Eden Springs to be acquired by Cott Corporation

Eden Springs, one of Europe’s leading suppliers of water and coffee solutions to offices in 18 European markets, today announced that its current owners, investment entities affiliated with Rhône Capital, and Eden management, have entered into a definitive share purchase agreement for Eden to be acquired by Cott Corporation (“Cott”) (NYSE:COT; TXX:BCB) (the “Acquisition”). 

Cott is one of the world’s largest producers of beverages on behalf of retailers, brand owners and distributors. In addition, Cott is a leader in the North American home and office water delivery, coffee services and filtration services industries. The company produces multiple types of beverages and currently employs more than 9,500 people. Cott has manufacturing activities across the USA, Canada, Mexico and the UK and develops and exports beverage concentrates to over 50 countries. 

Highlights

• Definitive share purchase agreement for Eden to be acquired by Cott for approximately €470 million (~US$525 million)
• This represents a mid 7x Eden reported adjusted 2016 run rate EBITDA, or 1.3x Eden pro forma revenues
• The Acquisition is expected to close in third quarter 2016 and is subject to certain customary closing conditions including regulatory approvals
• Eden Springs will continue to be led by its current CEO, Raanan Zilberman, and the existing management team to grow the company via organic growth, portfolio expansion and tuck-on acquisitions

Background to the Acquisition
The Acquisition will accelerate the enlarged Cott group’s strategy of diversification outside of carbonated soft drinks and shelf stable juices into the home and office delivery (“HOD”) of water, office coffee services (“OCS”), and filtration. It will also extends Cott’s geographic presence into Eden’s 18 markets across the continent. 

Strategic fit
The Acquisition will provide the enlarged group with international market-leading positions and a strong platform across multiple geographies to continue to drive growth through portfolio expansion and the capture of revenue and cost synergies. 

The Acquisition follows Cott’s 2014 purchase of DS Services of America, Inc., a leading provider of bottled water, coffee, tea and filtration equipment to over 1.5 million home and office customers across the USA. 

The Acquisition supports Cott’s diversification strategy to expand in “Better for You” products and HOD water, coffee, tea and filtration services, where Eden Springs’ platform, operating strength and potential synergies can be leveraged. 

The enlarged group will have leadership positions in both North America and multiple European countries and will benefit from:

• Shared product development technology
• Enlarged customer base: providing access to Eden’s direct-to-consumer route distribution platform in Europe serving over 800,000 homes and offices
• Cross selling and vertical integration opportunities to leverage DS Services’ and Cott’s products and offers
• Cott’s channel mix outside of large format retail and supermarket
• A platform to continue to driving growth through portfolio expansion and tuck-in acquisitions
• Broader revenue and cost synergies

Raanan Zilberman, Eden Spring’s Chief Executive Officer commented:
“Eden is a successful business and a natural fit with the wider Cott family. This transaction is an important step as we strengthen our international capability and develop our marketleading position. 

We plan to extend the opportunities from commercial & operational synergies of the enlarged group, to our installed base of almost one million, and our 3200 employees in Europe. The new merger will provide an even stronger platform for our business, including the expansion of our portfolio & services. 

On a final note, this ends our successful partnership with Rhône Capital, who I would like to thank for their continuous support of Eden’s significant expansion over the past few years." 

Jerry Fowden, Cott’s Chief Executive Officer commented:
“We are delighted to join forces with Eden Springs, creating an impressive leadership position across North America and multiple European countries. 

“The acquisition is a great step in Cott’s strategy to pursue opportunities in the home and office water delivery, office coffee and tea services and filtration categories where we believe our platform, operating strength and synergies can be leveraged.” 

Tom Harrington, CEO of DS Services, commented:
“We firmly believe that our combined partnerships and home and office water and coffee delivery expertise will create an even stronger cash generating, growth and service-oriented platform across Europe and North America. 

We expect to be able to capitalize on Eden’s and DS Services’ combined expertise in tuck-in acquisitions to pursue further opportunities in the fragmented HOD, OCS and filtration markets across Europe.” 

Timetable The Acquisition is expected to close in Q3 2016, subject to certain customary closing conditions (including regulatory approvals) and purchase price adjustments.

For enquiries relating to Eden, please contact:
Jarrod Langhans
Director of Investor Relations and Corporate FP&A
Phone: +1-813-313-1732
Email: investorrelations3@cott.com