Post Holdings, Inc. completed the acquisition of Dakota Growers Pasta Company, Inc. from Viterra, Inc.
January 31, 2013 at 11:00 pm
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Post Holdings, Inc. (NYSE:POST) signed a definitive agreement to acquire Dakota Growers Pasta Company, Inc. from Viterra, Inc. for $370 million in cash on September 15, 2013. The purchase price is subject to working capital adjustments. Post will deposit $37 million with a third party escrow agent of the purchase price. The transaction will be funded by a combination of cash on hand and up to $200 million in committed debt financing. Dakota Growers reported revenues of $288.6 million and EBITDA of $42.3 million for the twelve months ended July 31, 2013. The deal will terminate if not completed by February 28, 2014. Post acquisition, Dakota Growers business will be managed independently from other Post Holdings businesses by its existing management team led by Ed Irion, Vice President and General Manager. The transaction is subject to various closing conditions including, regulatory approval, divestiture by Dakota Growes of certain unrelated businesses, the expiration of waiting periods required under antitrust laws and the delivery of audited financial statements for the Dakota Growers business. The closing of the transaction is anticipated in January 2014. On a full year basis, the transaction is expected to contribute approximately $300 million to net sales and approximately $42 to $46 million of EBITDA for Post Holdings and is expected to be immediately accretive to Post's results.
The transaction was granted early termination under the Hart-Scott-Rodino Act in October, 2013.Guy Lamming and Dorothy Burwell of Finsbury acted as PR advisors in the deal. Barclays Capital plc acted as financial advisor to Viterra. Tom W. Zook of Lewis, Rice & Fingersh, L.C. acted as legal advisor to Post Holdings. Brian J. Fahrney, Jonathan C. Babb, Suresh T. Advani, Ken Glazer, Elizabeth K. McCloy, Diane C. McEnroe, Mary C. Niehaus, Phillip J. Crihfield, James D. Weiss, Jonathan A. Blackburn, Nathan J. Davis, Jaqueline Hairston, Melanie A. Hallas, Erica M. Jackson, Christine Kim and Scott Pollock of Sidley Austin LLP acted as legal advisors to Viterra. Wells Fargo Bank, National Association acted as escrow agent in the transaction. Goldman Sachs acted as financial advisor to Post Holdings.
Post Holdings, Inc. (NYSE:POST) completed the acquisition of Dakota Growers Pasta Company, Inc. from Viterra, Inc. on January 1, 2014.
Post Holdings, Inc. is a consumer-packaged goods holding company. The Company operates through four segments: Post Consumer Brands, Weetabix, Foodservice and Refrigerated Retail. Post Consumer Brands segment includes North American ready-to-eat (RTE) cereal and Peter Pan nut butter. Weetabix segment includes primarily the United Kingdom (the U.K.) RTE cereal, muesli and protein-based ready-to-drink shakes. The Foodservice segment sells primarily egg and potato products. The Refrigerated Retail segment primarily sells side dishes, egg, cheese and sausage products. The Company also operates a pet food business, which includes the brands, such as Rachael Ray, Nutrish, Natureâs Recipe, 9Lives, Kibbles ân Bits and Gravy Train. This business also includes private-label pet food assets and manufacturing and distribution facilities. The Company also includes two manufacturing and warehousing facilities in Visalia, California.
POST HOLDINGS, INC. 
