Austin, Texas-based Amplify Snack Brands Inc. (NYSE: BETR) agreed to acquire British premium snack food business Crisps Topco Ltd, operating as Tyrrells, from private equity firm Investcorp (BHSE: INVCORP) and Tyrrells’ management for £300 million, consisting of £278 million in cash and 2.1 million shares of Amplify’s common stock valued at £22 million.
Tyrrells, founded in 2002 by farmer and entrepreneur William Chase at Tyrrells Court Farm in Herefordshire, England, is the #2 player in the hand-cooked premium chip market in the UK and the #1 player in France, with existing and growing penetration in other key Western European markets. Tyrrells has a strong presence across the potato chip, vegetable chip, corn chip and popcorn product categories and is supported by five international manufacturing facilities in England, Germany, and Australia.
In April 2008, Chase sold a majority stake for £30 million to Langholm Capital. Investcorp acquired Tyrrells in August 2013 for £100 million and has overseen an extensive transformation of the company in which sales and EBITDA more than doubled and employee numbers grew by over 70% globally. Investcorp is a world-leading Bahrain-based manager of alternative investments for private and institutional clients, with more than $10.7 billion of assets under management.
“Tyrrells is a great British success story which we’ve been delighted to play a part in. Three years ago we saw the opportunity to export a fantastic domestic brand and that has been our focus, through two transformative acquisitions – both of which were proprietary deals – and by driving growth in the UK and many international markets,” said Carsten Hagenbucher, managing director at Investcorp’s European Corporate Investments.
Under Investcorp’s ownership, Tyrrells has grown organically and through acquisitions in Australia and Germany, further expanding its healthy snacking portfolio into organic and gluten-free products, creating a truly diversified premium snacks player.
Tyrrells generated $111 million in net sales and £18.3 million in EBITDA for the last twelve months ended June 30, 2016, with a compound annual net sales growth rate of 23% from fiscal year 2013 to fiscal year 2016.
Amplify is a high growth snack food company focused on developing and marketing products that appeal to consumers’ growing preference for Better-For-You (BFY) snacks. Its brands SkinnyPop, Paqui and Oatmega embody its BFY mission of “snacking without compromise” and have amassed a loyal customer base across a wide range of food distribution channels in the United States and Canada.
“Together, Amplify and Tyrrells will partner to create a truly unique international Better-For-You snack food leader that can continue to drive robust future revenue and earnings growth,” said Tom Ennis, Amplify’s president and chief executive.
“Building upon the strength of each of our respective customer relationships and leveraging Tyrrells’ manufacturing capabilities, we shall be entering new territories as well as broadening our reach in existing markets,” said David Milner, chief executive of Tyrrells.
Amplify plans to finance the cash portion of this transaction with debt and has secured financing commitments from Jefferies Finance LLC, Credit Suisse AG, Credit Suisse (USA) LLC, and Goldman Sachs Bank USA. Pro forma for the transaction, net leverage is expected to be approximately 5.7x. Amplify expects the acquisition to be accretive to the company’s 2017 and 2018 earnings.
The deal, which has been unanimously approved by Amplify’s board of directors, is expected to close by the end of the third quarter of 2016, subject to customary closing conditions including regulatory approval.
Jefferies LLC is serving as financial advisor and Goodwin Procter LLP is acting as legal counsel to Amplify. Houlihan Lokey is serving as financial advisor and Shearman & Sterling LLP is acting as legal counsel to Investcorp and Tyrrells.
The move follows a recent wave of M&A deals in the snack food industry. A few weeks ago, Pennsylvania-based snack food company Utz Quality Foods Inc. agreed to acquire Alabama-based Golden Enterprises Inc. (NASDAQ: GLDC), maker of the Golden Flake brand, for $135.5 million.
Earlier in July, Gores Holdings Inc. (NASDAQ CM: GRSHU, GRSH, GRSHW), a blank check company sponsored by private equity firm Gores Group LLC, agreed to acquire Hostess Brands LLC from private equity firm Apollo Global Management LLC (NYSE: APO) and Metropoulos and Co. in a $2.3 billion deal.
In June, European private equity firm Bridgeport acquired Turkish dried fruit and nuts producer Peyman from its founders and Turkey’s Esas Holding in a $110 million deal.
In March, private equity firm Clearlake Capital Group LP acquired New Jersey-based That’s How We Roll LLC, a marketer of branded snacks in North America.
Investcorp’s sale of Tyrrells is its ninth exit in Europe in the last twelve months, following the sale of GL Education to Levine Leichtman Capital Partners; the sale of CSIdentity to Experian; the flotation of Asiakastieto on Nasdaq Helsinki; the sale of Denmark’s Icopal to GAF; the sale of N&W to Lone Star Funds; the ultimate full sale of Skrill Group to Optimal Payments (now renamed Paysafe Group plc); the flotation of Sophos Group plc on the London Stock Exchange and the complete exit of a minority stake in spare part distributer, Autodistribution.
Investcorp is engaged in corporate buyouts, hedge funds and real estate, and has offices in New York, London, Bahrain, Abu Dhabi and Riyadh. Investcorp is one of the most active global mid-market private equity firms, with over 30 years of experience of successfully investing in North America and Europe and more recently in the MENA region. The firm combines the growth dynamics of Gulf capital and the alternative investment industry with international management discipline. Investcorp’s past and present private equity portfolio includes more than 150 investments totaling over $36 billion in transaction value. Notable previous investments included Tiffany & Co., Gucci, and Leyca. Investcorp was founded in 1982 by its chairman Nemir Kirdar. The firm’s executive chairman is Mohammed Bin Mahfoodh Al Ardhi.