the Proposed Transaction, take any action to facilitate or increase the likelihood of consummation of the Proposed Transaction, or change their intentions with respect to any such matters, in each case at any time and without prior notice. The Reporting Persons and their subsidiaries will, directly or indirectly, take such additional steps as they may deem appropriate to further the Proposed Transaction or otherwi

View Full Filing

View this SC 13D/A filing on SEC EDGAR