Industry Update Beverage Industry Q4 2014 New York Chicago Boston Hartford Orlando Princeton www.mpival.com Beverage Industry Report – Q4 2014 Table of Contents* Industry Overview .................................................................................................................................................................. 3 M&A Overview ......................................................................................................................................................................... 4 Industry Trends ....................................................................................................................................................................... 4 Recent Transactions .............................................................................................................................................................. 5 Public Market Data1 ............................................................................................................................................................... 6 About MPI ................................................................................................................................................................................... 8 * This publication is also available in soft copy on the MPI website: http://www.mpival.com/resources.html. Page 2 www.mpival.com | 2 Beverage Industry Report – Q4 2014 Industry Overview This publication focuses on major events, developments and trends happening within the brewery, wine and spirits, cold beverage (such as soft drinks and energy drinks) and hot beverage (coffee and tea) segments of the Beverage Industry. The Beverage Industry is predominately composed of a few large industry players that are currently in the mature stage of their lifecycles. Large and small industry participants alike are constantly faced with internal and external challenges. Presently, the following trends are reshaping the industry: • Health-consciousness: Health-consciousness has matured into consumer activism, leading big beverage companies to tailor products in response to customer feedback. States are also being faced with legislation aimed at educating consumers on the dangers of specific beverages. • Shifting consumer preference: As consumers continue turning away from carbonated soft drinks, alternatives such as energy drinks and coconut water have seen dramatic growth. In addition, the craft beer industry continues to expand as consumer desire for hop-heavy brews increases. • Innovation: Product innovation remains crucial as consumer preference continues to shift. Although consumers are turning away from traditional carbonated soft drinks such as Coca-Cola, interest in handcrafted sodas is increasing. Recently, Starbucks introduced its Fizzio platform allowing customers to add controlled levels of carbonation to almost any drink they desire. As a result, there has been increased competition and interest in premium carbonated coffee. In addition, “coffee beers” are gaining in popularity, with even Starbucks experimenting with a non-alcoholic, beer flavored latte. As the stock price performance graph below suggests, the Beverage Industry as a whole has outpaced the S&P 500 over the last five years, with the breweries segment leading the way in recent periods. 350.0% Quarterly Benchmark Performance* Breweries Wine & Spirits Non-­‐Alcoholic S&P 500 300.0% 250.0% 200.0% 150.0% 100.0% 50.0% 0.0% Page 3 www.mpival.com | 3 Beverage Industry Report – Q4 2014 M&A Overview Highlighted Transaction: Cott Acquires DSS Group Inc. • On November 6, 2014, Cott Corporation agreed to buy DSS Group Inc. for $1.25 billion (including debt). • The acquisition will enable Cott to branch out beyond private-label soft drinks and expand into water and coffee home delivery and services. • DS Services was acquired last year by New York-based private equity firm Crestview Partners. • The purchase price is about 7.1 times DSS’s estimated 2014 adjusted EBITDA. • Enterprise Value: $1.2 billion. Industry Trends As shown below, a few mega deals at the start of 2014 have resulting in full-year 2014 volume that surpassed