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Disclaimer
The purpose of this presentation (the “Presentation”) is to provide an overview of the projected business combination between
Lassonde Industries Inc. (“Lassonde Industries”) and Clement Pappas and Company, Inc. (the “Transaction”).
This Presentation is not, and under no circumstances is to be construed as, a prospectus, an offering memorandum, an
advertisement or a public offering of securities. This Presentation has not been approved or disapproved by any securities
regulatory authority nor has any authority or commission passed upon the accuracy or adequacy of this Presentation. Any
representation to the contrary is unlawful.
This Presentation has been prepared by Lassonde Industries for the sole purpose of enabling interested parties to evaluate the
Transaction and does not purport to be all-inclusive or to contain all of the information that a recipient might desire in order to
assess the Transaction. While the information contained in this Presentation is believed to be accurate, Lassonde Industries
expressly disclaims any and all liability for any losses, claims or damages of whatsoever kind based upon the information
contained in, or omissions from, this Presentation or any written or oral communication transmitted to any interested party in the
course of its evaluation. The information contained in this Presentation is not meant to form the basis of any investment decision.
The recipient is to rely on its independent analysis. In addition, none of the statements contained in this Presentation are
intended to be, nor shall be deemed to be, representations or warranties of Lassonde Industries and its affiliates. Where the
information is from third-party sources, the information is from sources believed to be reliable, but Lassonde Industries has not
independently verified any of such information contained herein.
In considering the prior performance information contained herein, readers should bear in mind that past performance is not
necessarily indicative of future results, and there can be no assurance that Lassonde Industries will achieve comparable results.
Certain of the information contained herein represents or is based upon forward-looking statements or information. Lassonde
Industries believes that such statements and information are based upon reasonable estimates and assumptions. However,
forward-looking statements are inherently uncertain, and certain factors may cause events or results to differ from those
projected. Therefore, undue reliance should not be placed on such forward-looking statements and information.
Neither this Presentation nor its delivery to any party shall constitute an offer to sell or the solicitation of any offer to buy securities
or assets of Lassonde Industries or any of its affiliates, nor shall this Presentation be construed to indicate that there has been no
change in the affairs of Lassonde Industries since the date hereof.
On June 17, 2011, Lassonde Industries Inc. (“Lassonde”) announced the acquisition of privately-owned
Clement Pappas and Company, Inc. (“Clement Pappas” or “CPC”) of Carneys Point, New Jersey
Acquisition price of US$ 390MM (6.7x LTM May-11 EBITDA)
Creation of a major North American manufacturer in the fruit juice and drink category with coast-to-coast
presence in Canada and the U.S.
– Provide increased critical mass to support national customers throughout North America and benefit
from combined logistics, distribution, purchasing and other economies of scale
Growth to be driven by expansion of product offerings through the combined technological capabilities
and best in class management practices of both organizations
Lassonde and Clement Pappas demonstrate excellent strategic fit which is expected to fuel future growth
with limited risk
Closing subject to customary conditions including regulatory approval and expected to occur on or about
August 15, 2011
Transaction Overview
Clement
Pappas and
Company, Inc.
(NJ)
Pappas
Family
19%
Lassonde Industries
Inc.
71%
Lassonde
Family
10% Purchase Price US$390
Transaction Fees 14
Total Uses US$404
Lassonde Industries:
• Cash on Hand and Debt US$77
• New Equity(1) 30
Pappas and Lassonde Families Equity Contribution 44
Non-Recourse Credit Facilities 253
Total Sources US$404
Transaction Financing
1. Offered to Canadian accredited investors only.
Cott56%
Clement Pappas
34%
Regional Players
10%
US Private label market size of ~ US$1.1 billion, representing 21% of US$5.2 billion shelf-stable juices and non-
carbonated soft drink beverages market
CPC is one of two leaders in the private label juice category with ~34% market share and the clear leader in several
profitable niche businesses
– Leader in private label cranberry sauce with an estimated 98% share
– Leader in private label organic juices with an estimated 75% share
– Leading provider of private label shelf-stable juices to foodservice channel with an estimated 75% share
U.S. Shelf-Stable Juice & Non-CSD Beverage: US$5.2 billion U.S. Private Label Shelf-Stable Juice & Non-CSD Beverage: US$1.1 billion
Walmart:
23%
Branded79%
Private Label21%
1. Industry defined as wholesale revenues for shelf-stable juice and non-CSD beverages.
Source: Clement Pappas and AC Nielsen; represents breakdown of U.S. shelf-stable juice and non-CSD beverages by category, measured in volume of cases
(excludes sports drinks as not meaningful comparison with private brand).
