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Food and Beverage Industry Update │ June 2015

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FOOD AND BEVERAGE INDUSTRY UPDATE │ JUNE 2015 www.harriswilliams.de Harris Williams & Co. Ltd is a private limited company incorporated under English law having its registered office at 5th Floor, 6 St. Andrew Street, London EC4A 3AE, UK, registered with the Registrar of Companies for England and Wales under company number 7078852. Directors: Mr. Christopher Williams, Mr. Ned Valentine, Mr. Paul Poggi and Mr. Thierry Monjauze, authorised and regulated by the Financial Conduct Authority. Harris Williams & Co. Ltd Niederlassung Frankfurt (German branch) is registered in the Commercial Register (Handelsregister) of the Local Court (Amtsgericht) of Frankfurt am Main, Germany, under registration number HRB 96687, having its business address at Bockenheimer Landstrasse 33-35, 60325 Frankfurt am Main, Germany. Permanent Representative (Ständiger Vertreter) of the Branch Niederlassung: Mr. Jeffery H. Perkins. FOOD AND BEVERAGE INDUSTRY UPDATE │ JUNE 2015 WHAT WE’RE SEEING CONTENTS MARKET UPDATE . INDUSTRY VITAL SIGNS . EQUITY MARKET OVERVIEW . M&A MARKET OVERVIEW Strategic buyers remained active during the months of May and June in the . DEBT MARKET OVERVIEW food and beverage sector. HW&Co. advised Wanchese Fish Company, a . RECENT M&A ACTIVITY leading harvester and value added processor of seafood to Cooke . PUBLIC COMPARABLES Aquaculture, a global seafood supplier. Other notable deals involving strategic . EARNINGS CALENDAR buyers included Hormel's acquisition of Applegate Farms, WhiteWave's GROUP OVERVIEW acquisition of Vega, and Campbell's acquisition of Garden Fresh Salsa. HW&Co. Harris Williams & Co. is a leading expects strategic buyers to remain active and to continue to aggressively advisor to the food and beverage market. Our significant pursue high quality assets with significant growth potential. experience covers a broad range of end markets, industries, and business models. This particular report focuses on trends and WHAT WE’VE BEEN DOING metrics in the following areas: . Agribusiness . Baked and Prepared Goods SALE OF WANCHESE TO COOKE AQUACULTURE . Beverages . Branded and Private Label Overview . Dairy On June 5th, Wanchese Fish Company completed its sale to Cooke . Distribution Aquaculture. The acquisition will provide Cooke with access to seafood . Ingredients harvested in North and South America and processing facilities in both regions. Meat and Protein Cooke formed a new company, Cooke Seafood USA, in order to complete the . Natural and Organic acquisition. Processing . Produce . Restaurant and Retail Company Description . Snacks Wanchese Fish Company, engages in the production of seafood for the food service, wholesale, ingredient, and retail markets in the U.S. and Europe. It offers CONTACTS a wide variety of fresh and frozen shellfish and fin fish species. The Glenn Gurtcheff companys wa founded in 1936 and is based in Suffolk, Virginia. Managing Director [email protected] +1 (612) 359-2702 Key Value Drivers for Wanchese Fish Company Tim