Published: September 14, 2010
Green Mountain Coffee Roasters, Inc. to Acquire Van Houtte
WATERBURY, Vt. - (BUSINESS WIRE) - Green Mountain Coffee Roasters, Inc. (NASDAQ: GMCR) announced today that
it has executed a Share Purchase Agreement pursuant to which GMCR will
acquire all the outstanding shares of LJVH Holdings, Inc. ("Van
Houtte" ), from an affiliate of Littlejohn & Co., LLC, a
private equity firm headquartered in Greenwich, CT, for a cash purchase
price of CAD$915 million or USD$890 million based on the exchange rate
as of September 13, 2010, subject to adjustment. The transaction is
subject to customary closing conditions, including certain regulatory
approvals, and is expected to close by the end of calendar year 2010.
"We have had a strong and mutually beneficial relationship with Van
Houtte since 2001 when they first became a Keurig licensee and we're
confident that the company and its well known Canadian brands including
Van Houtte, Brûlerie St. Denis®, Les Cafes Orient
Express Coffee and Brûlerie Mont Royal® are great
additions to GMCR and our family of specialty coffee brands," said
Lawrence J. Blanford, president and Chief Executive Officer of GMCR. "We
believe that Van Houtte, in combination with our Green Mountain Coffee,
Tully's, Timothy's and Diedrich's brands, will contribute to our future
success in Canada and throughout North America."
Headquartered in Montreal, Quebec, Van Houtte is a leading gourmet
coffee brand in Canada in the home and office channels. Van Houtte
roasts and markets gourmet coffee for home and office consumption and
distributes it through its direct-to-store delivery and coffee services
networks in Canada and the U.S. Van Houtte's last twelve month's net
sales were CAD $445 million as of August 21, 2010, or approximately USD
$433 million based on the exchange rate as of September 13, 2010. Van
Houtte produces specialty coffee, tea and other beverages in a variety
of packaged forms including K-Cup portion packs for the
Keurig Single-Cup Brewing System sold under the Van Houtte®,
Bigelow and Wolfgang Puck® K-Cup brands. Van
Houtte employs approximately 1,700 people in Canada and the U.S.
"This acquisition will enhance GMCR's Canadian presence and is expected
to strengthen our North American geographic expansion with a well-known
Canadian brand platform that includes roasting, manufacturing and
distribution capabilities," Blanford continued. "We have great
admiration for Van Houtte's leadership team and are pleased that its
current president and CEO, Gerard Geoffrion has agreed to continue to
lead the Van Houtte business in Canada following the close of the
acquisition."
"As a result of our long-term relationship as a Keurig licensee, we know
there is a strong cultural and strategic fit between GMCR and Van
Houtte," said Gerard Geoffrion, Van Houtte president and CEO. "We
believe the combination of our brands, employees and our respective
geographic strengths makes for a stronger overall company and will
enable us to continue to grow our presence in Canada."
GMCR intends to finance the acquisition through a combination of cash on
hand and USD $1.35 billion of new debt financing comprised of (i) a USD
$750 million 5-year senior secured revolving credit facility, (ii) a USD
$250 million 5-year senior secured term loan A facility, and (iii) a USD
$350 million 6-year senior secured term loan B facility. These
facilities will be utilized to finance this acquisition and transaction
expenses, as well as to refinance GMCR's existing outstanding
indebtedness and support our ongoing growth. The Company has secured a
financing commitment for the transaction from BofA Merrill Lynch and
SunTrust Robinson Humphrey, Inc.
GMCR anticipates that the acquisition will be neutral to slightly
dilutive to its earnings per share in the first twelve months after
closing and accretive thereafter.
Subsequent to the closing of the transaction, GMCR anticipates
conducting a strategic review of Van Houtte's U.S. Coffee Services
business ("Filterfresh") in contemplation of a potential divestiture of
Filterfresh given GMCR's current sales and marketing structure and its
existing network of independent Keurig authorized distributors
throughout the U.S. The proceeds from any divestiture would be used to
reduce GMCR's outstanding indebtedness.
BofA Merrill Lynch and CIBC are serving as financial advisors and Ropes
& Gray LLP and Goodmans LLP as legal advisors to GMCR for this
acquisition. UBS Securities and Moelis & Company are serving as
financial advisors and Stikeman Elliott LLP, Morrison Cohen LLP and
Gibsun, Dunn & Crutcher LLP as legal advisors to Littlejohn.
Investment Community Teleconference and Webcast
GMCR executives will be discussing this transaction and responding to
questions from the investment community on a live conference call and
webcast to be held on Tuesday, September 14, 2010 at 8:30 AM (Eastern).
