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1、Spring 2023Industry InsightsFood&Beverage2290 food and beverage deals announced in TTM March 202377%were completed by privately owned buyers80%were strategic transactionsExecutive SummaryM&A Market OverviewThe food and beverage space saw 62 deals completed in the first quarter of 2023,compared to 73
2、 in the prior quarter.For the trailing twelve months(TTM)ending March 31,2023,290 deals were announced in the space,73 fewer transactions compared to the prior year.Overall,deal activity decreased year over year and quarter over quarter by 20%and 15%,respectively.Q1 2023 saw several significant Nort
3、h American deals in the alcoholic beverages and protein producer spaces.Notable transactions within these areas include Malteries Soufflets acquisition of United Malt Group and Silver Bay Seafoods acquisition of Orca Bay Foods.Alcoholic beverages,protein producers,general,nonalcoholic beverages and
4、produce categories were the most active in terms of deal volume,representing 71%of total transactions in the quarter.M&A activity in the food and beverage sector in TTM March 2023 remains predominantly driven by strategic buyers(including companies primarily owned by private equity investors),with s
5、trategic transactions representing 80%of total deal volume.Of the 290 deals announced over the year,224(77%)were completed by privately owned buyers.Deal flow in the North American food and beverage space experienced a slowdown in Q1 2023,likely a direct response to rising interest rates,cautious in
6、vestors and general market uncertainties.Rising costs of raw materials and labor remain a priority issue for food&beverage companies.Consumers are beginning to push back on rising prices,indicating further price increases are becoming more difficult to implement.Businesses continue to focus on core
7、competencies while remaining conservative on growth projects.Interest rates have increased significantly over the last year,which have raised financing costs,leading to less aggressive leveraged buyout structures.There continues to be an abundant amount of capital in the market from excess cash on b
8、alance sheets of public companies and private equity firms.Deal activity in the food and beverage space has proven to be resilient in times of market uncertaintywe expect the appetite for deals in the F&B space to increase in the remainder of 2023.3OverviewSource:Capital IQ as of March 31,2023.Note:
9、M&A deal count is defined by a list of subsectors viewed as the best representation of the industry.M&A Market Overview,continuedPrivate77%Public23%Strategic80%Financial20%7760748068794568592939997858284717362Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q1Q2Q3Q4Q0222023Numb
10、er of Announced Deals(as of March 31,2023)Strategic vs.Financial BuyerPublic vs.PrivateBuyerBy Number of Announced Deals(TTM March 31,2023)Note:Includes food and beverage sector deals where the target was based in North America.Source:S&P Global Market Intelligence.Transactions with more than 50%of
11、the company acquired are included in the analysis.4Select Recent Transactions1Bacardi Limited acquiredDUss CognacOn February 3,2023,Bacardi Limited acquired DUss Cognac for reportedly USD 1,500 million.“Growing DUss over the past decade from an idea to one of the fastest-selling spirits in history h
12、as been a blessing.The next phase of this journey will further cement DUsss legacy as one of the worlds most respected brands.I am excited to renew this partnership with Bacardi,”said Shawn“Jay-Z”Carter,who continues to hold a 25%minority interest in DUss Cognac.Malteries Soufflet SAS agreed to acqu
13、ireUnited Malt Group Limited(ASX:UMG)On March 28,2023,Malteries Soufflet SAS announced an agreement to acquire United Malt Group Limited for USD 1,310 million.“The acquisition of United Malt is a unique opportunity to reinforce our presence in the high-value craft beer market,expand our geographical
14、 footprint to new strategic markets,and accelerate our ambitious strategy in the malt sector,”said Thierry Blandinires,Chairman of MalteriesSoufflet.Hometown Food Company acquiredBirch Benders LLCOn January 9,2023,Hometown Foods acquired Birch Benders LLC for USD 40 million.“The Birch Benders acquis
15、ition is a wonderful addition to Hometown Food Companys portfolio of brands and it increases our footprint in the better-for-you,breakfast and baking categorieswe are truly delighted to have the opportunity to support Birch Benders in its next phase of growth,”said Tom Polke,President and CEO of Hom
16、etown Food Company.Starco Brands Inc.acquired Soylent Nutrition Inc.On February 22,2023,Starco Brands Inc.acquired Soylent Nutrition Inc.for USD 29 million.“Soylent is one of those rare brands that successfully transitioned from Silicon Valley tech start-up to mainstream with mass distributionwhen c
17、ombined with Starco Brands portfolio of formulas,access to commercial manufacturing facilities,and disruptive marketing,Soylents potential to grow its base and expand in adjacent category whitespaces will be game-changing,”said Ross Sklar,CEO of Starco Brands.Macay Holdings Inc.acquired Royal Crown
