Oct 22

What’s Cooking in the Food and Beverage Sector?

Good chefs know the best culinary experience starts with a good recipe. But it’s the artistic liberties chefs take that turn good meals into great ones. The same is true of dealmakers in the food and beverage (F&B) sector per two experts who ought to know: Kerry Muse of Sherbrooke Capital and Andy Crain of Briggs Capital. Both agree overall M&A activity in the F&B sector is bouncing back. The proof is in the pudding: the 47 deals in the first six months of 2010 equals the total number of deals in all of 2009.

Strategic buyers are dishing up acquisitions, with notable recent activity in the private label, snack food and frozen food sectors. Private label manufacturers are consolidating as Cott Beverages acquired juice producer Cliffstar for $500 million plus earnout, while Treehouse Foods purchased hot cereal manufacturer Sturm Foods for $660 million from HM Capital and also just announced its purchase of pasta skillet dinner manufacturer S.T. Specialty Foods from Windjammer Capital for $180 million plus earnout.  In snack foods, Lance and Snyders merged and Diamond Foods purchased potato chip manufacturer Kettle Foods for $615 million from Lion Capital.  Frozen food acquisitions are heating up, with Pinnacle Foods’ $1.3 billion purchase of Birds Eye, Nestle’s acquisition of the Kraft frozen pizza business and ConAgra’s purchase of American Pie.

What’s contributed to increased M&A activity among corporates? Since organic growth in this sector is harder to come by, M&A’s a sweeter deal. Couple that with healthier balance sheets and increased focus on top line revenue growth, rather than 2009’s fixation on cost cutting and liquidity preservation, and that’s a recipe for success.

Also noteworthy? Some strategics in F&B are acting more like venture firms. Why? Integrating start-ups into large corporate structures have often resulted in fallen revenue. Plus replacing a bottom-up distribution system, necessary for building brand one geographic area at a time, can be risky if done too fast. Coca-Cola’s® answer? Make a minority investment. And that is exactly what Coke® has done with the coconut water company ZICO®.  While Coke’s® end game may be to fully acquire ZICO®, for now the company provides ZICO® capital, other resources and autonomy. Combine that with ZICO®’s entrepreneurial successes and the company surely has potential to flourish and grow. Nestles® whipped up a similar approach when making a minority investment in Sweet Leaf Tea.

The menu’s lighter fare? Private equity dealmakers have been moderately active mainly with restaurants, breweries and manufacturers. The deals are getting done despite the fact that private equity expects targets to have stronger market traction to mitigate risk. This results in greater competition for the same targets between private equity and strategic buyers. There are signs of increased activity in secondary buyouts too. Examples include Goldman Sachs Capital’s purchase of egg producer Michael Foods from Thomas Lee Partners and Mistral Equity’s purchase of Country Pure Foods from First Atlantic Partners and DN Partners.

While the F&B sector has traditionally remained resistant to the plight posed by less than stellar economic conditions, like the economy, expect the F&B kitchen to heat up as top chefs’ work their magic.

Kerry Muse serves on the ACG Boston Board of Directors and is a Director at Sherbrooke Capital which provides growth and expansion capital in health, wellness and the active life style space.

Andy Crain is Managing Director at Briggs Capital LLC which provides M&A and private placement advisory services to companies throughout the lower middle market including Food and Beverage Companies such as the best Australian wine corporation

Carol Bergeron

BERGERON ASSOCIATES

Workforce Planning & Integration | Management Development | Human Resources

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Oct 19

C.W. Downer & Co. Advises Mallet & Company on Sale to ICV Partners

C.W. Downer & Co., a leading global middle-market investment bank, is pleased to announce that Mallet & Company, Inc. has been acquired by ICV Partners, a New York-based private investment firm focused on middle-market companies and family-owned businesses. Mallet & Company is the leading U.S. manufacturer of bakery release agents and the machinery for applying these agents. The deal closed on September 29, 2010. The financial terms of the transaction were not disclosed.