observed deal volume in the previous two years (2012 and 2013). However, deal count contracted for a third consecutive year. For the 2014 calendar year, we observed 38 deals in the beverage industry, totaling $27.3 billion. Industry M&A Activity (Announced Transaction) Volume ($bn) Median M&A EBITDA Multiples Median EBITDA Multiple Deal Count 18.0x $90.0 120 100 $70.0 $60.0 $30.0 13.2x 14.0x 12.0x 80 11.3x 10.6x 10.0x $50.0 $40.0 16.0x $77.9 $80.0 $39.4 $30.4 $25.0 $27.3 $29.6 $20.0 $11.5 $10.0 60 8.0x 40 6.0x 0 2008 2009 2010 2011 2012 8.6x 9.6x 9.3x 9.4x 2012 2013 4.0x 20 $9.7 $0.0 2007 Avg. EBITDA 16.9x 2013 2014 2.0x 0.0x 2007 2008 2009 2010 2011 2014 Source: S&P Capital IQ Page 4 www.mpival.com | 4 Beverage Industry Report – Q4 2014 Recent Transactions Announced Buyer Date Target Target Description 11/6/2014 Cott Corporation DSS Group, I nc. DSS Group, Inc., through its subsidiary, manufactures bottled water and offers home and office bottled water delivery services. The company is based in Atlanta, Georgia. As of December 12, 2014, DSS Group, I nc. operates as a subsidiary of Cott Corporation. 11/11/2014 Lexaria Corp. Poppy's T eas LLC (nka:ViPova Poppy's Teas LLC produces cannabinoid infused teas. The company was founded in 2014 Tea) and is based in St Augustine, Florida. As of December 12, 2014, Poppy's Teas LLC operates as a subsidiary of Lexaria Corp. 11/12/2014 Unknown Brand New Vintage Limited, Yarra Valley Assets Brand New Vintage Limited, Yarra Valley Assets comprises land, winery, vineyard, buildings, plant and equipment, and contracts associated with the winery, processing, and storage business. T he assets are located in Australia. 11/12/2014 Casella Wines Pty. Limited Peter Lehmann Wines Ltd. Peter Lehmann Wines Limited manufactures and sells wine in Australia. The company sells its wine in bottle and in bulk. It also exports its product to the United Kingdom, Europe, North America, and internationally. The company was founded in 1979 and is based in Tanunda, Australia. Peter Lehmann Wines Limited is the former subsidiary of Hess Group Australia Pty Ltd. As of December 19, 2014, Peter Lehmann Wines Ltd. operates as a subsidiary of Casella Wines Pty. Limited. 11/27/2014 The Coca-­‐Cola Company SABMiller, Appletiser Brands SABMiller, Appletiser Brands And 19 Non-­‐Alcoholic Ready-­‐To-­‐Drink Brands In Africa And And 19 Non-­‐Alcoholic Ready-­‐ Latin America comprises Appletiser brands and 19 non-­‐alcoholic r eady-­‐to-­‐drink brands. To-­‐Drink Brands I n Africa And Latin America 12/9/2014 CleanPath Resources Corp. Nature Bev, I nc. Nature Bev, Inc. produces and distributes functional beverage products to customers worldwide. Its products include aquifer and elevated pH alkaline water, weight loss beverages, physical and mental health enhancement products, rejuvenating sport drinks, and healthy energy drinks. The company is headquartered in Los Angeles, California. It has distribution centers in San Francisco and Los Angeles, California; Las Vegas, Nevada; Chicago, I llinois; Arizona; and T exas. 12/16/2014 Coca-­‐Cola East Japan Co.Ltd. Sendai Coca-­‐Cola Bottling Co., Ltd. Sendai Coca-­‐Cola Bottling Co., Ltd. produces soft drinks. The company was incorporated in 1962 and is based in Sendai, Japan. Sendai Coca-­‐Cola Bottling Co., Ltd. operates as a subsidiary of Kamei Corporation. 12/16/2014 Koninklijke Wessanen N.V. Abafoods s.r.l. Abafoods s.r.l. produces vegetable organic drinks by processing cereals and soya beans. The company produces its products from the extraction of cereals, such as rice, spelt, kamut, oat, barley, millet, and quinoa and leguminosaes, including soy. Abafoods s.r.l. was founded in 1997 and is based in Badia Polesine, I taly. 12/19/2014 Kofola Spolka Akcyjna Radenska d.d. Radenci Radenska d.d. Radenci engages in producing, filling, and marketing mineral waters and non-­‐ alcoholic beverages. The company offers natural mineral and spring waters, and flavored water; soft drinks, including ice tea, and Sprint and Pepsi drinks; and gastronomy products. It offers its products in Slovenia; and exports to Croatia, Italy, Austria, Kosovo, Bosnia and Herzegovina, the United