Corby Spirit and Wine Limited to Acquire Ace Beverage Group
Transaction adds Canada's fastest growing RTD brand to Corby's dynamic portfolio
TORONTO, June 12, 2023 /CNW/ - Corby Spirit and Wine Limited ("Corby" or the "Company") (TSX: CSW.A) (TSX: CSW.B) today announced it has signed a definitive agreement (the "Transaction") to acquire 90% of the outstanding shares of Ace Beverage Group Inc. ("Ace Beverage Group" or "Ace") for $148.5 million.
With roots dating back to 2013, Ace Beverage Group has achieved consistent high double-digit growth to become a Canadian RTD leader. Its flagship brand, Cottage Springs, is the leading ready-to-drink ("RTD") brand in Ontario, with a strong positioning in key category segments and bestsellers that include, Cottage Springs Vodka Soda, Vodka Water and Tequila Soda. Ace also boasts a rich and diversified portfolio of other innovative brands, such as Ace Hill, Cabana Coast and Liberty Village.
The transaction adds significant scale to Corby's portfolio in the high-growth RTD category. Additionally, the Ace team brings to Corby a deeper understanding of the category and its consumers, along with agile innovation capabilities and execution excellence.
COMPELLING STRATEGIC AND FINANCIAL BENEFITS
Expansion into the large, fast-growing, and highly attractive RTD segment, where RTDs have significantly outperformed other categories in the beverage alcohol market and continue to exhibit a vast runway for future growth.
Adds Cottage Springs, the #1 RTD brand in the Liquor Control Board of Ontario ("LCBO"), along with other industry-leading brands Ace Hill, Cabana Coast and Liberty Village to Corby's dynamic product portfolio.
Combines two companies with proven track records of building brands, successful product development, innovation capabilities and ability to launch new on-trend products for consumers.
Creates value for Corby shareholders: The transaction is expected to be highly accretive, adding an asset-light, low capex business to Corby, enabling Corby to enhance its growth profile, maintain strong margin, low leverage and return capital to shareholders.
"Corby's sustained growth relies on our ability to bring exciting choices to our consumers, by continually expanding into new and promising categories. We are extremely excited to partner with Ace and become one of the leading RTD players in Canada, as we believe the combined strength of our companies and people will unlock new opportunities," said Nicolas Krantz, Corby's President and Chief Executive Officer. "The Ace team has built an inspiring business, through a culture of execution excellence, consumer centricity and passionate people. We look forward to welcoming them to Corby and are excited about the benefits this acquisition will create for our consumers, customers, and shareholders."
Ace Beverage Group's Co-Founder, Cam McDonald, added "We are thrilled to join Corby, and are extremely proud of Ace's journey and accomplishments to date. As we begin this next chapter, we believe the significant joined expertise, experience and resources will help our businesses to take the next step in our shared ambition of continuing to develop industry-leading beverages for consumers."
TRANSACTION DETAILS
Under the terms of the agreement, Corby will initially acquire 90% of the outstanding share capital and voting rights of Ace for $148.5 million (at an overall enterprise value of $165.0 million), with the remaining 10% mainly held by certain Ace founders. Corby has a path to 100% ownership of Ace through a series of two call options on the remaining shares, exercisable in 2025 and 2028. The transaction was approved by Corby's board of directors after receiving a fairness opinion from National Bank Financial Inc. and will be funded using available cash and financing in the amount of $120.0 million from Corby's majority shareholder, Pernod Ricard. The financing is on arm's-length terms at market rates and, as a related party transaction, was approved by Corby's independent directors, with external financial and legal advice. Proforma, the transaction is expected to increase Corby's operating revenue by approximately 35% and to be accretive on Corby's operating margin. Upon closing, proforma net debt/adjusted EBITDA (for the last twelve months) is expected to be 1.8x. The transaction is expected to close in the first quarter of Corby's fiscal year 2024.
CONFERENCE CALL
Corby will host a conference call on Tuesday, June 13, 2023 at 9:00 a.m. (EST) to discuss the transaction. Access the conference call via webcast at: https://app.webinar.net/nyGob21NkvJ; you can also dial 416-764-8659 or toll free 1-888-664-6392 before the start of the call. A playback of the conference call will be available for 30 days by calling 416-764-8677 or 1-888-390-0541 and entering passcode 950172 #. For more information and a copy of the investor presentation, please visit Corby's website at corby.ca/en/investors/.
