Brynwood Partners VII L.P. and Brynwood Partners VIII L.P., funds of Brynwood Partners completed the acquisition of U.S. Baking Business from The J. M. Smucker Company.
August 30, 2018
Share
Brynwood Partners VII L.P. and Brynwood Partners VIII L.P., funds of Brynwood Partners signed a definitive agreement to acquire U.S. Baking Business from The J. M. Smucker Company (NYSE:SJM) for approximately $380 million on July 9, 2018. The transaction primarily encompasses products sold in U.S. retail channels under the Pillsbury®, Martha White®, Hungry Jack®, White Lily® and Jim Dandy® brands, along with all relevant trademarks and licensing agreements, and manufacturing facility in Toledo, Ohio. The Funfetti sub-brand is also included in the acquisition. The transaction does not include The J. M. Smucker Company’s baking business in Canada. The business generated net sales of approximately $370 million during fiscal year ended April 30, 2018.
The transaction is subject to customary U.S. regulatory review. As of July 20, 2018, Federal Trade commission granted the early termination notice. The transaction is expected to close in the second quarter of The J. M. Smucker Company's 2019 fiscal year. As of August 21, 2018, the transaction is expected to close on August 31, 2018. The J. M. Smucker Company expects the divestiture to be dilutive to its adjusted earnings per share by $0.25 to $0.30 on a full-year basis, reflecting foregone profit related to the U.S. baking business, before factoring in any potential benefit from the use of proceeds from the sale. However, The J. M. Smucker Company expects the net impact of the divestiture to be only slightly dilutive to its fiscal 2019 adjusted earnings per share, as foregone profit for the remainder of the fiscal year is expected to be mostly offset by an anticipated one-time gain on divestiture.
Martin Clarke, Kelly McKeon, Dawn Rudenko Albert, Victoria Zerjav, Stephen Humes, Gary Schoenbrun, Christine Gay, Jennifer Nowak, Stephanie Lynn Holding and Seth Milligan of Holland & Knight LLP acted as legal advisor to Brynwood Partners.
Brynwood Partners VII L.P. and Brynwood Partners VIII L.P., funds of Brynwood Partners completed the acquisition of U.S. Baking Business from The J. M. Smucker Company (NYSE:SJM) on August 31, 2018.
The JM Smucker Company specializes in producing and selling food and animal nutrition products. Net sales break down by activity as follows:
- sale of coffee and food products (52.7%): coffee (Folgers® brands, Dunkin' Donuts® and Café Bustelo® brands) peanut butter, jams and jellies, oils, condensed milk, ready-to-use frostings and glazes, flour and baking ingredients, cookies, frozen potatoes, juices and beverages, dessert toppings, syrups, pickles, condiments, etc. (Smucker's®, Jif®, and Uncrustables® brands, etc.);
- sale of animal food products (35.5%): Rachael Ray Nutrish, Meow Mix ®, Milk-Bone®, Kibbles'n Bits®, 9Lives®, Nature's Recipe® and Pup-Peroni® brands;
- other (11.8%).
93.1% of net sales are from the United States.
Brynwood Partners VII L.P. and Brynwood Partners VIII L.P., funds of Brynwood Partners completed the acquisition of U.S. Baking Business from The J. M. Smucker Company.
THE JM SMUCKER COMPANY 
