State of the Wine Industry 2013 Wine Has Grown at a 3.4% CAGR Since 2005, Outpacing Total Beverage Alcohol Supplier $ Share (Billions) Beverage Alcohol Market Share 2005 – 2011 CAGRs Wine: 3.4% Spirits: 3.7% Beer: 2.2% $49.9 2000 $52.2 $8.3 $8.6 $16.0 $17.2 $54.9 $56.6 $57.0 $57.6 $59.2 $9.2 $9.4 $9.5 $9.8 $10.2 $18.2 $18.7 $18.7 $19.2 $19.9 $28.8 $28.6 $29.2 2009 2010 2011 $25.6 $26.3 $27.5 2005 2006 2007 $28.5 2008 Beer Spirits 2011 Wine 16% Wine 17% Spirits 29% Spirits 34% Wine Servings (Billions)(1) Growth in Servings 2011 – 2015P CAGR: 0.3% 2005 – 2011 Absolute Growth: 118.2 120.8 123.7 124.5 123.9 123.6 124.6 126.0 17.0 17.6 18.3 18.4 18.5 18.7 19.2 20.3 34.9 36.2 37.5 38.0 38.5 39.1 40.2 66.9 67.8 68.2 66.9 65.7 3.6% 42.6 65.1 Beer: (1.7%) Spirits: 15.0% Wine: 13.1% 6.1% 4.0% 1.0% 66.2 1.3% 1.1% 0.5% 1.4% 0.4% 2007 2008 Beer 2009 Spirits 2010 2011 0.7% 2.7% 2.5% 1.3% (0.9%) 2015P 2006 2007 Wine Source: Beer Marketer’s Insights, DISCUS, IMPACT Spirits Databank. 1.7% 63.1 Beer 2006 (1) 5.7% 3.6% 3.8% (1.8%) 2005 Beer 49% Beer 55% Serving size: Beer – 12 oz; Spirits – 1.5 oz; Wine – 5 oz. 2 2008 2009 (1.8%) Spirits (3.1%) Wine 2010 2011 2015P Rising Demand and Declining Supply are Creating a Global Wine Shortage Global Production vs. Consumption Largest Wine Producing Countries (Millions of Hectoliters) (Millions of Hectoliters) 296 280 266 257 273 264 (19%) 52 282 266 269 271 265 (20%) 42 265 248 226 228 230 238 239 238 251 248 240 242 244 236 +57% 10 7 +38% 11 8 Chile Australia +24% 13 11 +23% 15 13 China Argentina 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 2012E Production 2000 (13%) 22 19 United States Spain 2011 (Millions of Hectoliters) (25%) 31 7.9 7.9 7.8 7.8 France Largest Wine Consuming Countries (Millions of Hectares) 7.8 Italy Consumption Global Vineyard Acreage 7.9 50 42 33 249 244 (14%) 58 7.8 7.8 7.7 7.7 7.6 (28%) 14 7.6 +148% 12 10 +59% 17 +32% 13 10 (1%) 20 20 23 (13%) 35 +34% 29 30 21 11 5 Spain 2000 2001 2002 2003 2004 2005 2006 2007 2008 Source: International Organisation of Vine and Wine and IWSR. Note: Vinexpo reports the U.S. leading global wine consumption. 2009 2010 Russia U.K. China 2000 2011 Per Capita Consumption (Liters per Year) 3 24 7 25 3 Germany Italy United States France 53 13 53 2011 37 Structurally, Supply is Imbalanced in the U.S. U.S. Vineyard Acreage vs. Rest of World (2000 – 2011) Commentary Germany: +71% A decrease in vineyard acreage and a steady increase in demand has led to a structural supply imbalance in the U.S. – France: (11%) Italy: (15%) U.S.: (2%) Spain: (16%) China: +87% Following a period of “oversupply”, many growers replanted to more profitable fruits, specifically pistachios and almonds – Chile: +16% South Africa: +5% Australia: +24% Fewer California Vineyard New Plantings (Millions of Hectares) (Bearing and Non-Bearing Planted Acres) 2000 – 2011 CAGR: (0.0%) Growth in Consumption: 34% 22 21 19 23 Average revenue per acre for almonds and pistachios has grown over 130% and 40%, respectively, since 2002 While planting activity is expected to have increased in 2012, it will take 3 – 5 years to capture the benefit from these new plantings U.S. Production vs. Consumption 21 Creates opportunities for imports, which have cost advantaged models relative to U.S. in terms of land, labor, and water 24 25 26 27 28 28 27 28 490 481 481 29 472 2001 471 475 472 471 473 476 480 29.5 20 20 20 23 19 20 19 22 21 20.6 19 13.2 2000 467 2002 2003 2004 2005 Production 2006 2007 2008 2009 2010 2000 2011 2001 2002 9.9 