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QUARTERLY UPDATE Q4 2018 FOOD & BEVERAGE

FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

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Page 1: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

QUARTERLY UPDATE Q4 2018

FOOD & BEVERAGE

Page 2: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 2

INDUSTRY OVERVIEWM&A TRANSACTIONS & PERFORMANCE

34.8

24.7

59.1

6.4

63.8

2.6

8.9

37.0

4.4

4.0

18.5

72.3

7.9

14.3

28.7

17.1

16.1

23.8

12.3

9.5

194

130

254

196 190

114

260

216 197

119

255 208

206

145

271

186

164 156

183 197

-

50

100

150

200

250

300

-

10.0

20.0

30.0

40.0

50.0

60.0

70.0

80.0

90.0

Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4 Q1 Q2 Q3 Q4

Tran

sact

ion

Volu

me

(Num

ber o

f Dea

ls)

Tran

sact

ion

Valu

e ($

Bill

ions

)

NORTH AMERICANFOOD & BEVERAGE M&A TRANSACTIONS

Transaction Value Transaction Volume

Source: Capital IQ. Data as of December 31, 2018.

• Merger and acquisition (M&A) activity in the North American food and beverage industry remained relatively strong in the fourth quarter of 2018. Overall transaction volume increased from 183 in third quarter 2018 to 197 in fourth quarter 2018, while total disclosed transaction value fell from $12.3 billion to $9.5 billion in the same period. The decrease in transaction value over the comparative quarter is primarily attributable to the acquisition of Supervalu Inc. by United Natural Foods, Inc. for $2.9 billion in third quarter 2018.

• M&A activity in the food and beverage industry was largely driven by private strategic buyers in fourth quarter 2018. Private equity firms account for less than 7 percent of total transaction volume in the quarter. Public strategic companies accounted for approximately 24 percent of the transaction volume over the same period. The remaining acquisitions were made by private companies for strategic purposes, comprising just under 70 percent of the total transaction volume in fourth quarter 2018.

• The deal volume seen throughout 2018 in the food and beverage industry is forecast to continue into 2019. Many private food and beverage companies are choosing exit strategies over investment into new and current product line development, resulting in acquisition opportunities for capital-latent companies. Opportunities exist for companies to acquire prime assets in niche markets such as natural, organic and plant-based alternative foods to strengthen their foothold in the market.

• In Canada, M&A activity in the food and beverage industry increased from 20 transactions in third quarter 2018 to 22 transactions in fourth quarter 2018, while disclosed transaction value decreased from $1.5 billion in third quarter 2018 to $1.3 billion in fourth quarter 2018. Canadian M&A activity in fourth quarter 2018 was supported by restaurant-focused deals. The number of restaurant-focused transactions increased from one deal in third quarter 2018 to seven deals in fourth quarter 2018. A few large consolidators made restaurant acquisitions in fourth quarter 2018, including Swander Pace Capital, MYT Food Group and Recipe Unlimited.

M&A MARKET UPDATE FOR Q4 2018

2014 2015 2016 2017 2018

Page 3: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 3

MACRO ECONOMIC INDICATORS

Source: IBISWorld Industry Reports.F indicates forecast.

The key external drivers that affect the food and beverage industry in Canada include; per capita disposable income, consumer spending, consumer price index for food and the consumer confidence index. Growth in the food and beverage industry is expected to be fueled by rising incomes and increased consumer spending, with many consumers seeking premium goods such as natural and organic products.

-

5,000

10,000

15,000

20,000

25,000

30,000

35,000

40,000

45,000

Thou

sand

s ($)

PER CAPITA DISPOSABLE INCOME

-

20

40

60

80

100

120

140

160

180

Inde

x

CONSUMER PRICE INDEX FOR FOOD

0

200

400

600

800

1000

1200

1400

Billi

ons (

$)

CONSUMER SPENDING

-

20

40

60

80

100

120

140

Inde

x

CONSUMER CONFIDENCE INDEX

Page 4: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 4

SELECT RECENT M&A TRANSACTIONS

Source: Capital IQ.All figures are in $USD millions.

• Fuji Oil Holdings Inc. produces and sells a variety of foods across three major categories: oils and fats; confectionary and bakery ingredients; and soy. The company is headquartered in Osaka, Japan.

• Blommer Chocolate Company is an integrated chocolate and cocoa manufacturing company that serves confectionery, baking, dairy, pharmaceutical, and cosmetic industries around the world. The company is headquartered in Atlanta, Georgia.

• The Jordan Company, L.P. is a private equity firm specializing in buying and helping build established middle market companies with enterprise values from $100 million to $2+ billion, across a range of industries.