ADVISORS
National Bank Financial Inc. acted as financial advisor to Corby. McCarthy Tetrault LLP acted as legal advisor to Corby. Nomura International plc acted as financial advisor to Pernod Ricard. Stifel acted as financial advisor and Goodmans LLP acted as legal advisor to Ace Beverage Group Inc.
About Corby Spirit and Wine Limited
Corby Spirit and Wine Limited is a leading Canadian manufacturer, marketer and distributor of spirits and imported wines. Corby's portfolio of owned-brands includes some of the most renowned brands in Canada, including J.P. Wiser's®, Lot 40®, and Pike Creek® Canadian whiskies, Lamb's® rum, Polar Ice® vodka and McGuinness® liqueurs, as well as the Ungava® gin, Cabot Trail® maple-based liqueurs and Chic Choc® spiced rum and Foreign Affair® wines. Through its affiliation with Pernod Ricard S.A., a global leader in the spirits and wine industry, Corby also represents leading international brands such as ABSOLUT® vodka, Chivas Regal®, The Glenlivet® and Ballantine's® Scotch whiskies, Jameson® Irish whiskey, Beefeater® gin, Malibu® rum, Kahlúa® liqueur, Mumm® champagne, and Jacob's Creek®, Wyndham Estate®, Stoneleigh®, Campo Viejo®, and Kenwood® wines. Corby is a publicly traded company based in Toronto, Ontario, and is listed on the Toronto Stock Exchange under the trading symbols CSW.A and CSW.B. For further information, please visit our website or follow us on LinkedIn.
About Ace Beverage Group Inc.
Ace Beverage Group ("Ace") is a leading better-for-you ("BFY") beverage alcohol company in Canada. Its flagship brand, Cottage Springs, is one of the biggest and fastest growing ready-to-drink ("RTD") brands in Canada. Additional popular brands include Ace Hill and Cabana Coast. Ace's mission is to develop, launch and market the world's best tasting BFY alcoholic beverages.
FORWARD-LOOKING STATEMENTS
This press release contains forward-looking statements, including statements concerning possible or assumed future results of Corby's operations. Forward-looking statements typically are preceded by, followed by or include the words "believes", "expects", "anticipates", "estimates", "intends", "plans" or similar expressions. These statements are being provided for the purposes of providing information about management's current expectations and plans and allowing investors and others to get a better understanding of our anticipated financial position, results of operations and operating environment. Readers are cautioned that such information may not be appropriate for other purposes and are not guarantees of future performance. Although Corby believes that the forward-looking information in this press release is based on information, assumptions and beliefs which are current, reasonable and complete, this information is necessarily subject to a number of factors, risks and uncertainties that could cause actual results to differ materially from management's expectations and plans as set forth in such forward-looking information. For more information on the risks, uncertainties and assumptions that could cause Corby's actual results to differ from current expectations, refer to the Risks and Risk Management section of our Management's Discussion and Analysis for the three-and-nine month period ended March 31, 2023 as well as Corby's other public filings, available at www.sedar.com and at https://corby.ca/en/investors/. Corby does not undertake to update any forward-looking information, whether written or oral, that may be made from time to time by it or on its behalf, to reflect new information, future events or otherwise, except as is required by applicable securities laws. Accordingly, readers should not place undue reliance on forward-looking statements. All financial results are reported in Canadian dollars.
NON-GAAP FINANCIAL MEASURES
Non-GAAP financial measures do not have any standardized meaning prescribed by GAAP and are therefore unlikely to be comparable to similar measures presented by other issuers. Management believes the non-GAAP measures defined above are important supplemental measures of operating performance and highlight trends in the core business that may not otherwise be apparent when relying solely on GAAP financial measures. Management believes that these measures allow for assessment of the Company's operating performance and financial condition on a basis that is more consistent and comparable between reporting periods. EBITDA is equal to earnings before interest, taxes, depreciation, and amortization. Please refer to the "Non-GAAP Financial Measures" section of our MD&A for the three-and-nine month period ended March 31, 2023, as filed on SEDAR for further information regarding Non-GAAP measures.
SOURCE Corby Spirit and Wine Communications
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