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Lance and Snyder’s of Hanover Announce Merger

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Charlotte, North Carolina and Hanover, Pennsylvania, July 22, 2010 -- Lance, Inc. (NASDAQ: LNCE) ("Lance") and Snyder's of Hanover, Inc. ("Snyder's") today announced they have signed a definitive agreement to combine in a stock-for-stock merger of equals that will create a combined company to be called Snyder's-Lance, Inc. ("Snyder's-Lance"). The combined company will have the operating scale and balance sheet strength to provide even more value to consumers, customers and shareholders. In addition to leading iconic brands including Lance, Snyder's of Hanover, Cape Cod and Grande, Snyder's-Lance will have a national distribution footprint including one of the largest Direct Store Delivery ("DSD") networks in the United States. Snyder's-Lance will have pro forma combined net sales of approximately $1.6 billion, adjusted EBITDA of approximately $170 million, pre-synergies, and strong free cash flow for the twelve month period ended June 26, 2010. The combination is expected to generate more than $30 million in annualized synergies. The transaction is not expected to materially impact stand-alone Lance earnings in 2010, excluding special items, but will add incremental earnings per share of more than 10%, on a fully synergized basis.


The transaction brings together Snyder's, a global leader in pretzels and a U.S. leader in specialty snacks that traces its roots to 1909, with Lance, a U.S. snack food leader in sandwich crackers, potato chips, and cookies founded in 1913. "This transaction allows us to create a stronger company in a highly competitive industry and simultaneously create value for our shareholders. Snyder's-Lance will have a broad array of leading snack food products supported by a strong national DSD system," said David V. Singer, President and Chief Executive Officer 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 Chief Executive Officer of Snyder's.


"This historic transaction combines 200 years of excellence in salty snacks and baking and will create a dynamic and competitive organization able to deliver long-term value to shareholders and a superior customer service experience, while continuing to be an important contributor to the communities in which we operate," said Michael A. Warehime, Chairman of Snyder's. "The initiatives that we have been working on for the last few years have positioned us for this opportunity, which will create a company with nationwide distribution, a culture of customer service, and an excellent portfolio of snack food brands, products and capabilities," added Mr. Singer. "Snyder's national distribution, national advertising and market presence will be used to support our new broader portfolio of products," added Mr. Lee.


The combined company will have a well-established portfolio of snack food brands that includes Snyder's of Hanover, Lance, Cape Cod, Grande, Tom's, Jays, O-Ke-Doke, Stella D'oro, 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.

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