• Bojangles', Inc. develops, operates and franchises limited service restaurants in the U.S. Its restaurants offer made-from-scratch biscuit breakfast sandwiches, hand-breaded bone-in chicken, fixin’s and iced tea. The company is headquartered in Charlotte, North Carolina.

• Zensho Holdings Co., Ltd. manages food service chain restaurants in Japan and internationally. The company also develops sales systems and food processing systems. The company is headquartered in Tokyo, Japan.

• Advanced Fresh Concepts Corp. develops and supplies sushi products to supermarkets in the U.S. and Canada and owns and operates sushi bars. The company is headquartered in Rancho Dominguez, California.

• Craft Brew Alliance, Inc. brews and sells craft beers and ciders in the US and internationally. The company also operates five brewpubs and is headquartered in Portland, Oregon.

• Cisco Brewers, Inc. produces and markets alcoholic beverages. The company’s products include beer, wine, spirit, vodka, rum and gin as well as branded merchandise. The company is headquartered in Nantucket, Massachusetts.

Announced Nov 19, 2018

TEV $750 million

TEV/EBITDA 13.4x

TEV/Revenue 0.8x

Announced Nov 6, 2018

TEV $772.1 million

TEV/EBITDA 11.12x

TEV/Revenue 1.36x

Announced Oct 16, 2018

TEV $257 million

TEV/EBITDA Not disclosed

TEV/Revenue Not disclosed

Announced Oct 10, 2018

TEV $23 million

TEV/EBITDA Not disclosed

TEV/Revenue Not disclosed

acquired

acquired

acquired

acquired

Page 5: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 5

PUBLIC COMPARABLE ANALYSISTRADING MULTIPLES & OPERATING STATISTICS

Source: Capital IQ. Data as of December 31, 2018.LTM refers to last twelve months. NTM refers to next twelve months.

(Figures In $USD Millions, except percentages and ratios)

LTM Operating Figures NTM Consensus Estimates Valuation

CompanyMarket

CapitalizationEnterprise

Value RevenueRevenue Growth EBITDA

EBITDA Margin

Revenue Growth

EBITDA Margin

NTM EV/EBITDA

LTM EV/EBITDA

LTM EV/REV

Processed FoodsNestlé S.A. $248,412 $279,030 $91,104 1.7% $18,092 19.9% 4.9% 21.0% 13.9x 15.4x 3.1xTyson Foods, Inc. $19,525 $29,135 $40,052 4.7% $4,148 10.4% 2.9% 10.1% 7.0x 7.0x .7xCampbell Soup Company $9,931 $19,581 $9,218 17.4% $1,966 21.3% 5.3% 19.8% 10.2x 10.0x 2.1xB&G Foods, Inc. $1,906 $3,955 $1,731 8.6% $323 18.7% (4.6%) 19.7% 12.2x 12.3x 2.3xMedian $14,728 $24,358 $24,635 6.6% $3,057 19.3% 3.9% 19.7% 11.2x 11.1x 2.2xMean $69,944 $82,925 $35,526 8.1% $6,132 17.5% 2.1% 17.6% 10.8x 11.2x 2.0x

Natural FoodsThe Hain Celestial Group, Inc. $1,650 $2,317 $2,429 7.9% $199 8.2% 1.8% 10.8% 8.7x 11.7x 1.0xSprouts Farmers Market, Inc. $3,000 $3,546 $5,082 12.8% $340 6.7% 11.1% 6.4% 9.8x 10.4x .7xUnited Natural Foods, Inc. $543 $4,455 $10,637 12.5% $333 3.1% 127.3% 3.0% 6.1x 13.4x .4xMedian $1,650 $3,546 $5,082 12.5% $333 6.7% 11.1% 6.4% 8.7x 11.7x .7xMean $1,731 $3,439 $6,050 11.1% $290 6.0% 46.7% 6.7% 8.2x 11.8x .7x

SnacksGeneral Mills $23,237 $38,835 $16,278 4.6% $3,447 21.2% 4.9% 20.8% 11.0x 11.3x 2.4xThe Hershey Company $22,487 $26,384 $7,743 2.6% $1,905 24.6% 2.0% 24.7% 13.5x 13.8x 3.4xJ & J Snack Foods Corp. $2,714 $2,583 $1,138 5.0% $157 13.8% 3.0% 14.5% 15.2x 16.4x 2.3xMedian $22,487 $26,384 $7,743 4.6% $1,905 21.2% 3.0% 20.8% 13.5x 13.8x 2.4xMean $16,146 $22,601 $8,386 4.1% $1,837 19.9% 3.3% 20.0% 13.2x 13.8x 2.7x

