Delta has been informed that, as of the date hereof, entities under the control of Dabah own 494,051 shares in Delta. Following the completion of the purchase of the shares from Sara Lee, entities under control of Dabah will hold an aggregate of 4,750,588 shares in Delta, representing approximately 25 percent of the issued and outstanding shares of Delta, excluding treasury stock held by Delta and taking into account the shares held by entities under control of Dabah on the date hereof.
In accordance with the terms of the existing shareholders agreement between the Lautman Group and Sara Lee, GMM Capital LLC will replace Sara Lee as a party to the shareholders agreement upon the closing of the sale, subject to various amendments agreed to by the Lautman Group and GMM Capital LLC. Delta has been informed that under the shareholders agreement between the Lautman Group and GMM Capital LLC to be executed upon closing of the sale, the Lautman Group will continue to be entitled to nominate 70 percent of the members of Delta's board of directors, excluding outside directors, and GMM Capital instead of Sara Lee will be entitled to nominate 30 percent of the members of Delta's board of directors, excluding outside directors. Based on the current twelve- member structure of the board of directors, the Lautman Group will continue to nominate seven directors, GMM Capital will nominate three directors and two members of the board will be outside directors.
Upon theclosing of the sale, Sara Lee's current three nominees to the board of directors,. Mark Silver, J. Randall White and Anne E. Ziegler, will resign, and GMM Capital will appoint Isaac Dabah and two other individuals to the board of directors, and Dabah will have the title of Non-Executive Deputy Chairman of the Board of Directors.
marketing@alchempro.com
