=Coty (COTY) : JAB to acquire 150 million additional shares of COTY at $11.65/share

JAB to Boost Stake in Coty After Management Turnover
The investment firm JAB wants to boost its stake in beauty products company Coty Inc., offering to buy shares from existing stockholders if independent directors on the company’s board sign off on the plan.
JAB states, "It is our expectation that the members of the Board of Directors who are determined to be independent for purposes of considering our Offer, advised by independent counsel and financial advisors of their choosing, will consider our proposal in the interests of all shareholders, determine the Company's course of action in response and make a recommendation to the Company's shareholders as required by applicable law. We believe that our offer is very full and compelling, but if the independent directors do not have a similar view, we will not proceed with the Offer. "

=Pret A Manger restaurant chain to be acquired by Panera owner JAB Holding

NEW YORK — The restaurant chain Pret A Manger is being acquired by the European investment firm that bought Panera Bread last year.

JAB Holding Co., based in Luxembourg, did not disclose the financial terms of its deal with the current owner, the private equity firm Bridgepoint. The sale is expected to close this summer.

Pret has 530 locations, known largely for sandwiches and salads. Its biggest presence is the United Kingdom, where it is based, but it also runs restaurants overseas, including in the U.S.

JAB bought Panera last year for more than $7 billion. JAB also has controlling stakes in Krispy Kreme Doughnuts, Keurig Green Mountain, Peet's Coffee & Tea, Caribou Coffee Co.

Dr Pepper Snapple (DPS) and Keurig Green Mountain to merge

• JAB will acquire a Plano, Texas-based group best-known for sugary drinks, such as Dr Pepper, Snapple, A & W root beer and Sunkist orange soda. The group was spun off from Cadbury Schweppes in 2008.
• Mondelez International, which partnered with JAB on its December 2015 takeover of Keurig, will own around 13 to 14 per cent of the combined group.
• Germany's JAB Holding: owners of Keurig Green Mountain, Krispy Kreme, Panera Bread, Einstein Bros. Bagels, Caribou Coffee, Peet's Coffee & Tea, Mighty Leaf Tea, Jacobs Douwe Egberts.  About 20% of U.S. households use Keurig’s coffee-pod system. 
• Update 7/15/18 below

   

** charts after announcement **

 

Dr Pepper Snapple and Keurig Green Mountain to merge -- DPS shareholders will receive $103.75/share in a special cash dividend and retain 13% of the combined company 

Keurig Dr Pepper will have pro forma combined 2017 annual revenues of approximately $11 billion. The company believes its complementary portfolio, access to high-growth segments of the beverage industry and shareholder value-focused management team will enable it to achieve sustained growth through continued innovation, brand consolidation opportunities and enhanced household penetration for its leading brands.

• KDP targets realizing $600 million in synergies on an annualized basis by 2021. Dr Pepper Snapple expects to pay its first quarter ordinary course dividend of $0.58 per share. At the close of the transaction, the company expects to deliver an annual dividend of $0.60 per share.
• The company will deliver strong cash flow generation and accelerate its deleveraging, with a target Net Debt/EBITDA of below 3.0x within two to three years after closing. KDP anticipates total net debt at closing to be approximately $16.6 billion and it anticipates maintaining an investment grade rating.
• JAB Holding Company, a global investment firm with a proven track record of investing long-term capital in global consumer brands, and its partners, will together make an equity investment of $9 billion as part of the financing of the transaction. JAB will be investing equity capital from JAB Holding Company as well as through JAB Consumer Fund, an investment fund backed by a group of like-minded, long-term oriented investors. Both JAB Holding Company and JAB Consumer Fund are overseen by three senior partners: Peter Harf, Bart Becht and Olivier Goudet. Entities affiliated with BDT Capital Partners, a Chicago-based merchant bank that provides long-term private capital and advice to closely held companies, are also investing alongside JAB. Upon closing of the transaction, JAB will be the controlling shareholder. Mondelez International (MDLZ), JAB's partner in Keurig, will hold an approximately 13-14% stake in the combined company.

