VANCOUVER, BRITISH COLUMBIA--(Marketwire
- Jan. 22, 2010) - Premium Brands Holdings Corporation (TSX:PBH), a leading producer,
marketer and distributor of branded specialty food products, announced today
the acquisition of Vancouver, BC based South Seas Meats Ltd. ("SSM") for
approximately $2.1 million.
SSM is a leading distributor of specialty
meats, including a wide range of Halal and other ethnic foods, to restaurants,
hotels and specialty butcher shops in the Greater Vancouver area. Its annual
sales are approximately $10.0 million.
"This transaction is consistent with our
strategy of using bolt-on acquisitions to strengthen our differentiated
distribution networks and expand our portfolio of specialty food products,"
said George Paleologou, President and CEO.
"I am also pleased to welcome Mr. Ahsan
Razak, the founder and operator of SSM, to our management team. He has done a
remarkable job in establishing SSM as a high quality supplier of specialty
meats to the ethnic foods segment of Vancouver's foodservice and specialty
retail markets. His experience, knowledge and expertise will be very valuable
as we continue to execute our ethnic foods initiatives," added Mr. Paleologou.
"Looking forward, we
expect to generate significant synergies from this transaction by providing SSM
access to our global procurement initiatives, information system technologies
and financial resources and by leveraging SSM's ethnic foods expertise to
expand the product offerings of our other distribution networks," stated Mr. Paleologou.
The Company expects
the SSM transaction to generate approximately $0.5 million in incremental
EBITDA in 2010 with its annualized EBITDA run rate rising to approximately $0.8
million by the end of the year. Correspondingly, the transaction is projected
to be accretive to the Company's 2010 earnings and free cash flow.
The purchase price,
which is subject to adjustment if SSM's net working capital position at closing
is above or below $1.3 million, consisted of a $0.4 million non-interest
bearing note due three years after closing, the issuance of 14,618 Premium
Brands common shares, the assumption of $0.4 million in funded debt and cash.
About Premium Brands
Premium Brands owns a broad range of leading
branded specialty food businesses with manufacturing and distribution
facilities located in British Columbia, Alberta, Saskatchewan, Manitoba and
Washington State. In addition, it owns proprietary food distribution and
wholesale networks through which it sells both its own products and those of third
parties to approximately 25,000 customers. Premium Brands' family of brands
includes Grimm's, Harvest, McSweeney's, Bread Garden Express, Hygaard,
Hempler's, Quality Fast Foods, Gloria's Best of Fresh, Harlan's, Creekside
Bakehouse, Centennial Foodservice and B&C Foods.
Forward
Looking Statements
This press release includes forward looking
statements with respect to Premium Brands, including its business operations
strategy and financial performance and condition. These statements generally
can be identified by the use of forward looking words such as "may", "could",
"should", "would", "will", "expect", "intend", "plan", "estimate", "project",
"anticipate", "believe" or "continue", or the negative thereof or similar
variations. Although management believes that the expectations reflected in
such forward looking statements are reasonable and represent Premium Brands'
internal expectations and belief as of January 22, 2010, such statements
involve unknown risks and uncertainties beyond Premium Brands' control which
may cause its actual performance and results in future periods to differ
materially from any estimates or projections of future performance or results
expressed or implied by such forward looking statements.
Important factors that could cause actual
results to differ materially from Premium Brands' expectations include, among
other things: (i) seasonal and/or weather related fluctuations in its sales;
(ii) changes in consumer discretionary spending resulting from changes in
economic conditions and/or general consumer confidence levels; (iii) changes in
the cost of raw materials used for its products; (iv) changes in the cost of
products sourced from third party manufacturers and sold through Premium
Brands' proprietary distribution networks; (v) changes in Canadian income tax
laws; (vi) changes in consumer preferences for food products; (vii) competition
from other food manufacturers and distributors; (viii) new government
regulations affecting Premium Brands' business and operations; (ix) the inability
to realize anticipated tax attributes associated with its recent conversion to
a corporation; (x) exposure to third party credit/contractual risk and
operational risk relating to its recent conversion to a corporation; and (xi) other factors as
discussed in Premium Brands Income Fund's Annual Information Form for 2008 and
Premium Brands Holdings Corporation's Management's Discussion and Analysis for
the third quarter of 2009, both of which are filed electronically through SEDAR and
are available online at www.sedar.com. It
should be noted that this list of important factors affecting forward looking
information may not be exhaustive.
Unless otherwise indicated, the forward
looking information in this document is made as of January 22, 2010 and, except
as required by applicable law, will not be publicly updated or revised. This
cautionary statement expressly qualifies the forward looking information in
this document.