Mergers & Acquisitions: Advent International buys The Promivi Group

Date: March 23, 2011

Seller: The Promivi Group

Buyer: Advent International

Price: €188 m

Terms: Add-on

The Provimi Group, a world leader in animal nutrition, has reached agreement to sell its pet food activities, Provimi Pet Food (PPF), to private equity firm Advent International for an enterprise value of €188 m.

Headquartered in Budapest, PPF is a European leader in pet food, with total sales of €236 million in 2010 and around 1000 employees. PPF serves customers in 27 countries from 8 production locations throughout Europe. PPF has a strong position as preferred pet food supplier for large retail food chains across Europe. Advent international is committed to supporting the existing growth ambitions for the business and exploring potential opportunities in new markets and new product development.

Provimi has managed its pet food business separately from its core animal nutrition business as the two have different profiles and dynamics. Following this sale, Provimi will be able to concentrate on the extensive growth opportunities available in the animal nutrition industry.

Provimi’s CEO Ton van der Laan commented: “Provimi has a strategy to focus on its core animal nutrition business. Provimi Pet Food has strong growth opportunities and ambitions which could best be supported under a different ownership. We are pleased to have reached agreement with Advent international, which has clear plans to invest in and grow the business. PPF is well positioned to capitalise on positive market trends and strengthen its market leading position as a pet food business in Europe. The management team of PPF is fully supportive of the agreement reached and will remain with the business following the sale to Advent International.”

“The sale of the pet food activities completes the process, started with the disposal of the fish feed activities, of focusing Provimi on its core animal nutrition business in swine, poultry and ruminants. In parallel, this core business has been substantially expanded through acquisitions in Colombia and Mexico and organic growth in Brazil, Russia and Asia.”

The proceeds from the sale will be used to reduce the net debt position for Provimi Group. The transaction is expected to complete within the next two months following regulatory and works council processes.

Credit Suisse acted as financial adviser to Provimi on the transaction.

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Mergers & Acquisitions: The Hillman Group buys TagWorks

Date: March 16, 2011

Seller: Tagworks

Buyer: The Hillman Group

Price: $40 million

Terms: Add-on

The Hillman Group has announced the acquisition of TagWorks, a pet ID tag program, for $40 million in cash plus an additional consideration of $12.5 million on Oct. 31, 2011. TagWorks is responsible for paying $18.5 million in outstanding debt and transaction fees from the proceeds.

Founded in 2007 by George Hagen, TagWorks provides its patent-pending program to Petsmart. In conjunction with the agreement, The Hillman Group is entering into a 17-year agreement with KeyWorks-KeyExpress LLC, a company affiliated with TagWorks, to assign its retail key program technology to The Hillman Group.

Headquartered in Cincinnati, Ohio, The Hillman Group, an affiliate of the Hillman Companies, distributes more than 60,000 SKUs of fasteners, key duplication systems, engraved tags and related hardware to over 20,000 retail customers in the U.S., Canada, Mexico, South America and Australia.

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Mergers & Acquisitions: Lextron buys Animal Health International

Date: March 14, 2011

Seller: Animal Health International

Buyer: Lextron

Price: $111 million

Terms: Leveraged Buyout

Lextron, Inc., a Colorado-based distributor of livestock vaccines and supplements, plans to buy competitor Animal Health International, Inc., for about $111 million in cash.

Under the agreement, privately-held Lextron will pay $4.25 a share for all outstanding Animal Health stock, according to a joint statement released by the companies March 14. Lextron will also assume $140 million of Animal Health’s debt.

The buyout “provides an opportunity for us to collectively create the country’s premier animal health business,” John Adent, Lextron’s chief executive officer, said in the statement.

“Building upon Lextron’s four-decade presence in this industry, we are confident about the combined pool of industry expertise and resources we’ll be able to offer our customers,” Adent said.

The purchase is expected to close by the end of June, assuming the deal is approved by Animal Health’s shareholders and receives clearance from antitrust regulators. The combined company will be named Animal Health International. Leonard Green & Partners, a Los Angeles-based private equity firm, will help fund the transaction, the companies said.

Animal Health had net U.S. sales of $600.3 million in the company’s fiscal 2010, which ended June 30. Animal Health sells more than 40,000 products to more than 70,000 customers, including veterinarians, livestock feeders and animal health retailers.

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Mergers & Acquisitions: Hazorea Aquatics buys Sundag

Date: March 8, 2011

Seller: Sundag

Buyer: Hazorea Acquatics

Price: undisclosed

Terms: Acquisition

Hazorea Aquatics, a breeder and exporter of Koi and goldfish based in Israel, reported today that it has acquired Sundag, an Israeli tropical fish exporter. Financial details were not disclosed.