Based in Carnegie, PA, Mallet & Company specializes in oils, ingredients and customized equipment for the global baking and food processing industries. Mallet & Company’s core products include release agents, trough greases, icing stabilizers, liquid shortenings and emulsifiers. The Company also produces processing equipment for the bakery sector, including pan oilers and greasers, batter deposition systems and band oven oilers. Robert Mallet, the current CEO and son of the Company’s founder, will remain with the company.

“Mallet & Company enjoys a dominant position in its core markets and has generated profits in all 71 years of its history,” said Joseph Downing, Managing Director & Partner with C.W. Downer & Co. “The Company’s strong brand and reputation within the baking industry provides ICV with an excellent platform for the future development of its activities in this area,” he continued. “We are pleased to have assisted Robert Mallet in his search for the best partner to further the growth of the company.”

Willie E. Woods, president of ICV Partners said in a company statement, “this is a very exciting investment for ICV as it allows us to leverage expertise learned from our successful investment in Sterling Foods to help Mallet’s future growth. We understand the challenges involved in selecting a partner for a family owned business and we want to thank Bob Mallet for the trust he has placed in our firm.”

The C.W. Downer & Co. team responsible for the Mallet transaction included Mr. Downing (Managing Director & Partner, Boston), Jeffrey Robards (Managing Director, Boston) and Gregory Fanikos (Vice President, Boston).

C.W. Downer & Co. is an independent, global investment bank offering middle-market clients a high level of personal attention coupled with more than 30 years of international execution experience. We provide insight, not just information. We generate value, not just transactions. With eight fully integrated offices on four continents, we consistently identify the most appropriate strategic buyer and uncover “hidden” acquisition targets. C.W. Downer & Co. delivers the reach of a bulge-bracket investment bank with the senior level focus of a boutique. For more information, visit http://www.cwdowner.com.

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Oct 02

Cobblestone | Harris Williams Advises E-Mon, LLC in its Sale to Strategic Buyer Honeywell International

Harris Williams

Cobblestone | Harris Williams is pleased to announce that E-Mon, LLC, a portfolio company of Branford Castle, Inc., has been acquired by strategic buyer Honeywell (NYSE:HON), a $33 billion diversified technology and manufacturing leader. Cobblestone | Harris Williams acted as exclusive advisor to E-Mon, and the transaction was led from the firm’s Richmond office by Harold Williams and Karl Kirkeby, along with Drew Spitzer and Tiff Armstrong of Harris Williams & Co.’s Energy & Power Group.

E-Mon, headquartered in Langhorne, Pennsylvania, is the leading designer and manufacturer of smart energy submeter systems and integrated energy intelligence software. With a nearly 30-year history, the E-Mon D-Mon brand is the most widely recognized suite of hardware, software and services in the market. The company’s solutions are used by commercial and industrial (C&I), multi-tenant office and residential, government, and institutional end users for tenant billing, load profiling analysis, demand-side management, energy conservation, cost allocation, and green building initiatives, among other uses.

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Sep 28

BB&T Capital Markets Serves as Co-Manager of Triangle Capital Corporation’s Follow-On Offering

BB&T

Triangle Capital Corporation (NasdaqGS: TCAP) announced the completion of its follow-on offering of 2,760,000 shares of common stock at $15.80 per share for gross proceeds of $43,608,000.  The underwriters fully exercised their overallotment option of 360,000 shares of common stock.  TCAP expects to use the net proceeds to make investments in lower middle-market companies, for working capital, and for general corporate purposes.

Triangle Capital Corporation is a specialty finance company that provides customized financing solutions to lower middle-market companies located throughout the United States. The company’s investment objective is to seek attractive returns by generating current income from its debt investments and capital appreciation from its equity related investments. TCAP’s investment philosophy is to partner with business owners, management teams and financial sponsors to provide flexible financing solutions to fund growth, changes of control, or other corporate events. It invests primarily in senior and subordinated debt secured by first and second lien interests in portfolio company assets, coupled with equity interests. TCAP went public via a $72 million IPO in February 2007. As of June 30, 2010, TCAP had investments in 41 portfolio companies, with an aggregate cost of $248.2 million.

