The Hershey Company · NYSE:HSY
The Hershey — Hershey — Merger or Acquisition (December 2017)
12 slides from The Hershey's merger presentation, Dec 18, 2017
Slide 1: Acquisition of Amplify Snack Brands, Inc.
Acquisition of Amplify Snack Brands, Inc. December 18, 2017 1 Exhibit 99.2
Slide 2: Forward Looking Statements
FORWARD LOOKING STATEMENTS This presentation contains forward-looking statements. Many of these forward-looking statements can be identified by the use of words such as “intend,” “believe,” “expect,” “anticipate,” “should,” “planned,” “projected,” “estimated,” and “potential,” among others. These st
Slide 3: Important information
Important information In connection with the proposed acquisition, Hershey will commence a tender offer for the outstanding shares of common stock of Amplify Snack Brands. The tender offer has not yet commenced. This communication is for informational purposes only and is neither an offer to purchas
Slide 4: Michele Buck, President and Chief Executive Officer
MICHELE BUCK PRESIDENT AND CHIEF EXECUTIVE OFFICER 4
Slide 5: Amplify joining the Hershey family
Amplify joining the Hershey family Financial Highlights Net Sales1: $371.7 million Organic sales growth: +9.4% and +8.6%, year-over-year, for the quarter and year-to-date period ended 9/30/17, respectively #2 share leader in the ready-to-eat popcorn category Adjusted EBITDA Margin1: 23.4%2 5 112 Mon
Slide 6: Expanding breadth across the snacking spectrum
Expanding breadth across the snacking spectrum CREATING A SNACKING POWERHOUSE THROUGH INNOVATION AND M&A Chocolate / Candy Snackfection Salty snacks SkinnyPop will become Hershey’s 6th largest brand 6
Slide 7: Transaction overview
Transaction overview Tender offer to acquire all outstanding common shares of Amplify for $12.00 per share in cash Total purchase price of $1.6 billion, including net debt1 Implied 14.8x 2017 post-synergies Adjusted EBITDA multiple with ~$20 million in annual run-rate synergies2, 3 Expect to finance
Slide 8: Combination expected to drive increased value for shareholders
Combination expected to drive Increased value for shareholders Significant identified run-rate synergies of ~$20 million annually Includes cost savings and portfolio optimization Expected to be accretive to adjusted EPS in the first-year post closing with accretion increasing in year two1 GROWTH MAR
Slide 9: Ready to eat popcorn is an attractive and growing category
Ready to eat popcorn is an attractive and growing category HIGH GROWTH CATEGORY HIGH HOUSEHOLD PENETRATION ON-TREND BFY ATTRIBUTES ATTRACTIVE GROSS MARGINS +13% CAGR Popped Popcorn 2013-2017 Last 52 weeks sales ($mm)1 Popped popcorn household penetration %1, 2 +9 pts Whole grains Organic & non-GMO R
Slide 10: Several levers to build on Amplify's success and drive continued growth
Several levers to build on Amplify’s success and drive continued growth Enable entrepreneurial agility for Amplify and create a foundation for long-term scale and success MARKET ACTIVATION BEST-IN-CLASS CATEGORY MGMT DISCIPLINED INNOVATION DISTRIBUTION EXPERTISE Activate Amplify’s brand with media t
Slide 11: Continued focus on increasing shareholder value
REIGNITE CORE CONFECTION & EXPAND BREADTH IN U.S. SNACKING STRENGTHEN CAPABILITIES & LEVERAGE TECHNOLOGY FOR COMMERCIAL ADVANTAGE REALLOCATE RESOURCES TO EXPAND MARGINS & FUEL GROWTH Continued focus on Increasing shareholder value INCREASE SHAREHOLDER VALUE GROW INVEST EXPAND MARGINS 11
Slide 12: Slide 12