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Update 7/15/18

Keurig Dr Pepper (KDP) https://www.drpeppersnapplegroup.com/

Keurig Dr Pepper's first week post-merger brings a defection, an acquisition and new volleys in coffee wars

• Dr Pepper Snapple Group's this week closed its merger with Keurig Green Mountain.
• The deal has cast uncertainty on Keurig Dr Pepper's so-called "Allied Brands," trendy drinks it distributes but does not own.
• Fiji announced this week it will leave Keurig Dr Pepper's distribution network. Another Allied Brand, Big Red, this week signed an agreement to sell to KDP.

The deal, which closed Monday, creates a beverage giant with $11 billion in revenue that combines Dr Pepper Snapple's drink and distribution network with Keurig' Green Mountain's coffee business. The giant is backed by JAB Holding, the investment firm that has put together a coffee-fueled empire that already includes Krispy Kreme and Panera Bread.

This week's shake-up, though, is among brands far smaller than the iconic drinks for which both companies are named. Instead, it's within the collection of trendy beverages Keurig Dr Pepper distributes through its "Allied Brands" network. A sizable chunk of the company's revenue comes from distributing drinks made by other companies, including brands like Fiji Water, BodyArmor and Vita Coco.

The loss of Fiji, while minuscule to Keurig Dr Pepper's bottom line, is a bruise nonetheless.

The premium water brand is owned by privately held The Wonderful Co., the $4 billion owner of POM Wonderful pomegranate juices, Landmark Wines, Wonderful Almonds, and other trendy drinks and snacks.

Premium water is among the beverage industry's fastest-growing categories as consumers eschew sweeteners and artificial ingredients. It provided a balance to Dr Pepper Snapple's legacy portfolio of drinks dominated by sugary soda brands, like 7UP, A&W Root Beer and Crush.

** charts before  announcement **

 

=Panera Bread (PNRA) to be acquired by JAB Holding for $315/share or $7.5 bln

• JAB, which is the owner of the Caribou Coffee and Peet's Coffee & Tea brands, is expected to close the deal in the third quarter of this year. 
• Panera reported $2.8 billion in revenue for fiscal 2016 and operates over 2,000 restaurants.

LONDON — A billionaire European family agreed on Wednesday to add the Panera restaurant chain to its growing empire of American coffee and food favorites for $7.5 billion, including debt.

JAB Holding Company, the investment arm of the Reimanns of Germany, who are heirs to the consumer goods company Joh. A. Benckiser, said the transaction would be carried out through an investment vehicle known as JAB BV.


The deal follows a string of acquisitions by JAB in recent years, including the parent company of Einstein Brothers Bagels, Peet’s Coffee & Tea, Stumptown Coffee Roasters and Caribou Coffee.

Panera Bread Founder Ron Shaich

Panera Bread agrees to be acquired by JAB Holding Company for $315/share in cash, or approximately $7.5 bln :

The co and JAB announced that the companies have entered into a definitive merger agreement under which JAB will acquire Panera for $315 per share in cash, in a transaction valued at approximately $7.5 billion, including the assumption of approximately $340 million of net debt. The agreement, which has been unanimously approved by Panera's Board of Directors, represents a premium of approximately 30% to the 30-day volume-weighted average stock price as of March 31, 2017, the last trading day prior to news reports speculating about a potential transaction, and a premium of approximately 20% to Panera's all-time high closing stock price as of that same date.

• Prelim results: In fiscal Q1 2017, Company-owned comparable net bakery-cafe sales increased 5.3% compared to the same period in fiscal 2016. Two-year Company-owned comparable net bakery-cafe sales increased 11.5%. Additionally, Company-owned comparable net bakery-cafe sales in fiscal Q1 2017 outperformed the Black Box all-industry composite by 690 basis points.
• The transaction is not subject to a financing condition and is expected to close during the third quarter of 2017, subject to the approval of Panera shareholders and the satisfaction of customary closing conditions, including applicable regulatory approvals.