The Financial Services Investment Banking Group of BB&T Capital Markets provides business development companies (BDC/RICs), community banks and other financial institutions a full range of services, including merger and acquisition advisory, public and private capital raising, fairness opinions, valuations and other advisory services. Since 2004, the Financial Institutions Group has underwritten 39 public offerings, raising more than $13.7 billion for financial services companies, and advised on nine merger or asset sale transactions with an aggregate transaction value of more than $650 million for community banks in the Southeast.

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Sep 22

Tully & Holland announces the sale of PrankPlace.com family of websites to iStores, Inc.

Tully & Holland, Inc. is pleased to announce its role as advisor to Outrageous Ventures, Inc. in the sale of PrankPlace.com and its family of websites to iStores, Inc. Tully & Holland acted as the exclusive investment banking advisor to the seller in this transaction.  Terms of the transaction were not disclosed.

PrankPlace.com, launched in 2001, is the primary storefront for Outrageous Ventures and is a leading e-tailer of pranks and joke shop novelties, t-shirts, Halloween costumes, and gag gifts.  The PrankPlace family of websites includes PrankPlace.com, GagWorks.com, DrinkingStuff.com, and FunIdeas.com.  The brand has built a broad and unique product line that includes hundreds of items not found elsewhere.  The divestiture of its PrankPlace operations will allow Outrageous Ventures to focus on the continued growth of its Big Mouth Toys division.

iStores, Inc. is a diversified Internet retailer based in Vancouver, Washington.  iStores’ websites include Paintball-Online.com and OurDesigns.com.  The acquisition of the PrankPlace.com family of websites represents a strong strategic fit enabling iStores to further diversify product offerings and the Company’s customer base.  iStores will consolidate the marketing and fulfillment functions of PrankPlace.com to its headquarters in Vancouver, Washington.

Tully & Holland, an investment bank established in 1992, provides corporate finance and merger & acquisition advisory services to middle market consumer product companies. The firm has particular expertise representing food & beverage companies, multi-channel marketers, retailers and consumer product manufacturers and distributors. For further information on the firm, please visit our website at www.tullyandholland.com.

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Exit Planning Exchange Boston Announces Two New Board Members

Exit Planning Exchange (XPX) Boston is pleased to announce that Laura Kevghas and Larry Girouard have joined the XPX Boston Board of Directors.

“The addition of these new Directors ensures that XPX Boston will continue to benefit from a diversity of experience and direction from key executives in New England,” says Daniel Guglielmo, Chairman and co-Founder of XPX. “The wide variety within our board which also includes representations from the fields of law, consulting, business development, and financing creates an outstanding balance of leaders with deep exit planning expertise. I am thrilled to work with each of these new Directors, and proud that they have selected XPX Boston as their industry association partner.”

Laura Kevghas, a partner at Mirus Capital Advisors, Burlington, MA, has more than 20 years of experience in mergers and acquisitions, including both investment banking and corporate development. As an investment banker who has worked with dozens of business owners, Laura is passionate about making exit planning a strategic consideration for every business. Laura’s experience includes 10 years on the buy side with Advanstar Communications, Inc., a leading private equity-backed, business-to-business media roll-up, where she managed the company’s acquisition and divestiture programs and completed more than 40 domestic and international acquisitions.

Larry Girouard is CEO of The Business Avionix Company, Newport, RI, a consulting company that focuses on the development of strategic plans, sales and marketing programs. At Avionix, Larry assists companies in changing the way they do business through measurement metrics in order to make them more competitive within their selected markets. In his 40-year career, Larry has worked with Fortune 500 companies and entrepreneurial start-ups, generating results over a broad range of manufacturing and manufacturing support disciplines. He has also served the State of Rhode Island as Executive Director for NASA’s Technology Transfer Program and the Manufacturing Extension Partnership (RIMES), a US Department of Commerce Program.