18、Company Inc.On January 19,2023,Macay Holdings acquired Royal Crown Company for USD 46 million.According to Macay Holdings,the acquisition will provide the company with a global platform and foreign currency revenues,as well as geographic and political risk diversification.“The acquisition is also im
19、mediately financially accretive to Macay and will strengthen the food&beverage investments portfolio of Macay,”said Antonio Panajon,President of Macay Holdings.AgriFORCE Growing Systems agreed to acquireBerry People LLCOn January 24,2023,AgriFORCE Growing Systems agreed to acquire Berry People LLC f
20、or USD 40 million.“We aim to maximize commercial synergies between Berry People and UN(THINK),in terms of distribution,to retail,foodservice and other areas.We anticipate that the additional volume coming in the next year from their new grower relationships in Mexico should drive robust growth in 20
21、23,”said Mauro Pennella,President of AgriFORCE.51Deals in the U.S.and Canada,closed or announced over Q1 2023,selected subjectively based on being representative of recent market activity,excluding bankruptcy sales.Sources:S&P Global Market Intelligence,Mergermarket,company press releases and variou
22、s news sources(e.g.,Newswire,Businesswire,GlobeNewswire).Note:All trademarks,trade names,or logos referenced herein are the property of their respective owners.Recent North American M&A Activity by Subsector General11%Dairy7%Better-for-You7%Specialty-Pet4%Protein Producers7%Confectionery/Snacks6%Pro
23、duce7%Ingredients9%Bakery7%Nonalcoholic Beverages12%Alcoholic Beverages23%Food and Beverage Subsector DefinitionsDeals by Subsector(TTM as of March 31,2023)FoodBeveragesBakery:Production and distribution of baked goodsBetter-for-You:Differentiated food products with health benefitsConfectionery/Snac
24、ks:Chocolate,candy,nuts and other convenient snack foodsDairy:Production and distribution of dairy or dairy by-products,such as cheese or yogurt General:Conglomerates and general food businessesIngredients:Goods used in the production of other food-related itemsProduce:Fresh produce or other agricul
25、tural productsProtein Producers:Meat and seafood producers and distributorsSpecialty-Pet:Producers of pet food and treatsAlcoholic Beverages:Wine,beer and spiritsNonalcoholic Beverages:Beverages that do not contain alcoholTTM=Trailing 12 months.6Public Company Trading MultiplesPublic Company Trading
26、 Multiples812.9x12.3x12.3x13.0 x13.1x17.7x19.1x18.5x15.2x15.0 x16.3x17.0 x18.5x20.1x21.1x14.2x12.1x9.9x17.6x15.0 x12.9x17.7x18.5x14.2x200222023200222023200222023200222023EV/TTM EBITDA Median Multiples Food and Beverage Subsectors(as of March 31,2023)EV/TTM
27、 EBITDA Median Multiples by Subsector(as of March 31,2023)DairyBakeryBetter-for-YouConfectionery/SnacksFive-year medianMedian21.1x18.7x17.8x15.0 x15.0 x13.1x12.7x12.7x11.5x8.7x5.4x13.1xConfectionery/SnacksNonalcoholicBeveragesAlcoholicBeveragesBetter-for-YouDairyBakeryGeneralIngredientsProduceSpecia
28、lty-PetProteinProducersNote:Sector constituents based on selected comparable companies with market capitalization greater than or equal to USD 25 million;certain periods exclude outliers based on Kroll analysis;EBITDA:Earnings before interest,taxes,depreciation and amortization.EBITDA does not refle
29、ct adjustments for extraordinary items.EV=Enterprise value=market capitalization+total debt+preferred equity cash and short-term investments.TTM=Trailing 12 months.Source:S&P Global Market Intelligence.Public Company Trading Multiples9Note:Sector constituents based on selected comparable companies w
30、ith market capitalization greater than or equal to USD 25 million;certain periods exclude outliers based on Kroll analysis;EBITDA:Earnings before interest,taxes,depreciation and amortization.EBITDA does not reflect adjustments for extraordinary items.EV=enterprise value=market capitalization+total d
31、ebt+preferred equity cash and short-term investments.TTM=trailing 12 months.Source:S&P Global Market Intelligence.8.9x7.3x9.3x7.6x8.7x11.6x8.4x15.7x22.7x17.8x15.0 x15.7x17.5x18.7x18.7x8.7x15.7x17.5x20022202320022202320022202313.1x11.8x12.5x13.6x12.7x13.9x11.1x14.2x12
32、.3x12.7x16.2x12.0 x14.8x11.0 x11.5x12.3x7.8x8.0 x4.7x5.4x12.7x12.7x12.0 x7.8x200222023200222023200222023200222023Protein ProducersGeneralIngredientsProduceFive-year medianEV/TTM EBITDA Median Multiples Food and Beverage Subsectors(as of March 31,2023)Speci
33、alty-PetAlcoholic BeveragesNonalcoholic BeveragesFive-year medianPublic Company Trading Statistics14.7x19.8x29.4x16.3x25.1x22.7x17.8x26.0 x32.2x32.4x13.1x15.0 x21.1x15.0 x12.7x12.7x11.5x5.4x17.8x18.7x11.5x3.5x10.8x13.6x8.0 x4.1x6.5x2.2x7.9x7.3x11.8%23.7%6.8%8.5%27.4%29.6%18.6%18.0%19.4%24.6%8.0%-5.0
34、%4.3%6.0%5.0%8.8%4.6%6.4%4.5%5.4%4.2%-6.1%-2.7%3.6%-6.6%1.1%0.8%0.3%-0.6%-2.8%Enterprise Value/TTM EBITDA(by sector)1 Range and Median(as of March 31,2023)*Five-Year Revenue Growth Rate(CAGR)1 Range and Median(as of March 31,2023)*11Select Public Company Operating and Trading StatisticsNote:Sector c