2003 11.5 2004 12.6 2005 Acreage Consumption Source: International Organisation of Vine and Wine and IWSR. 4 14.3 2006 13.0 2007 11.0 2008 New Plantings 7.1 6.8 2009 2010 4.4 2011 Luxury is a Major Growth Segment in the U.S. Wine Industry 2012 U.S. Growth By Price Segment Lower Priced 2012 U.S. Top Varietals / Flavors Higher Priced % Sales Growth 2012 Sales Growth Total: 6.0% Market Size ($ in mm) $1,758 16.5% 8.3% $1,343 11.6% 10.9% 10.1% $1,256 $1,829 $770 $746 $648 $718 8.1% $487 $531 1.4% 2.7% 0.3% Value ($4.99 and Below) 1.6% Premium Glass ($5.00 - $7.99) Super Premium ($8.00 - $10.99) 2011 Ultra Premium Luxury ($11.00 - $14.99) ($15.00 and Above) Pinot Noir 2011 Rank Varietal 2012 Unit Growth Total: 4.7% 18.3% 12.7% 3.1% (1.9%) Value ($4.99 and Below) 10.5% 12.8% 10.1% 4.6% 2.5% Premium Glass ($5.00 - $7.99) Super Premium ($8.00 - $10.99) 2011 Merlot 2012 % Unit Growth 8.8% Pinot Gris Ultra Premium Luxury ($11.00 - $14.99) ($15.00 and Above) Chardonnay 2012 $ $ $ Sales Unit Share Sales % Chg Share Units Unit % Avg Price Chg per 750ml 1 Chardonnay 18.4% $1,829 4.1% 18.4% 215 3.3% $6.16 2 Cabernet Sauvignon 13.5% 1,343 6.9% 12.1% 141 4.3% 7.41 3 Merlot 7.5% 746 (3.0%) 8.1% 95 (3.8%) 5.50 4 Pinot Gris 7.2% 718 10.8% 7.6% 89 11.2% 6.28 5 Pinot Noir 5.3% 531 8.9% 4.5% 52 8.4% 9.12 6 Red Blends 4.4% 442 33.1% 3.9% 46 32.3% 9.11 7 Sauvignon Blanc 4.0% 394 12.8% 3.7% 43 9.6% 8.08 8 White Zinfandel 3.7% 367 (6.0%) 4.8% 57 (6.9%) 3.73 9 Muscat 3.4% 339 15.4% 4.2% 49 15.5% 5.68 10 Riesling 2.2% 222 (3.0%) 2.3% 27 (2.2%) 7.42 Total 100% $9,961 6.0% 100% 1,169 4.7% $6.14 2012 Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. 5 Cabernet Sauvignon Industry Growth is Primarily Driven by the Top 4 Suppliers Industry Growth by Supplier Largest Growing Wine Brands in 2012 In 2012, nearly 70% of the Industry’s dollar growth was driven by the Top 4 suppliers Other 34% Trinchero Family Estates 8% The Wine Group 10% Rank E. & J. Gallo Winery 27% Constellation Brands 21% Growth $ (mm) % 1 $65 14.6% 2 48 40.2% 3 37 118.0% 4 24 94.2% 5 24 8.8% 6 21 6.1% 7 18 26.2% 8 18 31.5% 9 18 6.3% 10 15 47.7% Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. 6 Brand Ownership Larger Producers Aspire to Emulate the “Kendall Jackson Model” Implications Jackson Family Wines is the only Top 8 supplier with an average price per bottle >$10 Other top brand suppliers are focusing on moving their “center of gravity” to >$10 per bottle – – $1,897 $13.16 $1,511 $9.85 $9.44 Maintains or expands margin to combat higher COGS $6.52 Supply is critical in both strategies as Top 8 suppliers target >1 million case brands $999 $6.43 $3.06 $578 $482 $332 $342 Jackson Family Wines Ste. Michelle Wine Estates $189 Diageo Chateau & Estate Wines ◦ Translates into more California appellated wines – $5.94 $4.77 De-emphasizing <$10 / bottle segment where imports have significant cost advantages “Premiumization” relies on a 2pronged approach of brand innovation and M&A – Top 8 U.S. Brand Suppliers Treasury Wine Estates IRI Sales (Millions) Suppliers will arbitrage existing fruit from lower margin products into higher margin products ◦ Proactively phases out unproductive SKUs while retaining shelf space Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. 