About Exit Planning Exchange (XPX)

XPX was formed in 2007 with the mission to make it easier for business owners to find qualified professionals with deep exit planning expertise; support the growth of the emerging exit planning field; enable members to share their intellectual capital with other members; develop the educational programs required for this emerging discipline; and provide members with exclusive networking, education and collaboration opportunities. XPX is based in Boston. The XPX Boston chapter has broad membership from throughout New England.

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Sep 12

CRP Invests in Athletes’ Performance, Inc.

Capital Resource Partners invested in a Series C financing round led by Polaris Venture Partners. Athletes’ Performance raised a total of $5 million to finance the company’s continued expansion in the corporate wellness market.

Athletes’ Performance is the established leader in providing integrated performance training to professional and other elite athletes across all major sports. AP’s proprietary, science-based training systems and methodologies have been developed and refined over the company’s 10-year history and have garnered the continued support of premier athletes across the globe.

In recent years, AP has developed Core Performance, which encompasses a range of technology-driven solutions that enable the company’s proprietary systems and methodologies to be delivered to the broader population. Through its Core Performance platform, the company is quickly becoming the leader in proactive wellness by delivering measurable results through personalized and integrated programs. The company’s mission is to help employees identify, achieve, and redefine their goals while delivering financial returns and a competitive advantage for their employers. The company has made strong inroads into the corporate wellness market with successful programs at leading companies such as Intel and IBM.

Nick Scola, a Partner at Capital Resource Partners will be joining the company’s board of directors.

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Sep 04

Harris Williams & Co. Advises Travel Leaders Group, LLC in its Sale of Connexions Loyalty Travel Solutions, LLC to Affinion Group, Inc

Harris Williams & Co. announces the sale of Connexions Loyalty Travel Solutions, LLC (Connexions) – a Travel Leaders Group, LLC (Travel Leaders) subsidiary – to Affinion Group, Inc. (Affinion). The transaction is valued at approximately $135 million. Harris Williams & Co. acted as the exclusive advisor to Travel Leaders. The transaction was led by Jim Reinhart, Eric Reimers and Matt Volinsky.

Connexions is the leading provider of loyalty rewards travel solutions in the United States on behalf of its clients and their loyalty program members. Connexions provides sophisticated and flexible loyalty rewards solutions to enhance customer retention by seamlessly linking loyalty program sponsors, program members, and travel suppliers through its online platform and best-in-class contact centers. The company fulfills loyalty program redemptions and accepts unique reward program currencies for millions of active program members in exchange for travel services, including air, hotels, car rentals, travel insurance, tours, cruises, and vacation packages. Connexions’ attractive client base consists of Fortune 500 financial institutions, transaction processors, travel providers, and corporations.

Travel Leaders is one of the largest leisure and corporate managed business travel agency networks in the world, with a strong commitment to its vacation and business travel clients via a progressive approach toward each unique travel experience. As one of America’s top ten-ranked travel companies, Travel Leaders has assisted millions of travelers through one of the industry’s fastest-growing and robust networks of travel agents.

Affinion is the global leader in providing innovative marketing solutions that strengthen customer relationships while driving bottom line revenue. With more than 35 years experience and revenues of more than $1.3 billion, Affinion helps generate significant incremental revenue for more than 5,300 affinity partners worldwide. These partnerships include many of the world’s largest and most respected financial institutions, major consumer-driven corporations, and Fortune 500 companies.

Harris Williams & Co. is the premier middle market advisor with a two-decade legacy of sell side excellence serving clients worldwide. The firm is focused exclusively on the middle market providing sell side and acquisition advisory, restructuring advisory, board advisory, private placements and capital markets advisory services. For more information about Harris Williams & Co., please visit www.harriswilliams.com.

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Sep 01

What is the value of a Global Brand?