To access the call, please dial (719) 325-2100 using access code
5347154. To ensure your participation in the teleconference please
dial-in to the conference center at least five minutes before the
scheduled start time as a limited number of dial-in lines will be made
available. The teleconference also will be webcast live from the Events
& Presentations portion of the Investor Relations section of the
Company's website at http://investor.gmcr.com/events.cfm.
An audio replay of this conference call will be available starting at
approximately 12:00 PM (Eastern) on Tuesday, September 14, 2010 and for
a period of time thereafter. To access the audio replay, please dial
(719) 457-0820 using access code 5347154. A webcast replay also will be
available via the Events & Presentations portion of the Investor
Relations section of the Company's website at http://investor.gmcr.com/events.cfm.
About Green Mountain Coffee Roasters, Inc. (NASDAQ: GMCR)
As a leader in the specialty coffee industry, Green Mountain Coffee
Roasters, Inc. is recognized for its award-winning coffees, innovative
brewing technology, and socially responsible business practices. GMCR's
operations are managed through two business units. The Specialty Coffee
business unit produces coffee, tea and hot cocoa from its family of
brands, including Tully's Coffee, Green Mountain Coffee®,
Newman's Own Organics coffee, Timothy's World Coffee®
and Diedrich, Coffee People® and Gloria Jeans®,
a trademark licensed to the Company for use in North America and owned
by Gloria Jeans Coffees International Pty. Ltd. The Keurig business unit
is a pioneer and leading manufacturer of gourmet single-cup brewing
systems. K-Cup
portion packs for Keurig Single-Cup Brewers are produced
by a variety of roasters, including Green Mountain Coffee, Tully's,
Timothy's and Diedrich. GMCR supports local and global communities by
offsetting 100% of its direct greenhouse gas emissions, investing in
Fair Trade Certified coffee, and donating at least five percent of its
pre-tax profits to social and environmental projects. Visit www.gmcr.com
for more information.
GMCR routinely posts information that may be of importance to investors
in the Investor Relations section of its web site, including news
releases and its complete financial statements, as filed with the SEC.
GMCR encourages investors to consult this section of its web site
regularly for important information and news. Additionally, by
subscribing to GMCR's automatic email news release delivery, individuals
can receive news directly from GMCR as it is released.
GMCR-C
GMCR Forward-Looking Statements
Certain statements contained herein are not based on historical fact and
are "forward-looking statements" within the meaning of the applicable
securities laws and regulations. Generally, these statements can be
identified by the use of words such as "anticipate," "believe," "could,"
"estimate," "expect," "feel," "forecast," "intend," "may," "plan,"
"potential," "project," "should," "would," and similar expressions
intended to identify forward-looking statements, although not all
forward-looking statements contain these identifying words. Owing to the
uncertainties inherent in forward-looking statements, actual results
could differ materially from those stated here. Factors that could cause
actual results to differ materially from those in the forward-looking
statements include, but are not limited to, the impact on sales and
profitability of consumer sentiment in this difficult economic
environment, the Company's success in efficiently expanding operations
and capacity to meet growth, the Company's success in efficiently and
effectively integrating Tully's, Timothy's, Diedrich's and Van Houtte's
wholesale operations and capacity into its Specialty Coffee business
unit, the Company's success in introducing and producing new product
offerings, the ability of lenders to honor their commitments under the
Company's credit facility, competition and other business conditions in
the coffee industry and food industry in general, fluctuations in
availability and cost of high-quality green coffee, any other increases
in costs including fuel, Keurig's ability to continue to grow and build
profits with its roaster partners in the At Home and Away from Home
businesses, the Company experiencing product liability, product recall
and higher than anticipated rates of warranty expense or sales returns
associated with a product quality or safety issue, the impact of the
loss of major customers for the Company or reduction in the volume of
purchases by major customers, delays in the timing of adding new
locations with existing customers, the Company's level of success in
continuing to attract new customers, sales mix variances, weather and
special or unusual events, as well as other risks described more fully
in the Company's filings with the SEC. Forward-looking statements
reflect management's analysis as of the date of this press release. The
Company does not undertake to revise these statements to reflect
subsequent developments, other than in its regular, quarterly earnings
releases.

GMCR Investor Contact:
Suzanne DuLong, VP IR & Corporate
Comm, GMCR
T: 802-882-2100
suzanne.dulong@gmcr.com
or
GMCR
Media Contact:
Seth Eisen, Senior Vice President, MS&L
T:
917-674-9819
seth.eisen@mslworldwide.com
or
Van
Houtte Contact:
Sophie Merven, HKDP Communications & Public
Affairs
T: 514-395-0375 x 239
C: 514-266-7963
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