Brown-Forman on Sunday reported that its board had received an unsolicited approach from Sazerac, but concluded the submission was "not actionable." The company did not provide details on the monetary terms of the proposal from the privately owned U.S. spirits firm.
Wolf Pen Branch, LP - which represents a majority of Brown-Forman’s Class A shares - said it continues to have confidence in the company’s portfolio of brands and that Sazerac’s proposal was not consistent with its view of Brown-Forman’s future course. The statement from the large shareholder reaffirmed support for the current strategy without disclosing further specifics.
Sazerac did not immediately reply to a request for comment outside of regular business hours, according to the company note. The filing did not quantify the offer, leaving the financial terms unspecified in the announcement.
Earlier reporting in May indicated Brown-Forman had turned down a $32-per-share cash takeover bid from Sazerac that would have valued the company at roughly $15 billion. That earlier report described a prior, explicit cash proposal that Brown-Forman rejected; the latest disclosure does not confirm that the unsolicited approach discussed on Sunday matched that prior figure.
Sazerac became a potential suitor after merger discussions between Brown-Forman and Pernod Ricard ended in late April when the two companies were unable to reach mutually acceptable terms. Sazerac, which is controlled by the Goldring family and is privately held, owns a portfolio of more than 500 brands, including Buffalo Trace bourbon and Fireball cinnamon whisky.
The board's public characterization of the most recent proposal as "not actionable" and the majority shareholder's statement of confidence leave the company's immediate strategic direction unchanged in the announcement. No additional commitments or next steps were disclosed in the filing.
Context and implications
- The filing confirms receipt of an unsolicited approach but provides no valuation for the proposal.
- A major shareholder has publicly supported management's stance and strategy.
- Previous public reporting noted an earlier $32-per-share offer in May that Brown-Forman declined; this latest announcement does not restate a matching price.