Alexander Managing Director . Access to diverse and sustainable fisheries in the [email protected] U.S. and Argentina. +1 (612) 359-2716 . Strong industry tailwinds and changing Ryan Budlong demographics driving increased global demand Director for seafood. [email protected] has been acquired by +1 (415) 217-3409 . Wanchese has numerous tangible, near term Brant Cash growth opportunities that will drive value for the Director Company. [email protected] +1 (612) 359-2709 . Wanchese has developed several innovative products and processing operations that drive Ryan Freeman Vice President attractive margins. [email protected] . Diverse, global customer base values Wanchese as +1 (612) 359-2703 a one-stop-shop for seafood. Andy Warczak Vice President [email protected] +1 (612) 359-2714 www.harriswilliams.de PAGE | 1 FOOD AND BEVERAGE INDUSTRY UPDATE │ JUNE 2015 WHAT WE’VE BEEN DOING a portfolio company of a portfolio company of a portfolio company of has been acquired by has been acquired by has been acquired by has been acquired by has been acquired by A Private Investor Group has divested selected assets a portfolio company of a portfolio company of a portfolio company of to has acquired and has been acquired by has been acquired by has been acquired by and WHAT WE’RE READING FDA TAKES STEPS TO REMOVE ARTIFICIAL TRANS FATS IN PROCESSED FOODS The U.S. Food and Drug Administration has determined that the primary source of trans fats in processed foods, partially hydrogenated oils (PHOs), are not safe for human consumption. The FDA has given food manufacturers three years to remove PHOs from products. Many companies have already taken steps in anticipation of this determination, leading the FDA to expect that most trans fats will be eliminated ahead of the compliance date. Access to the full article here. BIRD FLU SENDS EGG PRICES UP, BUT SLOWING DEMAND PREVENTS SHORTAGES Approximately 47 million chickens and turkeys were affected by a recent outbreak of the avian flu, sharply decreasing this year’s supply of eggs by roughly 341 million dozen according to the U.S.D.A. The initial increase in commercial egg prices began in mid-May, led by restaurants and food companies. However, that trend has begun to reverse due to limited demand and wholesale buyer resistance. Access to the full article here. IS GRAIN-FREE THE NEW GLUTEN FREE? Grain-free foods are viewed as less processed and meet the demands of the 43% of US consumers planning to eat less processed foods in the next year. 2014 saw an increase in grain-free product launches. According to Mintel there has been a 134% increase in the launch of bakery products with non-grain flours since 2010. Non-grain products include almond, chickpea, peanut, coconut, soybean, and potato. Access to the full article here. PAGE | 2 FOOD AND BEVERAGE INDUSTRY UPDATE │ JUNE 2015 VITAL SIGNS COMMODITY PRICE INDICES1 140 Soybeans: (29.4%) Wheat: 90 (39.3%) Crude Oil: (42.2%) Corn: Commodity Price Index 40 (46.1%) May-11 Nov-11 May-12 Nov-12 May-13 Nov-13 May-14 Nov-14 May-15 Corn Soybeans Wheat Crude Oil PROTEIN PRICE INDICES2,3 150 Beef: 140 33.4% 130 Poultry: 7.7% 120 Pork: 110 6.9% 