SunOpta announces agreement to sell its global ingredients segment to Amsterdam Commodities N.V.

SunOpta Inc., a leading global company focused on plant-based foods and beverages, fruit-based foods and beverages, and organic ingredient sourcing and production, announced it has reached an agreement to sell the Company’s global ingredients segment and related assets to an Amsterdam based global commodity trading company, Amsterdam Commodities N.V. for a debt and cash free consideration of €330 million. The transaction, which remains subject to customary closing conditions, is expected to close by January 2021.

“I’m pleased to announce this strategically transformational transaction. This transaction further solidifies SunOpta’s future direction as a high-growth, plant-based company focused on providing value-added products in competitively advantaged categories with consistent, sustainable, above average growth characteristics. The long- term supply agreement negotiated as part of this transaction provides SunOpta with the benefit of a continued strategic relationship with a leading global ingredient player in Acomo. Furthermore, this transaction de-levers and strengthens SunOpta’s balance sheet, enabling the acceleration of near-term expansion plans in our fast-growing plant-based food and beverage segment. The plans include both high-return capital investment projects, as well as synergistic acquisitions, that add to an existing set of strong capabilities in our core plant-based beverage platform. This is a very exciting time for us at SunOpta as we look forward to building on our success of the past four quarters,” said Joe Ennen, Chief Executive Offcer of SunOpta.

“With the exciting acquisition of Tradin, Acomo will realize a highly complementary acquisition, creating a leading global player across organic and conventional unlisted commodities. The company is a leading partner for the organic food industry, benefitting from the rapidly growing global consumer demand for sustainable and healthy foods. Tradin has an attractive financial profile and will continue to be led by a highly experienced management team,” said Allard Goldschmeding, Acomo Group Managing Director.

Under the terms of the agreement, SunOpta will sell processing facilities located in Amsterdam, the Netherlands; Silistra, Bulgaria; Addis Ababa, Ethiopia; and Yirgalem, Ethiopia. These facilities and their employees will continue to operate in ordinary course. Approximately 525 employees will be transferred from SunOpta to Acomo.

The Global Ingredients business being sold contributed approximately US$488 million to SunOpta’s net sales for the twelve months ended September 26, 2020. The transaction valuation represents an approximate 10x multiple of Adjusted EBITDA¹ for the standalone business. This transaction is highly tax effcient and is expected to be accretive to the Company’s long-term growth rate and margin profile further focusing the Company on delivering more consistent financial results for our shareholders.

Proceeds from this transaction will be used for capital investment primarily into the core Plant-Based Foods and Beverages segment and to pay down debt.

¹Non-GAAP Measures
In addition to reporting financial results in accordance with U.S. GAAP, the Company provides additional information about its operating results regarding segment operating income, adjusted earnings and adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”), which are not measures in accordance with U.S. GAAP. The Company believes that segment operating income, adjusted earnings and adjusted EBITDA assist investors in comparing performance across reporting periods on a consistent basis by excluding items that are not indicative of its operating performance. The non-GAAP measures of segment operating income, adjusted earnings and adjusted EBITDA should not be considered in isolation or as a substitute for performance measures calculated in accordance with U.S. GAAP.