Pringles -- I doubt that the extra $300 million compensates for the fact that the transaction is fully taxable to PG -- after-tax, the PG shareholders may be worse off.
It is possible, by the way, that one reason the buyer was willing to pay more was that they get a stepped tax basis, as opposed to the historic tax basis that would obtain in a tax-free deal. This assumes that the transaction is structured with a 338(h)(10) election, as such transactions often are.