By P.J. Patel, Senior Vice President, Valuation Research Corporation

Recently, many well-known consumer product brands have been acquired.

Recent transactions involving global consumer product companies include Kraft Foods’ $19 billion acquisition of Cadbury, and the Sanofi-Aventis $1.9 billion acquisition of Chattem , maker of brands such as Icy-Hot and Gold Bond. And recent news surrounding the purchase or sale of brands like Tommy Hilfiger, Circuit City, Linens ‘n Things, Nestle’s acquisition of Kraft’s pizza business and Heineken’s acquisition of the FEMSA (in Mexico) brand suggest that more transactions, involving consumer product companies and their brands, will be completed in the future.

Tempered optimism regarding the economy, strengthening stock markets and record private equity “dry powder” capital levels are reviving deal activity.  In addition, many operating companies are sitting on cash, and those anticipating an improving economy may be opportunistic in acquiring well known brands at attractive prices, where values may still be reduced due to depressed earnings, reduced multiples or general market uncertainty.   For strategic buyers, acquisition rationales may include strengthening product portfolios, growing market share, entering new markets, improving sourcing or manufacturing capabilities, or a combination thereof. Given the strength, importance and expected use of the brands, many of the acquired brands will have an indefinite life for accounting purposes, and as such, many of the transactions will be accretive to earnings regardless of how the deal is financed – another powerful  incentive to be acquisitive.

Target companies have seen many of the same market trends, but may have also experienced increased volatility and downshifting by consumers to private labels in a tough economy.  For target companies, selling a brand or the business may be an opportunity to strengthen balance sheets, re-adjust product portfolios or cash out.

While opportunities abound, determining whether or not to add a brand to your product portfolio requires careful consideration.  We’ll consider the methods and approaches commonly used to value consumer product brands in an M&A transaction.

Valuing Brands

For many consumer product companies, their brands are the most significant asset.   A strong brand influences the choices of customers and can lead to loyal and durable followers.  In reviewing public filings, brand values can account for 70% or more of the purchase price.

Unlike fixed assets, a brand is an intangible asset and its value is often more nebulous than the value of tangible assets.  The value drivers of a brand, such as market perception and customer loyalty, can be difficult to estimate and even more difficult to translate into value.  In valuing brands, cost and market- based approaches are generally less effective methods.  Because brand development is often unpredictable and difficult to replicate, a cost approach (often utilizing replacement cost estimates) is subjective and not necessarily reflective of the asset’s future value.  Market transactions involving truly comparable brands may be rare, making specific comparable market metrics on brands largely unreliable.   As such, brands are often best valued using an income or cash flow-based approach.

To value a brand, the valuer must consider a variety of quantitative and qualitative characteristics.  The value is often a reflection of the current and/or future economic benefits that can be derived through the brand ownership and exploitation of its ownership rights.

Key quantitative characteristics to consider include:

  • historical and projected growth rate
  • profitability
  • market share
  • pricing premiums received by the brand
  • required advertising and promotion expense

Key qualitative characteristics to consider include:

  • history, heritage and longevity of the brand
  • perceived product quality
  • brand recognition in the marketplace
  • potential to extend the brand into adjoining areas
  • ability to protect the integrity of the brand
  • brand’s breadth of distribution

Some brands are valued using the relief from royalty method.  This method is based on the theory that if the company did not own the brand, it could license the brand name from a third party in exchange for a royalty payment.  Royalties are generally calculated by applying a royalty rate to revenue.  The hypothetical royalty fee is then tax-adjusted, projected over the remaining economic life of the brand and discounted to present value to arrive at the value of the brand.

A second method, the excess earnings method, considers the cash flow generated by a brand net of taxes and charges for use of contributory assets.  Cash flows are projected over the expected economic life of the brand and discounted to present value.

