PARSIPPANY, N.J.--(BUSINESS WIRE)--Jun. 10, 2013--
B&G Foods, Inc. (NYSE: BGS) announced today that it has entered into an
agreement to acquire Robert’s American Gourmet Food, LLC dba Pirate
Brands, a leader in the all-natural snack foods category, from VMG
Partners, Driven Capital Management, founder Robert Ehrlich and certain
other entities and individuals, for approximately $195 million in cash.
“We are delighted to add Pirate Brands, including the iconic Pirate’s
Booty, to the B&G Foods family of brands. The acquisition of this
business and its collection of growing natural snack foods, marks the
second addition to our snack foods portfolio since we entered the
category last October,” said David L. Wenner, President and Chief
Executive Officer of B&G Foods.
“VMG Partners and Driven Capital Management, under the leadership of
Mike Repole, have done an outstanding job with Pirate Brands over the
past five years, building upon the fun, innovative, all-natural brand
originated by Robert Ehrlich in 1987. We look forward to continuing to
bring consumers great-tasting, all natural snack foods they have come to
love and expect from Pirate Brands,” continued Mr. Wenner.
“Consistent with our acquisition strategy, we expect the acquisition to
be immediately accretive to our earnings per share and free cash flow.”
Pirate Brands’ deliciously baked, all-natural, trans fat and gluten free
snack brands include Pirate’s Booty, Smart Puffs and Original
Tings. B&G Foods projects that following the acquisition, Pirate
Brands will generate net sales of $80 million to $90 million and
adjusted EBITDA of $18 million to $20 million on an annualized basis
after the business is fully integrated into B&G Foods.
B&G Foods intends to fund the acquisition with the remaining net
proceeds of its recently completed senior notes offering and additional
revolving credit borrowings under its credit agreement. B&G Foods
expects the acquisition to close in July 2013, subject to regulatory
approval and the satisfaction of customary closing conditions.
Conference Call
B&G Foods will host a conference call to discuss the acquisition at 9:00
a.m. ET on Monday, June 10, 2013. The call will be webcast live from B&G
Foods’ website at www.bgfoods.com
under “Investor Relations—Company Overview.” The call can also be
accessed live over the phone by dialing (888) 337-8192 for U.S. callers
or (719) 457-2086 for international callers.
A replay of the call will be available one hour after the call and can
be accessed by dialing (877) 870-5176 or (858) 384-5517 for
international callers; the password is 3819539. The replay will be
available from June 10, 2013 through June 24, 2013. Investors may also
access a web-based replay of the call at the Investor Relations section
of B&G Foods’ website, www.bgfoods.com.
About B&G Foods, Inc.
B&G Foods and its subsidiaries manufacture, sell and distribute a
diversified portfolio of high-quality, branded shelf-stable foods across
the United States, Canada and Puerto Rico. Based in Parsippany,
New Jersey, B&G Foods’ products are marketed under many recognized
brands, including Ac’cent, B&G, B&M, Baker’s Joy,
Brer Rabbit, Cream of Rice, Cream of Wheat, Devonsheer,
Don Pepino, Emeril’s, Grandma’s Molasses, JJ Flats,
Joan of Arc, Las Palmas, Maple Grove Farms, Molly
McButter, Mrs. Dash, New York Style, Old London,
Ortega, Polaner, Red Devil, Regina, Sa-són,
Sclafani, Sugar Twin, Trappey’s, TrueNorth, Underwood,
Vermont Maid and Wright’s. B&G Foods also sells and
distributes two branded household products, Static Guard and Kleen
Guard.
Forward-Looking Statements
Statements in this press release that are not statements of
historical or current fact constitute “forward-looking statements.” The
forward-looking statements contained in this press release include
without limitation statements related to the planned acquisition of
Pirate Brands and the timing thereof; and the expected impact of the
acquisition, including without limitation the expected impact on B&G
Foods’ earnings per share growth, net sales, adjusted EBITDA and free
cash flow. Such forward-looking statements involve known and
unknown risks, uncertainties and other unknown factors that could cause
the actual results of B&G Foods to be materially different from the
historical results or from any future results expressed or implied by
such forward-looking statements. In addition to statements that
explicitly describe such risks and uncertainties readers are urged to
consider statements labeled with the terms “believes,” “belief,”
“expects,” “projects,” “intends,” “anticipates” or “plans” to be
uncertain and forward-looking. The forward-looking statements contained
herein are also subject generally to other risks and uncertainties that
are described from time to time in B&G Foods’ filings with the
Securities and Exchange Commission, including under Item 1A, “Risk
Factors” in the Company’s Annual Report on Form 10-K for fiscal 2012
filed on February 26, 2013. B&G Foods undertakes no obligation to
publicly update or revise any forward-looking statement, whether as a
result of new information, future events or otherwise.
Source: B&G Foods, Inc.
Contacts:
Investor Relations:
ICR, Inc.
Don Duffy,
866-211-8151
or
Media Relations:
ICR, Inc.
Matt
Lindberg, 203-682-8214
