Post Holdings, Inc. · NYSE:POST

Post — Merger or Acquisition (January 2015)

16 slides from Post's merger presentation, Jan 26, 2015

  1. Slide 1: Post Holdings, Inc. to Acquire MOM Brands Company

    Post Holdings, Inc. Post Holdings, Inc. to Acquire MOM Brands Company January 26, 2015

  2. Slide 2: 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 based on Post’s current expectations of Post and are subject to uncertainty and changes in circumstances. The

  3. Slide 3: Prospective Financial Information

    Prospective Financial Information The prospective financial information provided in this presentation regarding Post’s and MOM Brands’ future performance, including Post’s expected Adjusted EBITDA for fiscal 2015 and specific dollar amounts and other plans, expectations, estimates and similar statem

  4. Slide 4: Use of Non-GAAP Measures for MOM Brands

    Use of Non-GAAP Measures for MOM Brands Post has presented in this release an estimated range of MOM Brands’ adjusted EBITDA for MOM Brands’ fiscal year ended December 27, 2014. Adjusted EBITDA is a non-GAAP measure which represents earnings before interest, taxes, depreciation, amortization and oth

  5. Slide 5: Transaction Summary

    Transaction Summary 4  Post to acquire MOM Brands for $1.15bn(1) − MOM Brands is a best-in-class value cereal company with over 95 years of experience in providing high quality and leading ready-to-eat (“RTE”) and hot cereal products − Purchase price represents 7.9x LTM adjusted EBITDA (net of expe

  6. Slide 6: Strategic and Financial Rationale Consistent with Post's M&A Strategy

    Compelling Strategic and Financial Rationale 5 Consistent with Post’s M&A Strategy  Execute value-enhancing M&A  Add diversity to platform through M&A  Add scale to core RTE cereal to gain efficiency and fortify market position Strengthens Post’s Competitive Position  Expected to increase Post’s

  7. Slide 7: Overview of MOM Brands

    Overview of MOM Brands 6  MOM Brands is a leading producer of high quality RTE and hot cereal products − Founded in 1919 and has over 95 years of experience in providing high quality RTE and hot cereal products − Strategically focused on the value segment of RTE cereal Branded RTE Cereal Private La

  8. Slide 8: MOM Brands Product Overview

    Iconic Hot Cereal Brands Natural & Organic Brands 9 of the Top 50 RTE Cereal Brands MOM Brands Product Overview 7 Source: ACNielsen xAOC, 52 weeks ended December 27, 2014. U.S. data only.

  9. Slide 9: Strengthens Post's Competitive Position

    Strengthens Post’s Competitive Position Source: ACNielsen xAOC, 52 weeks ended December 27, 2014. U.S. data only. Note: Pie charts do not add to 100% due to rounding. RTE cereal market share measured in dollar terms. 32% 31% 11% 9% 7% 6% 3% The Seven Whole Grain CompanyPrivate Label Other Category S

  10. Slide 10: Solidifies Leadership in the RTE Cereal Value Segment and Bagged Segment

    21.3% 22.0% 2010 2014 Solidifies Leadership in the RTE Cereal Value Segment and the Growing RTE Cereal Bagged Segment 9  Acquisition expected to give Post a leadership position in the value segment of RTE cereal − Value segment has grown (in dollar terms) at a CAGR of 0.2% from 2010 – 2014, while t

  11. Slide 11: Significant Synergy Potential with Further Upside

    Significant Synergy Potential with Further Upside 10 Manufacturing  Reallocation and optimization of production volume  Rationalization of production capacity  Operational improvements Distribution  Distribution footprint rationalization  Reduced freight costs  Increased efficiency through coo

  12. Slide 12: Enhances Post's Free Cash Flow Profile

    Enhances Post’s Free Cash Flow Profile 11 (1) Assumed for illustrative purposes to be the midpoint of Post FY2015 guidance range. (2) Midpoint of Post management’s estimated range of MOM Brands adjusted EBITDA for the fiscal year ended December 27, 2014 of $119mm to $121mm. (3) Run-rate synergies of

  13. Slide 13: Key Transaction Financial Elements and Financing

    12  Strengthens Post’s long-term growth potential and is expected to be immediately accretive to Post’s Adjusted EBITDA margins and free cash flow(1)  Provides expected run-rate synergies of approximately $50mm by the third full fiscal year post-closing(2)  Historically strong cash flow generatio

  14. Slide 14: Update on Post's Financials

    13 Update on Post’s Financials Q1 2015 Update(1) Full Year 2015 Guidance(1)  The following are preliminary estimates for the fiscal quarter ended December 31, 2014 − Net sales of approximately $1,074mm − Adjusted EBITDA of approximately $126mm to $128mm versus previous guidance of $115mm to $120mm

  15. Slide 15: Key Takeaways

    Key Takeaways 14  Opportunistic transaction, close to home  Highly strategic transaction − Expected to increase Post’s scale and market position in the RTE cereal category, solidifying leadership in the value segment − Broadens Post’s product portfolio, significantly increasing presence in the gro

  16. Slide 16: Post Holdings, Inc.

    15 Post Holdings, Inc.

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