WhiteWave to acquire So Delicious Dairy Free

WhiteWave Foods Co. has agreed to acquire the plant-based beverages, creamers, cultured products and frozen desserts company for approximately $195 million in cash.

The WhiteWave Foods Co. (NYSE:WWAV) (WhiteWave), a leading consumer packaged food and beverage company in North America and Europe, announced that it has agreed to acquire So Delicious® Dairy Free (So Delicious) from its existing shareholders, led by Wasserstein & Co., for approximately $195 million in cash.

Best known by consumers for its plant-based beverages, creamers, cultured products and frozen desserts under the So Delicious Dairy Free brand, So Delicious was founded in 1987 by Mark Brawerman, who was CEO until 2013. Based in Eugene, Ore., So Delicious’ products are 100 percent plant-based and its entire product offering is non-GMO verified.

So Delicious had net sales of $115 million for the 12 months ended June 30, 2014 and is expected to experience continued strong growth in the second half of 2014. The company has a proven track record of growth and innovation and is strongly associated with organic and non-GMO integrity, nutritious products, environmental stewardship and sustainable agricultural practices.

“The acquisition of So Delicious represents a great addition to the WhiteWave portfolio and fits squarely within our strategy of driving growth in our core businesses,” said Gregg Engles, chairman and chief executive officer of WhiteWave. “So Delicious is an outstanding company and a unique player in the plant-based food and beverage arena, with consumers seeking out the brand for a broad range of great-tasting, dairy-free beverages, creamers and cultured products. So Delicious is also recognized as the number-one plant-based frozen dessert brand in the United States, and it will provide WhiteWave entry into the growing, plant-based frozen dessert category.”

Engles continued, “At the same time, So Delicious will provide additional growth opportunities in the dynamic plant-based food and beverage space. It builds on our platform of Silk and Alpro branded products by expanding plant-based capabilities and providing new category opportunities. Furthermore, in addition to compelling growth and product expansion potential, the extension of the So Delicious business across WhiteWave’s existing business platform, capabilities and infrastructure, is also expected to provide significant cost savings opportunities. Simply stated, we believe this is a compelling acquisition that will add a highly complementary brand to WhiteWave’s product portfolio and position us to drive additional shareholder value.”

"Joining the WhiteWave organization will enable us to continue to build on our commitment to bringing dairy-free joy to even more households," said Chuck Marcy, chief executive officer of So Delicious Dairy Free. "For over 25 years, So Delicious has been dedicated to making delicious and responsible, 100 percent plant-based, non-GMO foods and beverages. WhiteWave shares our passion for uncompromising commitment to non-GMO integrity, environmental stewardship and sustainability. This combination will give us an opportunity to grow our portfolio of dairy-free solutions, and introduce the benefits of dairy-free living to more families.”

Rothschild Inc. acted as financial advisor and Haynes & Boone, LLP and Dechert LLP acted as legal advisors to WhiteWave. Sawaya Segalas & Co., LLC acted as financial advisor to So Delicious and provided a fairness opinion. Crowell & Moring LLP and Loeb & Loeb LLP acted as legal advisors to So Delicious. First Beverage Advisors, LLC also acted as financial advisor to So Delicious.

The deal is expected to close in the next few months, subject to customary closing conditions. WhiteWave intends to fund the acquisition through cash balances and available credit. The transaction is expected to be accretive to WhiteWave’s earnings in the first 12 months following closing, excluding certain transaction and integration expenses.

 

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