Pilgrim's has acquired Moy Park, a leading poultry and prepared foods supplier with operations in the United Kingdom and Continental Europe, from JBS S.A.
The transaction, valuing the equity interest of Moy Park at approximately US$1.0 billion (or approximately GBP790 million based on a 1.31 exchange rate as of September 8, 2017), implying an enterprise value of approximately US$1.3 billion (GBP1 billion), was announced on September 11.
The transaction was unanimously approved by a special committee of the Pilgrim's Board of Directors. Comprised entirely of independent equity directors elected to the board by a vote controlled by the shareholders unaffiliated with JBS S.A., the special committee was delegated the full authority of the Pilgrim's Boards of Directors with respect to the transaction.
"We are pleased to announce the acquisition of Moy Park, which will position Pilgrim's to become a global player, with an improved and more stable margin profile on the chicken business and an expanded portfolio of prepared foods," said
Bill Lovette, Pilgrim's CEO. "Following our successful acquisitions of GNP and the assets in Mexico, Moy Park represents a logical next step in the evolution of our geographical and brands footprint. The acquisition gives us access to the attractive UK and European markets, which advances our strategy of diversifying our portfolio to be more global while reducing volatility across our businesses. We will have new business opportunities through the addition of Moy Park's fully integrated poultry production platform and its strong presence in prepared foods. Moy Park strengthens Pilgrim's' leading portfolio of brands and brings strong value-added innovation capabilities, access to new markets, a best-in-class production platform and strong farmer partner relationships. In addition, Moy Park shares Pilgrim's long-standing commitment to become the best and most respected company in our industry."
Lovette continued, "We welcome the talented Moy Park team members and management team, led by
Janet McCollum, to Pilgrim's, and we look forward to working closely with them and their family farm partners to drive growth and deliver value for our shareholders."
Janet McCollum, chief executive of Moy Park, said: "This announcement is a positive development for Moy Park and all our colleagues employed across the business. Pilgrim's is one of the leading chicken producers in the world with a proven track record and we see great opportunities for Moy Park as part of this successful business. Joining Pilgrim's gives us the opportunity to accelerate our growth plans, share best practices and leverage Pilgrim's expertise and operational excellence. Moy Park will provide Pilgrim's with a platform for growth in Europe as well as access to innovation and increased exposure to prepared foods. Both Moy Park and Pilgrim's have a long heritage in agriculture and poultry production going back over 70 years and we share the same values. We look forward to this new and exciting phase of Moy Park's development as we continue to meet and exceed the needs of our customers and consumers, providing fresh, locally-sourced poultry and top quality, innovative products."
Since its founding in Northern Ireland in 1943, Moy Park has established a strong reputation for providing fresh, high-quality and locally farmed poultry products, as well as a track record of delivering top quartile profit growth. As a top 10 U.K. food company and one of Europe's leading poultry producers, Moy Park brings to Pilgrim's a fully integrated, market-leading platform with more than 800 farmers across the U.K. Moy Park processes more than 5.7 million birds per week and has 13 processing plants located in the U.K., Ireland, France and the Netherlands supplying major food retailers and restaurant chains in the U.K. and Continental Europe.
Pilgrim's anticipates incremental annual revenue of approximately $2.0 billion as a result of the transaction.
Pilgrim's expects to achieve approximately $50 million in annualized synergies over the next two years, primarily from the optimization of sourcing and production, and cost savings in purchasing, production, logistics and SG&A. Pilgrim's expects the combination to be immediately accretive to earnings per share.
Company approvals
The transaction was negotiated and unanimously approved by a special committee of the Pilgrim's Board of Directors, which is comprised of three independent equity directors,
David E. Bell,
Michael L. Cooper and
Charles Macaluso. The special committee was advised independently and had been granted full authority over all aspects of the transaction by the board of directors.
Cooper, chairman of the special committee, said: "The independent directors on the special committee conducted a comprehensive review of the transaction, including the valuation and the potential strategic benefits of this acquisition. Based on this review, which included receipt of a fairness opinion from our independent financial advisor, we unanimously believe that the acquisition of Moy Park on the terms we negotiated is in the best interest of Pilgrim's and its shareholders."
Management and headquarters
Pilgrim's believes in the importance of its local business model and is committed to its team members across its global operations.
Moy Park will remain headquartered in Craigavon, Northern Ireland. The Moy Park management team, led by
Janet McCollum, will continue to lead the business, and the rest of the Moy Park employee base will remain in place. Moy Park will operate as a business unit within Pilgrim's and will maintain its day-to-day operations and strategic focus.
Financing
The transaction was funded by a combination of Pilgrim's cash on hand, existing credit facilities and a Subordinated Seller Financing Note issued by a wholly-owned subsidiary of Pilgrim's to JBS S.A., which the company intends to replace with the issuance of permanent financing. Pilgrim's believes that its strong cash flow generation and the additional cash flow resulting from the acquisition will allow the company to maintain its strong credit profile while providing ample free cash flow for delevering and facilitating further strategic acquisitions.
Advisors
Barclays is acting as financial advisor to Pilgrim's. Evercore is acting as financial advisor to the special committee of the Pilgrim's board of directors and Paul, Weiss, Rifkind, Wharton & Garrison LLP is acting as legal advisor.