Hazorea and Sundag have co-operated over the last 10 years, selling each other’s products, exhibiting together at trade shows and making joint trips to visit customers, said Hazorea Aquatics CEO Danny Benjamin.

“When the owner of Sundag decided to sell his company, we were the first to be approached,” Benjamin said. “And for us, it was natural to buy a company we were already familiar with.”

The acquisition will help save on transportation costs, processing fees and other expenses by allowing customers to purchase koi and tropical fish from one supplier.

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Mergers & Acquisitions: KK&R buys Del Monte Foods

Date: March 1, 2011

Seller: Del Monte Foods

Buyer: KK&R

Price: $5.3 billion

Terms: Leveraged Buyout

Del Monte Foods Company announced today the completion of its acquisition by an investor group led by funds affiliated with Kohlberg Kravis Roberts & Co. L.P. (“KKR”), Vestar Capital Partners (“Vestar”) and Centerview Capital, L.P. (“Centerview”) – collectively the “Sponsors.” The total enterprise value of the transaction is approximately $5.3 billion.

Richard G. Wolford, 66, the company’s Chairman of the Board, President and Chief Executive Officer, who has led the company since 1997, retired from Del Monte with the close of the transaction.

Neil Harrison, 58, has been named interim CEO, effective immediately. Larry Bodner, 48, Del Monte’s current Executive Vice President, Finance, has been named Executive Vice President and Chief Financial Officer of Del Monte Foods Company, effective immediately.

The acquisition was funded with a combination of new debt financing and a large equity contribution by the Sponsors. The debt financing consisted of a new $2.7 billion term loan arranged by J.P. Morgan Securities LLC, Barclays Capital, Morgan Stanley Senior Funding, Inc., and Merrill Lynch, Pierce, Fenner & Smith Incorporated; $1.3 billion of new senior notes for which BofA Merrill Lynch, Morgan Stanley, Barclays Capital, and J.P. Morgan were the initial purchasers; and a new $750 million ABL Facility arranged by Merrill Lynch, Pierce, Fenner & Smith Incorporated, J.P. Morgan Securities LLC, Barclays Capital, and Morgan Stanley Senior Funding, Inc.

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Mergers & Acquisitions: Packaging Solutions acquires Excel Pac

Date: March 1, 2011

Seller: Excel Pac

Buyer: Packaging Solutions

Price: undisclosed

Terms: Add-on

Wellspring Capital Management and Harold Bevis, Chairman and Chief Executive Officer of Packaging Solutions Holdings, announced that Packaging Solutions Holdings has acquired Excel Pac, a leading flexible packaging manufacturer in the food, dairy and pet food markets from Vincent Musacchio.

Based in Montreal, Canada, Excel Pac’s packaging solutions are used for a wide range of products including cheese, yogurt, pet food, confectionary, bakery, frozen pizza, meat, barrier and modified atmosphere packaging. The products are delivered in rollstock form, premade pouches with press to close zippers, premade pouches with slider zippers, and side-gusseted flat bottom pouches with slider zippers.

Excel Pac will be integrated into Packaging Solutions Holdings and together forms an over $200 million packaging company.

Mr. Vincent Musacchio, Excel Pac’s Chief Executive Officer and owner, will be joining the Board of Packaging Solutions Holdings. His entire management team will remain with the company.

Mr. Musacchio said, “We are proud of the business we have built at Excel Pac and look forward to being part of a larger company that is committed to being a nimble, customer-oriented and responsive top tier supplier. With access to new, unique resources and products to offer our customers, the new company is ideally positioned to be a full-service and more critical supplier to the food and dairy industry.”

Harold Bevis, Chairman and Chief Executive Officer of Packaging Solutions Holdings, said, “With its focus on manufacturing excellence and high-quality product performance, Excel Pac has distinguished itself as a gem in the industry. As we build a new high-end competitor in the flexible packaging industry, Excel Pac hits our sweet spot with its attractive, growing and recession-resistant end markets and high quality customer base. With the massive consolidation that has happened among food and medical packaging suppliers, we are going to fill the void by creating a new, strong, multi-skilled procurement option for discriminating buyers of packaging.”

“The team at Excel Pac will be the center of excellence for printing and pouch making for our new company. There are substantial growth opportunities for us as we operate as one team. While I am proud that we have formed a Top 20 flexible packaging supplier within seven months, we are still just starting. We are extremely active building the company’s capabilities and footprint through additional pin-pointed acquisitions and internal capex investment. I am happy that Vince is joining the Board and becoming my partner to help guide the company strategically.”

Mesirow Financial served as financial advisor to Excel-Pac with respect to this transaction

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