100 Protein Price Index 90 Apr-11 Oct-11 Apr-12 Oct-12 Apr-13 Oct-13 Apr-14 Oct-14 Apr-15 Beef Pork Poul try RESTAURANT AND GROCERY STORE SALES INDICES4 140 Restaurant: 28.8% 120 Grocery: 11.7% 100 Sales Index 80 May-11 Nov-11 May-12 Nov-12 May-13 Nov-13 May-14 Nov-14 May-15 Restaurant Grocery CONSUMER FOOD PRICE INDEX INFLATION2 5.5 4.0 2.5 Inflation (%) 1.0 -0.5 May-11 Nov-11 May-12 Nov-12 May-13 Nov-13 May-14 Nov-14 May-15 PAGE | 3 FOOD AND BEVERAGE INDUSTRY UPDATE │ JUNE 2015 PUBLIC EQUITY MARKET OVERVIEW KEY TRADING STATISTICS5 Stock Price % Change EV/EBITDA % Change Current Valuation Stats Net Debt / Industry and Segment 3 Month 1 Year 3 Month 1 Year Fwd PE LTM PE EV/EBITDA EBITDA Protein Processing 10.0% 19.2% (5.6%) (1.5%) 12.5x 14.2x 7.3x 3.0x Fruit and Vegetable 7.0% 11.1% (6.0%) 5.2% 16.4x 14.8x 12.0x 1.0x Ingredients / Flav ors (2.3%) 8.4% (3.1%) 15.0% 21.6x 27.3x 13.8x 1.8x Inputs Agribusiness 9.5% (5.7%) 9.8% (5.9%) 14.0x 17.2x 9.1x 1.4x Branded Processed Foods 4.5% 4.2% 5.1% 9.3% 20.7x 29.4x 14.6x 3.2x Private Label Foods (8.1%) (7.0%) (17.7%) 9.1% 20.0x 31.3x 13.5x 5.5x Natural / Organic Foods 1.6% 13.7% 1.4% (6.4%) 35.1x 56.0x 19.2x 3.2x Baked Goods / Snack Foods 3.4% 5.6% (0.6%) 7.1% 24.6x 28.7x 12.3x 2.7x Dairy 0.4% (5.9%) (9.7%) (1.5%) 20.1x 23.4x 9.3x 2.1x Non-Alcoholic Beverages (0.3%) 16.2% (5.1%) 12.7% 21.1x 22.6x 13.3x 1.8x Food Beverage and Alcoholic Beverages 1.4% (1.5%) (0.6%) 13.8% 21.4x 27.1x 14.3x 3.2x Food Retail (8.0%) (0.5%) (8.7%) 9.4% 18.8x 20.6x 7.9x 2.1x Grocery Distribution (11.4%) 8.5% (18.8%) 2.4% 17.8x 20.9x 7.7x 2.4x Foodservice (8.7%) (1.8%) (2.9%) 3.1% 23.5x 29.9x 10.3x 3.6x Quick Service Restaurant (3.5%) 33.7% (5.6%) 15.0% 27.6x 33.5x 13.8x 2.1x Fast Casual 0.8% 10.4% (5.7%) (10.4%) 33.5x 32.8x 15.0x 0.8x Differentiated Casual (10.6%) 4.4% (9.8%) (10.1%) 29.0x 34.5x 11.9x 0.2x Casual Dining Restaurant (0.9%) 19.3% (6.6%) 1.9% 23.6x 28.7x 10.3x 2.1x Fine Dining (0.9%) (0.8%) (4.4%) (12.5%) 18.9x 22.5x 9.9x NM Consumer and Retail Pizza 14.9% 67.8% 7.3% 21.5% 32.3x 38.0x 19.4x 3.7x Beverage / Snack Retail 9.8% 32.1% 12.6% 15.2% 30.9x 31.4x 19.3x 2.9x Family Restaurant (2.2%) 43.7% (5.2%) 34.0% 25.3x 22.4x 12.3x 2.4x Overall Median 0.8% 7.9% (3.3%) 8.4% 22.3x 25.6x 12.3x 2.3x PUBLIC COMPANY SECTOR PERFORMANCE5 (ONE YEAR CHANGE IN STOCK PRICE) Pizza Family Restaurant Quick Serv ice Restaurant Bev erage / Snack Retail Casual Dining Restaurant Protein Processing Non-Alcoholic Bev erages Natural / Organic Foods S&P Fruit and Vegetable Fast Casual Grocery Distribution Ingredients / Flav ors Baked Goods / Snack Foods Differentiated Casual Branded Processed Foods Food Retail Fine Dining Alcoholic Bev erages Foodserv ice Agribusiness Dairy Priv ate Label Foods -17.5% - 5.0% 7.5% 20.0% 32.5% 45.0% 57.5% 70.0% Inputs Food and Beverage Consumer and Retail PAGE | 4 FOOD AND BEVERAGE INDUSTRY UPDATE │ JUNE 2015 PUBLIC COMPARABLES5 Price at As a % of Market Cash & Enterprise Last Twelve Months (LTM) Revenue Growth LTM Margins P/E EV / LTM EV / 2015E ($ in millions, except per share data) Ticker 6/16/15 52-wk High Cap Debt Equiv.
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