States, Canada, Slovakia, and internationally. The company was founded in 1869 and is based in Radenci, Slovenia. Radenska d.d. Radenci operates as a subsidiary of Pivovarna Lasko DD. Source: S&P Capital IQ Page 5 www.mpival.com | 5 Beverage Industry Report – Q4 2014 Public Market Data1 12/31/2014 Close (2) High Low Enterprise Value (EV)(3) LTM NFY LTM NFY LTM NFY 93.86 94.89 69.14 191,643 10.6x 10.2x 38.5% 40.0% 16.4x 17.1x Big Rock Brewery I nc. 12.87 19.99 11.63 83 24.1x 17.7x 9.3% 12.5% NM NA Boston Beer Co. I nc. 289.54 299.00 202.78 3,726 20.9x 21.1x 20.0% 19.3% 42.1x 42.7x Carlsberg A/S 478.80 608.50 443.30 114,332 8.5x 8.6x 20.0% 20.4% 13.9x 14.0x Constellation Brands I nc. 98.17 100.77 68.54 26,059 15.3x 14.7x 29.0% 29.6% 24.6x 23.2x Craft Brew Alliance, I nc. 13.34 17.97 10.07 265 18.8x NA 7.2% NA NM NM Heineken NV 58.95 64.00 44.14 45,785 11.4x 10.4x 20.9% 23.0% 25.0x 21.8x Molson Coors Brewing Company 74.52 77.93 50.90 16,636 20.2x 12.1x 19.6% 32.9% 24.9x 24.8x SABMiller plc 33.61 38.57 26.50 63,117 10.8x 9.9x 34.4% 37.2% 14.8x 14.3x Tsingtao Brewery Company Limited 52.60 66.80 51.75 59,447 20.0x 20.7x 9.9% 9.6% 35.6x 34.1x Median 17.1x 12.1x 20.0% 23.0% 24.8x 22.5x Company 52-­‐Week EV/EBITDA EBITDA Margin Market Cap/Earnings Breweries Anheuser-­‐Busch I nBev SA/NV Wine & S pirits Brown-­‐Forman Corporation 87.84 97.97 73.44 19,452 19.2x 18.1x 33.2% 25.8% 27.8x 26.7x Diageo plc 18.49 20.44 9.50 55,975 16.4x 15.3x 33.2% 32.8% 20.6x 19.6x Pernod-­‐Ricard SA 92.26 96.23 78.82 32,915 14.7x 13.7x 28.2% 28.8% 24.0x 18.9x Median 16.4x 15.3x 33.2% 28.8% 24.0x 19.6x Median EBITDA Multiples -­‐ Breweries Median EBITDA Multiples -­‐ Wine & Spirits 20.0x 20.0x 18.0x 16.2x 17.1x 16.0x 10.0x 15.0x 16.0x 12.7x 14.0x 12.0x 18.0x 9.6x 10.8x 14.0x 11.0x 12.0x 9.2x 12.6x 13.4x 12.9x 2009 2010 2011 15.3x 16.4x 11.2x 10.0x 8.0x 8.0x 6.0x 6.0x 4.0x 4.0x 2.0x 2.0x 0.0x 0.0x 2008 2009 2010 2011 2012 Average of Medians (12.4x) 2013 2014 2008 2012 2013 2014 Average of Medians (13.8x) Page 6 www.mpival.com | 6 Beverage Industry Report – Q4 2014 Public Market Data1 12/31/2014 Close (2) High Low Enterprise Value (EV)(3) LTM NFY LTM NFY LTM NFY A.G.Barr p.l.c. 5.90 6.72 5.10 685 14.4x 13.9x 18.3% 18.8% 22.0x 21.2x Cott Corporation 8.01 9.45 6.66 1,378 7.8x 8.0x 8.6% 8.4% NM 34.4x Dr Pepper Snapple Group, I nc. 71.68 74.28 46.88 16,210 11.1x 11.2x 24.0% 23.7% 19.7x 19.3x Farmer Brothers Co. 29.45 31.86 18.05 455 14.7x 9.6x 5.8% 8.4% 36.7x 30.3x Keurig Green Mountain, I nc. 132.40 158.87 73.29 20,882 17.3x 16.0x 25.7% 24.7% 36.0x 32.6x Monster Beverage Corporation 108.35 113.50 63.00 17,167 23.8x 23.1x 30.0% 30.4% 41.9x 39.5x National Beverage Corp. 22.62 27.32 15.42 1,021 12.7x NA 12.6% NA 22.1x NA Pepsico, I nc. 94.56 100.70 77.01 161,334 12.6x 12.5x 19.1% 19.3% 20.4x 20.5x Starbucks Corporation 82.05 84.20 67.93 61,604 17.4x 14.1x 21.5% 22.9% 29.7x 25.1x The Coca-­‐Cola Company 42.22 45.00 36.89 203,247 15.5x 15.7x 28.4% 28.1% 23.0x 21.4x Median 14.5x 13.9x 20.3% 22.9% 23.0x 25.1x Company 52-­‐Week EV/EBITDA EBITDA Margin Market Cap/Earnings Non-­‐Alcoholic Beverages Median EBITDA Multiples -­‐ Non-­‐Alcoholic 20.0x 18.0x 16.0x 14.5x 14.0x 12.0x 10.0x 8.0x 10.4x 10.7x 10.7x 10.0x 11.9x 7.6x 6.0x 4.0x 2.0x 0.0x 2008 2009 2010 2011 2012 2013 2014 Average of Medians (10.8x) 1 Source: As reported by S&P Capital IQ. (2) Reported in local currency (3) In millions of local currency Definitions: Enterprise Value – defined by S&P Capital IQ as “market cap. + total debt + preferred equity + total minority interest – cash and equivalents” LTM – latest twelve months EBITDA – adjusted earnings before interest, taxes, depreciation and amortization NFY – next fiscal year EPS – earnings per share NA – not available, NM – not meaningful Page 7 www.mpival.com | 7 Beverage Industry Report – Q4 2014 About MPI MPI is a full service valuation and investment banking firm serving both private and publicly held companies. Since 1939, MPI has prepared thousands of valuations in a wide variety of industries and for many purposes. Our valuation and investment banking practices are national in scope, with clients in every state. 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