Lassonde Industries Inc. has entered into a definitive agreement, through one of its U.S. subsidiaries, with US Juice Partners, LLC to acquire privately owned Apple & Eve, LLC of Port Washington, New York, for a total cash consideration of US$150.0 million payable at closing, subject to adjustments for working capital and other items.
Upon closing of the transaction, expected to occur in July 2014, Lassonde will have a 90% equity interest in Apple & Eve and its complete line of juice and drink brands distributed widely across the United States. Through their existing equity interest in the acquiring U.S. subsidiary and a capital contribution to the acquisition financing, members of the Lassonde family will own the remaining 10% equity interest.
“Our entry into the branded juice business in the United States represents another major milestone in our North American strategy,” said Pierre-Paul Lassonde, Chairman of the Board and Chief Executive Officer of Lassonde Industries Inc. “It is aligned with our strategy of consistent, measured growth and enhances our overall position in the industry by providing an excellent platform for the future.”
Financial Terms
The acquisition will be financed as follows: US$75.0 million under the term credit facility of a Lassonde U.S. subsidiary, US$67.5 million from a combination of cash, cash equivalents on hand and Lassonde’s Canadian operating credit facility, with the remaining US$7.5 million provided by equity investment of members of the Lassonde family. Financing fees related thereto are estimated at US$2.0 million while other fees related to the transaction are estimated at US$3.5 million. Closing of the transaction is subject to customary terms and conditions, including receipt of regulatory approvals.
Benefits of the Transaction
The acquisition of Apple& Eve is expected to provide Lassonde with:
- increased critical mass to support customers throughout the U.S. and benefits from combined logistics, distribution, purchasing and other economies of scale;
- a more diversified and balanced product portfolio in the U.S. and an entry point in national brand products in the U.S. market; and
- growth opportunities in the U.S. national brand juice and drink market for Lassonde’s existing products.
“We are pleased to add one of America’s best known juice brands to our portfolio,” said Jean Gattuso, President and Chief Operating Officer of Lassonde Industries Inc. “Like Lassonde in Canada, Apple & Eve is synonymous with innovative products in the health and wellness segment in the U.S. We are confident in our ability to continue to grow the brand.”
“I am so proud of what we have built at Apple & Eve over the last 40 years, and as CEO I look forward to entering this new exciting chapter together. By joining Lassonde, we will remain highly focused on creating innovative, on-trend products under the iconic Apple & Eve brand and the other strong brands in our portfolio,” said Gordon Crane, Founder, President and Chief Executive Officer of Apple & Eve.