Krispy Kreme (KKD) acquired by JAB Beech for $1.35B

*** chart after acquisition ***

Krispy Kreme (KKD) will be acquired by JAB Beech, a subsidiary of investment firm JAB Holdings Company, in a deal valued at $1.35 billion. JAB Beech will pay $21 a share in cash for Krispy Kreme, a 25% premium over the company's Friday closing stock price of $16.86. The company's more than 1,100 stores across the world will continue to be operated independently.

The deal will turn Krispy Kreme into a private company and is expected to close in the third quarter this year. Krispy Kreme went public in April 2000, and as the once-small company gained prominence, its stock reached a high of $49.37 in August 2003. It more recently plummeted to as low as $1.08 a share in February 2009. Shares have fallen roughly 2.4% in the past year.

Krispy Kreme's business has been fairly strong in recent years, with the fourth quarter of 2015 marking its seventh consecutive quarter of same-store sales growth at company-owned stores in the U.S. The majority of Krispy Kreme stores are operated by franchisees, where same-store sales also grew in the quarter ended Jan. 31.

The latest acquisition by JAB shows how much the firm has been targeting major breakfast and coffee brands at a time when breakfast is one of the few growth engines of the restaurant industry. JAB acquired Keurig Green Mountain in a $13.9 billion deal last year and has controlling stakes in other coffee companies including Peet's Coffee & Tea and Caribou Coffee.

JAB, backed by Austria’s billionaire Reimann family, also has invested in a variety of consumer-goods companies, such as cosmetics giant Coty Inc. and Durex condom maker Reckitt Benckiser Group Plc. Four of the Reimanns each have a net worth of about $2.9 billion, according to the Bloomberg Billionaires Index.

*** chart before acquisition ***

  

=Keurig Green Mountain (GMCR) acquired by Germany's JAB Holding Co (JAB) for $13.9 billion

  

Dec 7 (Reuters) - Keurig Green Mountain Inc, the maker of K-Cup single-serve coffee pods, said on Monday it would be bought by an investor group led by Germany's JAB Holding Co (JAB) for about $13.9 billion, creating a global coffee giant.

This is the latest in a string of coffee deals by JAB as it seeks to become a formidable competitor to Nestle SA, which operates the world's biggest coffee business.

JAB formed a joint venture in July called Jacobs Douwe Egberts - now the largest pure-play coffee company - by combining its D.E. Master Blenders 1753 business with the coffee business of Mondelez International Inc.

JAB, the investment vehicle of the billionaire Reimann family of Germany, bought coffee companies Caribou Coffee Co and Peet's Coffee & Tea in 2012.

JAB's $92.00 per share cash offer represents a 78 percent premium to Keurig's Friday close. Keurig's shares were trading at $90.56 before the opening bell on Monday.

Coca-Cola Co, Keurig's biggest single shareholder, said it was supportive of the deal. As of Dec. 6, Coke had a 17.4 percent stake in the Vermont-based company, valuing its holding at about $2.4 billion at the offer price.

JAB is acquiring Keurig in partnership with investors who are already shareholders in Jacobs Douwe Egberts, including Mondelez and entities affiliated with BDT Capital Partners.

JAB's other holdings include controlling stakes in cosmetics company Coty Inc and luxury goods makers Jimmy Choo .

The deal is expected to close in the first quarter of 2016.

BofA Merrill Lynch and Credit Suisse provided fairness opinions to Keurig Green Mountain.

Up to Friday's close, Keurig's shares had fallen more than 60 percent this year.

*****

JAB, backed by German billionaire Reimann family, also has invested in a variety of consumer-goods companies, such as cosmetics giant Coty Inc. and Durex condom maker Reckitt Benckiser Group Plc. Four of the Reimanns each have a net worth of about $2.9 billion, according to the Bloomberg Billionaires Index.