35、onstituents based on selected comparable companies with market capitalization greater than or equal to USD 25 million;certain sectors exclude outliers based on Kroll analysis;*Specialty-Pet companies were excluded due to insufficient data.1The values above represent high,median and low data points f
36、or each category as of March 31,2023.Source:S&P Global Market Intelligence.CAGR:Compound annual growth rate.Select Kroll Corporate Finance Food and Beverage ExperienceSELL-SIDE ADVISORhas been acquired bya portfolio company ofSELL-SIDE ADVISORhas been acquired bya portfolio company ofhas been acquir
37、ed bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORFINANCIAL ADVISORhas secured senior debt financing from a consortium of lendershas been acquired bySELL-SIDE ADVISORSELL-SIDE ADVISORhas been acquired byFINANCIAL ADVISORhas secured senior debt financing fromSELL-SIDE ADVISORhas been acquire
38、d bySELL-SIDE ADVISORhas been acquired byGum Products InternationalNote:All trademarks,trade names,or logos referenced herein are the property of their respective owners.12Select Kroll Corporate Finance Food and Beverage ExperienceNote:All trademarks,trade names,or logos referenced herein are the pr
39、operty of their respective owners.has been acquired bySELL-SIDE ADVISORa division ofSELL-SIDE ADVISORhas been acquired byportfolio companies ofBUY-SIDE ADVISORhas acquired SELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISOR
40、has been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas been acquired byBUY-SIDE ADVISORhas acquired13Select Kroll Corporate Finance Food and Beverage ExperienceNote:All trademarks,trade names,or logos referenced herein are the property of their respective owners.14SELL-SIDE AD
41、VISORhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORa portfolio company ofhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas merged witha portfolio company ofSELL-SIDE ADVI
42、SORhas been acquired bySELL-SIDE ADVISORhas been acquired bySELL-SIDE ADVISORhas been acquired bySelect Kroll Corporate Finance Food and Beverage ExperienceNote:All trademarks,trade names,or logos referenced herein are the property of their respective owners.15VALUATION OPINIONDriscolls,Inc.Financia
43、l advisor to Driscolls,Inc.ESOP ADVISORYCargill,IncorporatedFinancial advisor to the trustee of the of Cargill,Incorporated Employee Stock Ownership PlanSOLVENCY OPINIONhas completed the spinoffSOLVENCY OPINIONOcean Spray Cranberries,Inc.has completed a share redemption transactionFAIRNESS OPINIONha
44、s been acquired byFinancial advisor to the board of managers of The Bardstown Bourbon Company LLCSOLVENCY OPINIONhas completed the sale ofFAIRNESS OPINIONhas been acquired byTRANSACTION ADVISORYhas been acquired byPerformed financial and tax due diligence on behalf of the Buyerhas been acquired byPe
45、rformed financial and tax due diligence on behalf of the BuyerTRANSACTION ADVISORYhas been acquired byPerformed financial and tax due diligence on behalf of the BuyerTRANSACTION ADVISORYFor more information,please contact:About KrollAs the leading independent provider of risk and financial advisory
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47、ts the foresight they need to create an enduring competitive advantage.At Kroll,our values define who we are and how we partner with clients andcommunities.Learn more at .M&A advisory,capital raising and secondary market advisory services in the United States are provided by Kroll Securities,LLC(mem
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49、(formerly,Duff&Phelps India Private Limited),under a Category 1 merchant bankerlicense issued by the Securities and Exchange Board of India.The material in this report is for information purposes only and is not intended to be relied upon as financial,accounting,tax,legal or other professional advic
50、e.This report does not constitute and should not be construed as soliciting or offering any investment orother transaction,identifying securities for you to purchase or offer to purchase,or recommending acquisition or disposition of any investment.Kroll does not guarantee the accuracy or reliability
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52、rved.Bob Bartell,CFAPresident of Corporate Finance Chicago+1 312-697-4654 Joshua BennGlobal Head of Consumer,Food,Restaurant and Retail Corporate FinanceNew York+1 212-450-Mark KramerManaging Director,Transaction Advisory ServicesChicago+1 312-697-Dr.Howard E.JohnsonManaging Director,Canadian M&A Ad
53、visoryToronto+1 416-597-Stephanie LauDirector,Canadian M&A AdvisoryToronto+1 416-361-Farzad MukhiManaging Director,Consumer,Food,Restaurant and Retail Corporate Finance Los Angeles+1 424-249-Jennifer TerrellDirector,Fairness and Solvency OpinionsChicago+1 312-980-Devin KennealyDirector,Canadian M&A AdvisoryToronto+1 416-361-Download Our Exclusive Valuation Data to Learn More:17