Post Holdings, Inc. · NYSE:POST
Post — Merger or Acquisition (February 2023)
15 slides from Post's merger presentation, Feb 8, 2023
Slide 1: Post Holdings to Acquire Rachael Ray Nutrish, Nature's Recipe and Other Select Pet Brands
Post Holdings to Acquire Rachael Ray® Nutrish®, Nature’s Recipe® and Other Select Pet Brands from The J.M. Smucker Co. February 8, 2023
Slide 2: Cautionary Statement Regarding Forward-Looking Statements
Cautionary Statement Regarding Forward-Looking Statements Certain matters discussed in this presentation are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward- looking statements are made based on known events and circumstances at th
Slide 3: Cautionary Statement Regarding Forward-Looking Statements (Cont'd)
Cautionary Statement Regarding Forward-Looking Statements (Cont’d) (CONTINUED FROM PRIOR PAGE): • Post’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; • risks related to the intended tax tr
Slide 4: Additional Information: Non-GAAP Financial Measures
Additional Information Non-GAAP Financial Measures While Post reports financial results in accordance with accounting principles generally accepted in the U.S. (“GAAP”), Post uses Adjusted EBITDA, free cash flow and net leverage, all of which are non-GAAP measures, in this presentation. Adjusted EBI
Slide 5: Additional Information: Prospective Financial Information
Additional Information (Cont’d) Prospective Financial Information The prospective financial information provided in this presentation regarding Post’s future performance, including Post’s forecasted Adjusted EBITDA for fiscal year 2023, the Pet Food Business’s forecasted Adjusted EBITDA, Post’s expe
Slide 6: Additional Information: Market and Industry Data
Additional Information (Cont’d) Market and Industry Data This presentation includes industry and trade association data, forecasts and information that were prepared based, in part, upon data, forecasts and information obtained from independent trade associations, industry publications and surveys a
Slide 7: Transaction Summary
7 Transaction Summary • Post has agreed to acquire Rachael Ray® Nutrish®, Nature’s Recipe® and other select pet brands from The J.M. Smucker Co. for $1.2bn(1) • Key brands include Rachael Ray® Nutrish®, Nature’s Recipe®, 9Lives®, Kibbles ‘n Bits® and Gravy Train® • Purchase price of 8x synergized Ad
Slide 8: Overview of Transaction Perimeter
Dedicated Facilities(2)Key Brands(1) 8 Overview of Transaction Perimeter 43% 20% 18% 11% 4% Other 4% Brand Portfolio FY22A Net Revenue: $1.4bn(3) 1. The Rachael Ray trademark is licensed; however, Nutrish is owned. 2. Two dry manufacturing plants, one hybrid wet/dry manufacturing plant and one distr
Slide 9: Compelling Entry Point to the Attractive Pet Food Category
9 Compelling Entry Point to the Attractive Pet Food Category $5.7 $7.0 2019A 2022A 7.0% CAGR Source: NielsenIQ | Retail Measurement Services | Total US xAOC + Convenience. ($ in bn) Mainstream Pet Sub-Category Acquisition will give Post an established, scaled position in the mainstream and entry pre
Slide 10: Enhances Post's Free Cash Flow Profile
Post Forecasted Adjusted EBITDA(1)(2) $1,045 $1,045 Pet Food Business Forecasted Adjusted EBITDA(1)(3) - 100 Run-Rate Synergies(4) - 30 Forecasted Adjusted EBITDA $1,045 $1,175 + $130 Less: Interest(1)(5) (280) (310) Less: Maintenance Capital Expenditures(1) (250) (275) Less: Estimated Normalized Ca
Slide 11: Clear Synergy Potential with Further Upside
11 Clear Synergy Potential with Further Upside Expected to provide cost synergies of approximately $30mm annually with potential upside(1) 1. One-time costs to achieve the synergies are estimated to be approximately $75mm and are expected to be realized by the third full fiscal year post-closing. Pl
Slide 12: Proven History of Identifying and Executing Value-Enhancing M&A
2023 12 Proven History of Identifying and Executing Value-Enhancing M&A in New, Attractive Categories 2014 2015 2017 2018 2019 / 20222013 – 20142012 – 2013 Foodservice International (UK) Cereal (Value) Refrigerated Retail PetActive Nutrition Private Label New category New category New category New g
Slide 13: Continues M&A Strategy Focused on Constructing Scaled Platforms
13 Continues M&A Strategy Focused on Constructing Scaled Platforms WEETABIX Primarily United Kingdom RTE cereal, muesli and protein-based ready-to-drink shakes Primarily egg and potato products FOODSERVICEPOST CONSUMER BRANDS North American RTE cereal and Peter Pan nut butters REFRIGERATED RETAIL Pr
Slide 14: Key Takeaways
14 Key Takeaways Highly Complementary to Retail Portfolio Extensive experience operating in large retail categories with scaled competitors Successful track record delivering brand performance at multiple price points simultaneously Growth Category with Compelling Characteristics Pet food cate
Slide 15: Post Holdings, Inc.
POST HOLDINGS, INC.
Post Holdings — Merger or Acquisition (February 2023) on 6ix