MORTON GROVE, ILL. — Fermented dairy manufacturer Lifeway Foods, Inc. announced Nov. 5 that its board of directors rejected Danone North America PBC’s unsolicited proposal to acquire all of the kefir maker’s outstanding stocks that weren’t already owned by Danone.

The offer equated to about $283.4 million, at $25 per share.

Lifeway shared that its board, “after careful and thorough consideration, conducted in consultation with its independent financial and legal advisors,” deemed that the offer “substantially undervalues Lifeway and is not in the best interests of the company and its shareholders or other stakeholders.”

As part of the response, Lifeway’s board also adopted what the company described as a limited duration shareholder rights plan, effective immediately, to reduce the likelihood that Danone gains control of Lifeway through the open market.

The company said the rights plan was devised to “enable all shareholders to realize the full value of their investment in Lifeway.”

Through the rights plan, Lifeway said it will distribute to shareholders “one preferred share purchase right for each outstanding share of Lifeway common stock to shareholders of record at the close of business on November 18, 2024.”

Lifeway also said that the plan calls for the rights to become exercisable “if an entity, person or group acquires beneficial ownership of 20% or more of the outstanding shares of Lifeway common stock in a transaction not approved by the board, or if an entity, person or group that currently beneficially owns 20% or more of the outstanding shares of Lifeway common stock acquires any additional shares.”

The company noted that the rights plan doesn’t deter offers to acquire Lifeway from any party, nor preclude the board from considering an offer “that is fair and otherwise in the best interests of the company's shareholders.”

The rights will expire Nov. 4, 2025, unless they are redeemed, terminated or exchanged before that, Lifeway said.