Accounting Treatment of Intangible Brands

In a business combination, the fair value of the acquired brands will be reflected on the acquiring company’s balance sheet.  This value becomes the book value going forward and is either amortized over the asset’s useful life, if determined to have a finite life, or tested for impairment, if determined to have an indefinite life.  ASC 350 provides guidance for determining useful life.  Factors to be considered include legal rights, regulatory or contractual provisions or limitations, external economic factors and the required maintenance.

Many well known consumer product brands would be deemed to have an indefinite life, and thus would not be subject to amortization.  Indefinite lived assets are tested for impairment annually or more frequently if events would suggest that the asset may be impaired.  Factors cited in ASC360 include an adverse change in the asset or market and current or projected losses, among others.

Evaluating a purchase

In evaluating the acquisition of a brand, or collection thereof, the acquiring company should consider the following:

  • Price – Is the potential purchase price reasonable?

  • Brand Portfolio – Does the acquisition make sense as part of the brand portfolio?  Recent successful deals seem to bring together like products or allow a company to divest assets in order to focus their core brand portfolio.   For example, as part of InBev’s acquisition of Anheuser Busch it acquired the rights to the Budweiser brand.
  • Synergies – Does the acquisition result in synergies that can add to sales and reduce costs?    Synergies can be a result of cross-selling opportunities, added distribution capabilities, sourcing or manufacturing advantages, or exposure to new customer audiences.  Can you expand the brand to new products and reduce barriers to entry to establish the new product lines?  Depending on the industry and the brand, some successful deals have added to earnings in the first year due to the synergies achieved in the transaction.
  • Strength of the Brand – How strong is the brand?  A brand with significant market share can become even stronger.  In the case of InBev’s purchase of Anheuser Busch, Anheuser Busch had more than a 50% market share.  Notice the name change–InBev became Anheuser Busch InBev.   Or, as in the case of Kraft’s acquisition of Cadbury, a strong portfolio of brands may provide access to worldwide markets.

  • Financing - How will the deal be financed?  Acquirers need strong balance sheets and plenty of cash since lending is tight.  But properly structuring an acquisition can have a meaningful impact on the economics and ultimately the success of the transaction.
  • Taxes - Are there tax benefits?  This could be a good time for buyers to take advantage of net operating losses of businesses they’re considering acquiring.
  • Life – Will the brands be determined to have an indefinite life for accounting purposes or will the brands have a finite life and need to be amortized?

Maximizing the value of brands

Before making a purchase, acquirers will make sure a plan is in place to maximize the value of the acquired brand.    These plans include a careful financial forecast of the earnings that can be derived from the newly acquired brand, a projection of potential demand for the product and market share growth, a competitive analysis of similar brands, and a projection of any brand extensions or new market strategies.  This analysis is part and parcel of your brand value calculation.  But it is also important as the acquiring company will define the roadmap for the strategic use of the acquired brand.

P.J. Patel specializes in the valuation of businesses and intangible assets, including brands, in-process R & D, software, and patents  for financial reporting purposes at Valuation Research Corporation.  VRC provides valuation services for mergers and acquisitions and financial reporting purposes.  Contact Robert Schulte at (617)342-7366.

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Aug 27

Brookside Mezzanine Partners Soars to New Heights with Investment in STADCO

The Brookside Group

Brookside Mezzanine Partners is pleased to announce its investment in STADCO (“STADCO” or the “Company”). Headquartered in Los Angeles, California, STADCO is a leading designer and manufacturer of close tolerance, large- scale, flight-critical components and tooling for the commercial aerospace and defense markets. Founded in 1941, STADCO has developed an outstanding reputation among a wide range of commercial and military customers for producing cost-efficient, precision engineered solutions for tooling, assemblies and components.

Brookside Mezzanine Partners provided $5.75 million of subordinated debt and equity to support Corinthian Capital Group, LLC’s acquisition of STADCO. Peter Van Raalte, Senior Managing Director of Corinthian, said: “We are pleased to have a supportive lending partner in this transaction. STADCO is the second deal that Brookside Mezzanine Partners has financed for Corinthian and they were a true value-added partner throughout the process.”

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