Buyout group to acquire bubble gum, lollipop maker

by Eric Schroeder
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NEW YORK — The Tornante Company L.L.C. and Madison Dearborn Partners, L.L.C. entered a definitive agreement to acquire The Topps Company, Inc., maker of sports cards and confectionery products, including Bazooka bubble gum, Ring Pop, Push Pop and Bottle Pop lollipops. The Tornante Co., which is led by former Disney chief executive officer Michael Eisner, is a privately held company that invests in companies and opportunities in media and entertainment. Madison Dearborn is a private equity investment firm with interests in a broad spectrum of industries.

Tornante and Madison Dearborn have agreed to pay Topps shareholders $385.4 million, or $9.75 per share in cash.

"This will be a change in ownership, not a change in direction," said Arthur T. Shorin, chairman and chief executive officer of Topps. "We look forward to working with an experienced group of investors who understand the creative aspects of our business and are committed to our continued growth."

Although Topps board of directors approved the merger agreement, one of the company’s members, Arnaud Ajdler, along with investment firm Crescendo Partners II, sought to halt the transaction. Mr. Ajdler is a managing partner in Crescendo, which owns about 6.6% of Topps’ shares.

"I believe that the process that led to the signing of the merger agreement was flawed in that the board of directors did not shop the company and thus failed to maximize the competitive dynamics of a sale transaction that would have garnered the highest price available," Mr. Ajdler wrote in a March 6 letter sent to board members.

Under terms of the agreement, Topps will solicit better offers from third parties during the next 40 days, but the company said "there can be no assurances that the solicitation of proposals will result in an alternative transaction."




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