South Africa: PepsiCo Targets African Growth With Offer To Acquire Pioneer Foods

Photo: Screenshot
A screen grab of the Pioneer Foods website.
22 July 2019
PepsiCo, Inc
press release

PepsiCo, Inc. (NASDAQ: PEP) ("PepsiCo") today announced that it has entered into an agreement to acquire all the outstanding shares of Pioneer Foods Group Ltd. (JSE: PFG) ("Pioneer Foods") for R110.00 per share in cash (approximately US $1.7 billion), which represents a 56% premium to the 30-day volume weighted average price prior to the cautionary announcement on July 15, 2019.

Pioneer Foods has a robust, locally relevant product portfolio that complements PepsiCo's current lineup, with strong positions in cereals, juices, and other African nutritional food staples, including well-known, scaled brands like Weet-Bix, Liqui-Fruit, Ceres, Sasko, Safari, Spekko, and White Star. At the same time, this acquisition will help PepsiCo gain a solid beachhead for expansion into Sub-Saharan Africa by boosting the company's manufacturing and go-to-market capabilities, enabling scale and distribution. Finally, this transaction brings together two likeminded companies, with both Pioneer Foods and PepsiCo aligned around a vision for building a more sustainable future and investing in communities. With Pioneer Foods, PepsiCo adds an extraordinary team of associates who will be instrumental to growth across the continent.

"As we look to accelerate our growth in key markets around the world and achieve our vision to Be the Global Leader in Convenient Foods and Beverages by Winning with Purpose, we are absolutely thrilled to join forces with Pioneer Foods, one of South Africa's leading food and beverage companies," said PepsiCo Chairman and CEO, Ramon Laguarta. "Pioneer Foods represents a differentiated opportunity for PepsiCo and allows us to immediately scale our business in Africa. Pioneer Foods forms an important part of our strategy to not only expand in South Africa, but further into sub-Saharan Africa as well. Our businesses are highly complementary, and we look forward to working with the Pioneer Foods team to successfully build and implement a shared vision in the region."

This transaction creates a leading food and beverage company in Africa led from South Africa, with a commitment to supporting the broad socioeconomic imperatives of employment, talent development, and benefiting local suppliers. It will enable PepsiCo to expand its Sustainable Farming Program in Africa and work with local farmers in Pioneer Foods' communities—including women and rural smallholders—to help boost yields, improve livelihoods, and preserve precious natural resources. PepsiCo is keenly aware of the importance of economic transformation through Broad-Based Black Economic Empowerment ("BEE") and intends to support Pioneer Foods' BEE program.

"Today's announcement marks a very exciting milestone for Pioneer Foods and our people, and highlights the strength of what we have created," said Tertius Carstens, CEO of Pioneer Foods. "As part of PepsiCo, we will have greater scale to expand our leading brands, greater capital to invest in local agriculture and people, greater access to leading global capabilities and a partner committed to taking our company to even greater heights."

As part of this transaction and PepsiCo's goal to become faster and more locally focused, the company will create a new operating sector for Sub-Saharan Africa ("SSA"). PepsiCo SSA will be led by Eugene Willemsen, who most recently served as Executive Vice President of Global Categories & Franchise Management. Willemsen, who has been with PepsiCo for nearly 25 years, has extensive experience in growth markets, having previously led the company's businesses in Turkey and South East Europe. This new structure will not impact PepsiCo's reporting structure, and PepsiCo SSA will remain part of Europe Sub-Saharan Africa ("ESSA") from a financial reporting perspective.

The acquisition, valued at approximately US $1.7 billion, which implies approximately 11x FY2020E consensus EBITDA, will be funded through a combination of debt and cash, and has been unanimously approved by the Boards of Directors of both companies. The transaction is subject to a Pioneer Foods shareholder vote, certain regulatory approvals, and other customary conditions, and closing is expected by Q1 calendar year 2020.

UBS Investment Bank, J.P. Morgan and Centerview acted as financial advisors to PepsiCo. Bowmans acted as the South African legal counsel to PepsiCo. PSG Capital acted as corporate and transaction advisor to Pioneer Foods and Webber Wentzel acted as South African legal counsel to Pioneer Foods.

About PepsiCo

PepsiCo products are enjoyed by consumers more than one billion times a day in more than 200 countries and territories around the world. PepsiCo generated more than $64 billion in net revenue in 2018, driven by a complementary food and beverage portfolio that includes Frito-Lay, Gatorade, Pepsi-Cola, Quaker and Tropicana. PepsiCo's product portfolio includes a wide range of enjoyable foods and beverages, including 22 brands that generate more than $1 billion each in estimated annual retail sales.

Guiding PepsiCo is our vision to Be the Global Leader in Convenient Foods and Beverages by Winning with Purpose. "Winning with Purpose" reflects our ambition to win sustainably in the marketplace and embed purpose into all aspects of the business.  For more information, visit www.pepsico.com

About Pioneer Foods

Pioneer Foods is one of the largest South African producers and distributors of a range of branded food and beverage products and posted revenue of R20.2 billion in 2018. For shoppers around the world, Pioneer Foods is the food and beverage company that develops and delivers products that help them and their families realise their full potential and live better lives through the company's quest and purpose to consistently establish new and enhanced ways of producing, distributing, marketing and selling products.

The Group operates mainly across South Africa and exports to more than 80 countries across the globe inclusive of a number of countries in Africa.  Through its established joint ventures initiatives the Group also operates in Namibia, Botswana, Kenya and Nigeria.  In South Africa the Group operates a number of world-class production facilities producing a range of products that includes some of the most recognizable and best loved brand names in South Africa, including the following brands: Weet-Bix, Liqui-Fruit, Ceres, Sasko, Safari, Spekko and White Star.

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