Alcoholic BeveragesAnheuser-Busch InBev SA/NV $129,269 $244,484 $54,969 (1.9%) $21,854 39.8% 0.8% 40.7% 10.8x 11.2x 4.4xHeineken N.V. $50,451 $66,861 $22,323 6.1% $5,295 23.7% 18.1% 23.5% 10.8x 12.6x 3.0xBrown-Forman Corporation $22,667 $25,020 $3,287 4.7% $1,105 33.6% 4.3% 34.5% 21.2x 22.6x 7.6xMolson Coors Brewing Company $12,132 $22,180 $10,931 2.0% $2,418 22.1% (0.4%) 22.9% 8.9x 9.2x 2.0x

Median $36,559 $45,941 $16,627 3.3% $3,856 28.7% 2.6% 29.0% 10.8x 11.9x 3.7xMean $53,630 $89,636 $22,877 2.7% $7,668 29.8% 5.7% 30.4% 12.9x 13.9x 4.3x

Non-Alcoholic BeveragesThe Coca-Cola Company $201,546 $229,518 $32,310 (13.4%) $11,236 34.8% 0.1% 35.6% 19.9x 20.4x 7.1xPepsiCo, Inc. $155,950 $177,272 $64,663 1.8% $12,714 19.7% 1.7% 20.3% 13.2x 13.9x 2.7xStarbucks Corporation $79,895 $80,457 $24,720 10.4% $5,116 20.7% 5.6% 21.9% 14.1x 15.7x 3.3xMonster Beverage Corporation $27,217 $26,045 $3,693 11.5% $1,327 35.9% 9.9% 35.8% 17.9x 19.6x 7.1x

Median $117,922 $128,864 $28,515 1.8% $8,176 20.7% 3.7% 28.7% 16.0x 15.7x 3.3xMean $116,152 $128,323 $31,346 -0.4% $7,598 25.0% 4.3% 28.4% 16.3x 16.7x 4.4x

Fruit and VegetableLamb Weston Holdings, Inc. $10,773 $13,057 $3,608 11.2% $772 21.4% 2.2% 24.0% 14.8x 16.9x 3.6xFresh Del Monte Produce Inc. $1,368 $2,042 $4,402 7.7% $187 4.3% 7.7% N/A N/A 10.9x .5xSeneca Foods Corporation $276 $655 $1,311 7.3% $26 1.9% N/A N/A N/A 25.7x .5xMedian $1,368 $2,042 $3,608 7.7% $187 4.3% 4.9% 24.0% 14.8x 16.9x .5xMean $4,139 $5,251 $3,107 8.8% $328 9.2% 4.9% 24.0% 14.8x 17.8x 1.5x

Fast FoodMcDonald's Corporation $136,891 $166,240 $21,202 (9.8%) $10,008 47.2% (2.1%) 51.5% 15.6x 16.6x 7.8xYum! Brands, Inc. $28,707 $38,190 $5,707 (7.8%) $1,854 32.5% (3.8%) 36.7% 19.0x 20.6x 6.7xRestaurant Brands International Inc. $13,133 $26,286 $5,207 16.9% $2,153 41.3% 6.0% 41.8% 11.4x 12.2x 5.0x

Chipotle Mexican Grill, Inc. $11,998 $11,327 $4,750 7.9% $548 11.5% 7.6% 11.8% 18.8x 20.7x 2.4xMedian $20,920 $32,238 $5,457 0.1% $2,003 36.9% 1.9% 39.2% 17.2x 18.6x 5.9xMean $47,682 $60,511 $9,217 1.8% $3,640 33.1% 1.9% 35.4% 16.2x 17.5x 5.5x

Food RetailCostco Wholesale Corporation $89,732 $88,571 $144,836 9.1% $5,911 4.1% 7.0% 4.2% 13.7x 15.0x .6x

The Kroger Co. $21,938 $36,485 $124,102 4.1% $4,939 4.0% (0.8%) 4.4% 6.7x 7.4x .3xMedian $55,835 $62,528 $134,469 6.6% $5,425 4.0% 3.1% 4.3% 10.2x 11.2x .5xMean $55,835 $62,528 $134,469 6.6% $5,425 4.0% 3.1% 4.3% 10.2x 11.2x .5x

Page 6: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 6

PUBLIC COMPARABLE ANALYSISGROWTH, MARGINS & MULTIPLES

6.6%

0.1%

7.7%

1.8%

3.3%

4.6%

12.5%

6.6%

0% 5% 10%

Food Retail

Fast Food

Fruit and Vegetable

Non-Alcoholic Beverages

Alcoholic Beverages

Snacks

Natural Foods

Processed Foods

LTM REVENUE GROWTH

Source: Capital IQ. Data as of December 31, 2018.“LTM refers to last twelve months. NTM refers to next twelve months.Valuation details provided on page 5.