7 Trinchero Family Estates The Wine Group Average Price per 750 ML Constellation Brands E. & J. Gallo Winery Top Suppliers are Successfully Innovating at >$10 per Bottle Largest Suppliers Growth Drivers Portfolio Pricing Growth Price +125% $9.65 +83% $12.38 +28% $16.46 NM $13.44 +19% $14.64 +16% $15.31 +40% $9.14 +86% $7.17 +265% $7.52 +26% $16.13 +9% $9.10 +7% $14.50 Portfolio Avg. Price Avg. Price 25 Fastest Per 750 ml Growing Brands(1) Difference Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. brands by unit growth for brands above 100,000 total units (15 fastest growing brands for The Wine Group and Trinchero). 8 $4.77 $10.59 +122% $6.43 $9.34 +45% $3.06 $5.03 +64% $5.94 $9.87 +66% (1) Fastest growing brands are each company’s 25 fastest growing Top Suppliers are Innovating & Line Extending into the Sweet Wine Phenomenon Commentary New Product Lines Blush Moscato 789% Red Moscato 501% Sparkling Moscato 49% Red Blends 33% White Blends 33% White Moscato Industry Average 15% Constellation The Wine Group Treasury Wine Estates Diageo Beam Deutsch 6% Sweet Red and White varietals and blends are growing significantly faster than the overall average for wine Large wine companies are developing new brands targeted to female consumers (i.e., Strut and Butterfly Kiss) Gallo with Barefoot and Trinchero with Sutter Home are examples of line extensions into sweet wine Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. 9 Like Innovation, Premiumization and Supply are Key Themes Driving M&A Accessing Vineyards / Supply Suppliers are increasingly deploying capital to lock up supply Lack of new vineyard plantings in the U.S. is causing suppliers to evaluate sourcing overseas – As Australia’s overplanting reaches a point of reset, vineyards may – again - become attractive to foreign buyers Supplier (Acquirer) Vineyard (Target) (U.S.) Acquiring Higher Priced Brands Large suppliers are able to quickly scale acquired brands by utilizing sales and distribution capabilities Guaranteed fruit supply remains a key component in brand acquisitions – Suppliers are able to arbitrage fruit from an existing program for the benefit of the acquired brand Acquirer Target (Portfolio Avg: $6.43) ($9.94) (Portfolio Avg: $4.77) ($8.34) (Portfolio Avg: $8.30) ($10.12) Loxton Winery (Australia) (Australia) (U.S.) (U.S.) Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. 10 Spirits Suppliers who have relied on innovation to participate in Spirits may evaluate M&A given the rapid growth of their Spirits brands – Spirits speak to premiumization and deliver returns greater than what are typically found in Wine Supplier Brands Australia is Poised to be the Center of Gravity between China and the U.S. If rumors of Chinese interest in Treasury Wine Estates lead to a transaction, Australia’s role as the definitive link between China and the U.S. will be solidified Chinese Investors Acquiring U.S. Wineries & Investing in CA Chinese Investors Acquiring Australian Wineries U.S. Wineries Acquiring Australian Wineries Loxton Winery Australian Wineries Acquiring U.S. Wineries 11 Australia: Course Correcting a Decade of Mistakes Commentary Overplanting (2 million ton footprint) in cooler regions producing sub-quality fruit led to supply imbalance – – – Wine Grape Area (Thousand Hectares) Growers and producers grossly overestimated global annual growth rates at 15% - 20% vs. 3% - 5% 169 173 163 157 Western Australia 4% Other 0% Victoria 19% South Australia 48% No financial incentive to invest in course correction Exports suffered as wine quality “flipped” from high value, interesting product toward a commodity Growing regions are so broadly defined they haven’t been consistently matched to the optimal varietal(s) Marketers emphasized origin rather than brand (e.g., Yellow Tail) SKU proliferation, in part driven by a decade’s explosion in the number of wineries from 200 to nearly 2,800, led to further downward pressure on wine prices 2006 2007 Growth: +3% 2008 2009 2010 (1%) (6%) (4%) New South Wales 29% Australian Exports $4.78 $4.70 760 $4.79 $4.54 471 No meaningful exposure to the Luxury sector – – 174 2010 Wine Grape Tonnage By Region Growers overplanted because 80% of South Australia’s vineyard owners do not rely on viticulture as their primary source of income ◦ Wine Production 524 786 702 643 $4.27 $3.98 $3.72 $3.82 375 1 out of 2 liters consumed in Australia is from cask wine 764 781 703 698 $3.53 $2.97 311 $2.65 $2.69 Grange and Henschke are the only brands marketed >$100 per bottle and each is <50,000 cases 2000 2001 2002 2003 2004 2005 2006 Volume (Million Liters) Source: Commonwealth Bank and the Australian and New Zealand Wine Industry Directory. 12 2007 2008 2009 A$ per Liter 2010 2011 Australia: Set for a Rebound, Barring a 2 Million Ton Crop Top Australian Brands in the U.S. State of Australian Wine Industry (IRI Price Per 750ml) Other 25% Yellow Tail 54% Value Glass ($3.49 And Below) 5% Other 13% ($5.84) Foxhorn 5% ($3.67) Jacobs Creek 6% ($6.44) Premium Glass ($5.00 $7.99) 75% Super Premium ($8.00 $10.99) 7% Lindemans 10% From 2009 – 2010, more than 8,000 vine acres or ~5% of the total industry were removed from production to help foster a gradual reset – Pricing improving as stock levels improve Last 2 harvests ranged between 1.6 and 1.7 million tons Collaborative rationalization efforts by producers to improve capacity utilization rates (e.g. Treasury Wine Estates / Accolade Wines July 2012 announcement consolidating bottling operations) A new generation of winemakers are improving Australia’s global reputation and, significantly, willing to build wines for the American palette 2010 Harvest by Varietal (Tons) Other 16% – ($5.24) Riesling 3% Inventories improving from peak of 3x annual production to 1.5x – Shiraz 28% Pinot Noir 3% Semillon 4% Opportunity to focus on U.S. market with Luxury wines that extol the diversity and uniqueness of Australia’s growing regions Access to new capital, specifically from China where interest is supply-based Sauvignon Blanc 5% Chardonnay 18% Merlot 6% Cabernet Sauvignon 17% Source: IRI, 52 weeks ending January 6, 2013. IRI tracks data in Food, Drug, Mass, Convenience, and Liquor Store channels. 13 Demeter Group Recent Transactions (December 2010 – 2012) Acquired by Acquired by $850 million Acquired by Completed Transaction Value Acquired by 15 Acquired by Completed Transactions Acquired by 67% Completed Transactions in Beverage Alcohol Acquired by Acquired by Acquired by Acquired by Private Placement Acquired by Has Acquired Acquired by Joint Venture With 14 71% 36% Transactions Marketed to Fewer Than 5 Potential Buyers Transactions Marketed to 1 Buyer Demeter Group Recent Beverage Alcohol Transactions March 2011 May 2011 December 2010 July 2012 Acquired By: Beam Global Spirits & Wine Acquired By: Crimson Wine Group Acquired By: Fiji Water Acquired By: Constellation Brands September 2012 August 2012 June 2012 June 2012 May 2012 August 2011 Acquired By: E. & J. Gallo Winery Acquired By: E. & J. Gallo Winery Acquired By: Accolade Wines Acquired By: E. & J. Gallo Winery Acquired By: Precept Wines Acquired By: Fiji Water 15 Jeff Menashe Chief Executive Officer menashe@demetergroup.net 220 Halleck Street, Suite 110 San Francisco, CA 94129 (415) 632-4400 www.demetergroup.net 16