CPC: Leading Player in the Attractive Private Label Juice Industry
Diversified and high-quality product offering
– Reduces exposure to supply/demand
fluctuations among fruits concentrates
– Creates purchasing and supply chain
efficiencies and a barrier to entry
Demonstrated ability to adapt to changing
environments
– Strong track record of managing sales mix,
pricing and input costs to maintain consistent
margins and an attractive cash flow profile
– New products and packaging innovations to
satisfy evolving customer tastes and
capitalize on new market trends
– Flexible manufacturing footprint
CPC: Diversified Product Offering and Flexible Operations
Cran Blends25%
Recon Juice25%
Apple Juice20%
Sauce8%
Recon Drink8%
Co-Pack8%
Natural & Organics
6%
Sells to 19 of the top 20 North American retailers of private label products and 47 of the top 50 U.S. food
retailers
Diverse customer base encompasses multiple channels and segments
Strong customer relationships driven by depth of knowledge and responsiveness to customer needs
Attractive opportunities to expand customer network via Lassonde’s long standing relationships
CPC: Longstanding Relationships with Several Blue-Chip Customers
Best-in-class Manufacturing & Supply Chain with National Footprint
Five strategically located manufacturing facilities which enables to service retailers nationwide
Best-in-class supply chain management reduces costs, improves service and solidifies collaborative
partnerships with customers
CPC - Ontario, CA
CPC - Springdale, AR
CPC - Mountain Home,
NC
CPC - Carver, MA (Cranberry
Receiving Station)
Lassonde
Port Williams, NS
Lassonde
Rougemont, QC
(multiple facilities)
Lassonde
Toronto, ON
Lassonde
Thornbury, ON
Lassonde
Ruthven, ON
Lassonde
Calgary, AB
CPC - Seabrook, NJ
CPC - Corporate
Headquarters
Carneys Point, NJ
CPC Baltimore, MD
(Aseptic Facility)
Management team has an average of 14 years of industry experience and has consistently grown Clement
Pappas through a wide variety of market conditions
Meaningful equity stakes in the Company by members of the Pappas and the Lassonde families
Clement Pappas Chief Executive Officer 12
• Leadership roles including VP of Manufacturing, VP of
Natural & Specialty Sales and VP of Technical
Services; California plant start-up
• Duke Univ. Economics & Engineering; Wharton MBA
Marc Friedant Chief Financial Officer 6 • 24 years in financial and operations positions of
increasing responsibility
Cary Reimer Chief Supply Officer 19 • 38 years in food and beverage industry supply and
operational management
John Graham Chief Customer Officer 24 • 36 years within the industry, with extensive sales and
management experience
Dimitri Pappas
EVP – Human Resources,
General Counsel 7
• Leadership roles including Plant Manager, Interim CFO,
National Sales Manager
• Princeton University; Harvard Law School
Strong and Experienced Management Team
Note: In US$MM, for the fiscal year ended September 30.
Note: 2009-2010 amounts are derived from audited financial statements.
Financial Highlights – Clement Pappas
$401.5
$389.7
$402.8
2009 2010 LTM May-11
$55.4$60.1 $58.6
13.8% 15.4% 14.6%
2009 2010 LTM May-11
Adjusted EBITDA margin
$5.2$9.2
$5.3
2009 2010 LTM May-11
$50.2$50.9
$53.4
2009 2010 LTM May-11
Synergies Overview
Introduce new customer opportunities to Clement Pappas
Leverage Lassonde capabilities to launch new product and packaging opportunities within
Clement Pappas’ existing customers
– Chilled, Tetra-Pak and Plastic
Achieve economies of scale
– Product development
– Manufacturing
– Procurement and raw materials sourcing (apple concentrate, plastic, steel containers and
packaging)
Lassonde Industries Overview
Leading Canadian multi-brand, multi-process and multi-package manufacturer of fruit and vegetable juices and
drinks, along with a small presence in other specialty food products
– Multiple brands including Oasis, Rougemont, Fruite, Fairlee, Allen’s(1), Everfresh, Tropical Grove and
Nature’s Best
– Founded in 1918 and third-generation family members still actively involved in the business
Three companies share more than 55% of the Canadian retail fruit juice and fruit drink market, with Lassonde’s
market share representing nearly half of the 55% market share
Closing price (July 22, 2011): $75.55
Market Capitalization: $496MM
$524.2
$536.2
$543.5
2009(audited)
2010(audited)
LTM April 2,2011
(unaudited)
$64.2
$66.7
$69.2
12.3% 12.4% 12.7%
2009 2010 LTM April 2,2011
EBITDA margin
Note: In C$MM, for the fiscal year ended December 31.
2. Unaudited.
Source: AC Nielsen 52 weeks ended June 4, 2011. Sales tonnage basis and total national market (grocery, drug and mass merchandisers).
1. Used under license.