5.3%

3.1%

1.9%

4.9%

4.3%

2.6%

3.0%

11.1%

3.9%

0% 5% 10%

Food Retail

Fast Food

Fruit and Vegetable

Non-Alcoholic Beverages

Alcoholic Beverages

Snacks

Natural Foods

Processed Foods

NTM REVENUE GROWTH4.2%

11.2x

18.6x

16.9x

16.7x

11.9x

13.8x

11.7x

11.1x

.0x 5.0x 10.0x 15.0x 20.0x

Food Retail

Fast Food

Fruit and Vegetable

Non-Alcoholic Beverages

Alcoholic Beverages

Snacks

Natural Foods

Processed Foods

LTM EV/EBITDA14.0x

10.2x

17.2x

14.8x

16.3x

10.8x

13.5x

8.7x

11.2x

.0x 5.0x 10.0x 15.0x 20.0x

Food Retail

Fast Food

Fruit and Vegetable

Non-Alcoholic Beverages

Alcoholic Beverages

Snacks

Natural Foods

Processed Foods

NTM EV/EBITDA 12.8x

4.0%

36.9%

4.3%

25.0%

28.7%

21.2%

6.4%

19.3%

0% 10% 20% 30% 40%

Food Retail

Fast Food

Fruit and Vegetable

Non-Alcoholic Beverages

Alcoholic Beverages

Snacks

Natural Foods

Processed Foods

LTM EBITDA MARGIN

4.3%

39.2%

24.0%

28.4%

29.0%

20.8%

6.4%

19.7%

0% 10% 20% 30% 40% 50%

Food Retail

Fast Food

Fruit and Vegetable

Non-Alcoholic Beverages

Alcoholic Beverages

Snacks

Natural Foods

Processed Foods

NTM EBITDA MARGIN18.2% 21.5%

Page 7: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 7

PUBLIC COMPARABLE ANALYSISPERFORMANCE ANALYSIS

Source: Capital IQ. Data as of December 31, 2018.Further details provided on page 5.

(40.6%)

(0.5%)

(11.9%)

(1.0%)

(4.3%)(1.2%)

0.6%

(12.2%)

-50%

-40%

-30%

-20%

-10%

0%

10%

20%

FOOD & BEVERAGE PEER GROUP STOCK PERFORMANCE

Natural Foods Fruits and Vegetables Alcoholic Beverages Snacks

Processed Foods Fast Food Non-Alcoholic Beverages Food Retail

11.8x

15.2x

11.5x

12.1x

8.0x

9.0x

10.0x

11.0x

12.0x

13.0x

14.0x

15.0x

16.0x

17.0x

18.0x

Natural Foods Fruits and Vegetables

Alcoholic Beverages Snacks

13.1x

16.4x16.2x

11.5x

8.0x

9.0x

10.0x

11.0x

12.0x

13.0x

14.0x

15.0x

16.0x

17.0x

18.0x

Processed Foods Fast Food

Non-Alcoholic Beverages Food Retail

FOOD & BEVERAGE PEER GROUP EV/EBITDA MULTIPLES

Page 8: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 8

MNPCF – LEADERSHIP TEAM

DUE DILIGENCE LEADERSHIP

TRANSACTION LEADERSHIP

Aleem BandaliManaging Director

[email protected]

Dale AntonsenManaging Director

[email protected]

John CaggianielloManaging Director

[email protected] 416.513.4177

Brett FranklinPresident

[email protected]

Mike ReynoldsManaging Director

[email protected]

Johnny EarlManaging Director

[email protected] 604.637.1514

Dan PorterManaging Director

[email protected]

Stephen ShawManaging Director

[email protected]

Jason BurgessManaging Director

[email protected]

Mark RegehrManaging Director

[email protected]

Craig MaloneyManaging Director

[email protected]

Patrick KhouzamManaging Director

[email protected]

Page 9: FOOD & BEVERAGE QUARTERLY UPDATE Q4 2018 … · FOOD & BEVERAGE M&A TRANSACTIONS. Transaction Value. Transaction Volume. Source: Capital IQ. Data as of December 31, 2018. • Merger

Page 9

MNPCF – RECENT TRANSACTIONS

NATIONAL