UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 OR 15(d) of The Securities Exchange Act of 1934
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Item 7.01. Regulation FD Disclosure.
On November 26, 2024, Lifeway Foods, Inc., an Illinois corporation (the “Company”), issued a press release announcing additional information regarding the reasons the Company’s board of directors (the “Board”) rejected the revised unsolicited proposal made on November 15, 2024 by Danone North America PBC (“Danone”) to acquire all the shares of the Company’s common stock that it does not already own for $27.00 per share. Additionally, on November 25, 2024, the Company’s counsel sent a letter on behalf of the Board to Danone’s counsel. The press release and letter are furnished as Exhibits 99.1 and 99.2, respectively, to this Current Report and incorporated herein by reference.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits:
| Exhibit No. | Description | |
| 99.1 | Press Release issued by the Company on November 26, 2024 | |
| 99.2 | Letter from Company Counsel re: Proposed Acquisition of Lifeway Foods, Inc. and Stockholders’ Agreement, dated November 25, 2024 | |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| LIFEWAY FOODS, INC. | |||||
| Date: November 26, 2024 | By: | /s/ Julie Smolyansky | |||
| Name: | Julie Smolyansky | ||||
| Title: | Chief Executive Officer and Secretary | ||||