SMITHFIELD, Va. – Sun Merger Sub Inc., an indirect wholly owned subsidiary of Hong Kong-based Shuanghui International Holdings Inc., is initiating an $800 million senior notes offering as part of the proposed acquisition of Smithfield Foods Inc.

Merger Sub will merge with Smithfield Foods, with Smithfield continuing as the surviving corporation as an indirect wholly-owned subsidiary of Shuanghui International and assuming all of Merger Sub's obligations, according to a news release. The notes will not be registered under the Securities Act and may not be offered or sold in the United States absent registration or an applicable exemption from such registration requirements.

Smithfield shareholders will receive $34.00 per share in cash for each share of Smithfield common stock they own at the effective time of the merger. The transaction remains subject to certain conditions, including, among others, approval by Smithfield's shareholders; the receipt of approval under certain specified other foreign merger clearance laws, review by The Committee on Foreign Investment in the United States and other customary closing conditions. The transaction is expected to close in the second half of 2013.