Snyders of Hanover, Lance Announce Merger

CHARLOTTE, N.C. and HANOVER, Pa.Lance Inc., and Snyders of Hanover Inc., have signed a definitive agreement to combine in a stock-for-stock merger that will create a combined company to be called Snyders-Lance Inc. The merger is expected to close following shareholder meetings for both Lance and Snyders in Fall 2010.

Under the terms of the transaction, Snyders and Lance shareholders each will own approximately 50 percent of the new company after the merger. Existing Lance and Snyders options will become options in the combined Snyders-Lance. Contingent on the closing of the transaction, existing Lance shareholders will receive a one-time $3.75 special cash dividend.

The combined company will have a well-established portfolio of snack food brands that includes Snyders of Hanover®, Lance®, Cape Cod®, Grande®, Toms®, Jays®, O-Ke-Doke®, Stella Doro®, Krunchers!®, Archway®, Naturals® as well as Lance Private Brands, a leader in private label cookies and crackers. Products will include pretzels, sandwich crackers, potato chips, cookies, tortilla chips and nuts.

This transaction allows us to create a stronger company in a highly competitive industry and simultaneously create value for our shareholders. Snyders-Lance will have a broad array of leading snack food products supported by a strong national Direct Store Delivery (DSD) system, said David V. Singer, president and CEO of Lance. We are extremely pleased with the opportunity to combine two leading snack food companies in such a strategically compelling merger. Combining our strengths in salty, cracker and cookie snacks creates the opportunity to be a focused specialty company with the scale to compete in high volume categories, said Carl E. Lee, Jr., president and CEO of Snyders.

Michael A. Warehime, current Snyders chairman, will serve as chairman of the board of the combined company, and W. J. Prezzano, current Lance chairman, will serve as lead independent director. David V. Singer, current Lance president and CEO, will become CEO of Snyders-Lance. Carl E. Lee, Jr., current Snyders president and CEO, will become president and COO, and Rick D. Puckett, current Lance executive vice president and CFO, will become executive vice president and CFO of the combined company.