INGREDION TO ACQUIRE PENFORD CORPORATION TO EXPAND SPECIALTY INGREDIENT PORTFOLIO
(Thomson Reuters ONE) -
* Approximately $340 million cash deal with anticipated annual synergies of at
least $20 million
* Higher-value specialty products address growing consumer trends
WESTCHESTER, Ill., October 15, 2014 - Ingredion Incorporated (NYSE: INGR), a
leading global provider of ingredient solutions to diversified industries,
announced today that it has entered into a definitive agreement to acquire
Penford Corporation (NASDAQ: PENX), a U.S.-based leader in specialty ingredients
for food and non-food applications.
The acquisition has been approved by the boards of directors of both companies.
It is subject to approval by Penford's shareholders and regulators as well as to
other customary closing conditions and could close as early as the end of the
year. Ingredion expects to fund the approximately $340 million cash transaction
with available cash and funds available under existing credit facilities.
"This acquisition is another step in executing our strategic blueprint for
growth. It expands our higher-value specialty portfolio, establishes
manufacturing of specialty potato starches in North America, and builds our
presence in nature-based hydrocolloid ingredients," said Ilene Gordon, Ingredion
chairman and CEO. "Penford's range of products addresses growing consumer
trends, including nutrition, gluten-free, food textures, and sustainable green
solutions. The added capabilities will further enhance our efforts to deliver
new, value-added solutions to the marketplace."
Thomas Malkoski, President and CEO of Penford said, "This is a tremendous
opportunity to combine Penford's and Ingredion's complementary product
portfolios and capabilities.
Ingredion is a recognized innovator in food ingredients and sustainable green
solutions. The expanded portfolio and geographic reach of the combined company
will enable new and exciting solutions for their customers and ours."
A leader in specialty ingredients, Penford had net sales of $467 million in
fiscal year 2013. The company supplies a broad range of texture solutions for
food, including customized combinations of texture ingredients with a particular
emphasis on potato starches. Penford's starch-based products for non-food
applications include sustainable, nature-based solutions designed to replace
synthetic ingredients.
With approximately 445 employees, Penford operates six plants in the United
States, all of which make specialty starches. Its headquarters are based in
Centennial (Denver area), Colorado.
"We are confident that this acquisition will create long-term value for our
shareholders," Gordon said. The transaction is expected to generate annual cost
synergies of at least $20 million, primarily from efficiencies in the areas of
manufacturing, procurement, logistics and general and administrative functions.
"We will move quickly to integrate the businesses, attain synergy savings and
provide a broader offering of higher-value specialty products to our customers
around the world," Gordon added.
The purchase price represents a synergy-adjusted EBITDA multiple of
approximately seven times on an enterprise-value basis. Excluding one-time
costs, in the first year the transaction is expected to be $0.10 - $0.15
accretive to earnings on a per share basis.
J.P. Morgan is acting as financial advisor to Ingredion and Sidley Austin LLP is
acting as legal advisor.
ABOUT INGREDION
Ingredion Incorporated (NYSE:INGR) is a leading global ingredients solutions
provider specializing in nature-based sweeteners, starches and nutrition
ingredients. With customers in more than 100 countries, Ingredion serves
approximately 60 diverse sectors in food, beverage, brewing, pharmaceuticals and
other industries. For more information, visit ingredion.com.
ABOUT PENFORD
Penford Corporation develops, manufactures and markets specialty ingredient
systems for a variety of food and industrial products. Penford operates six
manufacturing facilities and three research and development centers in the
United States. For more information visit penford.com.
Forward-Looking Statements
This news release contains or may contain forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and Section
21E of the Securities Exchange Act of 1934, as amended. The Company intends
these forward-looking statements to be covered by the safe harbor provisions for
such statements.
Forward-looking statements include, among other things, any statements regarding
the Company's prospects or future financial condition, earnings, revenues, tax
rates, capital expenditures, expenses or other financial items, any statements
concerning the Company's prospects or future operations, including management's
plans or strategies and objectives therefor and any assumptions, expectations or
beliefs underlying the foregoing.
These statements can sometimes be identified by the use of forward looking words
such as "may," "will," "should," "anticipate," "believe," "plan," "project,"
"estimate," "expect," "intend," "continue," "pro forma," "forecast," "outlook"
or other similar expressions or the negative thereof. All statements other than
statements of historical facts in this release or referred to in this release
are "forward-looking statements."
These statements are based on current expectations, but are subject to certain
inherent risks and uncertainties, many of which are difficult to predict and are
beyond our control. Although we believe our expectations reflected in these
forward-looking statements are based on reasonable assumptions, stockholders are
cautioned that no assurance can be given that our expectations will prove
correct.
Actual results and developments may differ materially from the expectations
expressed in or implied by these statements, based on various factors, including
the effects of global economic conditions, including, particularly, continuation
or worsening of the current economic, currency and political conditions in South
America and economic conditions in Europe, and their impact on our sales volumes
and pricing of our products, our ability to collect our receivables from
customers and our ability to raise funds at reasonable rates; fluctuations in
worldwide markets for corn and other commodities, and the associated risks of
hedging against such fluctuations; fluctuations in the markets and prices for
our co-products, particularly corn oil; fluctuations in aggregate industry
supply and market demand; the behavior of financial markets, including foreign
currency fluctuations and fluctuations in interest and exchange rates; continued
volatility and turmoil in the capital markets; the commercial and consumer
credit environment; general political, economic, business, market and weather
conditions in the various geographic regions and countries in which we buy our
raw materials or manufacture or sell our products; future financial performance
of major industries which we serve, including, without limitation, the food and
beverage, pharmaceuticals, paper, corrugated, textile and brewing industries;
energy costs and availability, freight and shipping costs, and changes in
regulatory controls regarding quotas, tariffs, duties, taxes and income tax
rates; operating difficulties; availability of raw materials, including tapioca
and the specific varieties of corn upon which our products are based; energy
issues in Pakistan; boiler reliability; our ability to effectively integrate and
operate acquired businesses; our ability to achieve budgets and to realize
expected synergies; our ability to complete planned maintenance and investment
projects successfully and on budget; labor disputes; genetic and biotechnology
issues; changing consumption preferences including those relating to high
fructose corn syrup; increased competitive and/or customer pressure in the corn-
refining industry; and the outbreak or continuation of serious communicable
disease or hostilities including acts of terrorism. Factors relating to the
proposed acquisition that could cause actual results and developments to differ
from expectations include: required regulatory approvals may not be obtained in
a timely manner, if at all; the proposed acquisition may not be consummated in a
timely manner or at all; the anticipated benefits of the proposed acquisition,
including synergies, may not be realized; the
integration of Penford's operations with those of Ingredion may be materially
delayed or may be more costly or difficult than expected.
Our forward-looking statements speak only as of the date on which they are made
and we do not undertake any obligation to update any forward-looking statement
to reflect events or circumstances after the date of the statement as a result
of new information or future events or developments. If we do update or correct
one or more of these statements, investors and others should not conclude that
we will make additional updates or corrections. For a further description of
these and other risks, see "Risk Factors" included in our Annual Report on Form
10-K for the year ended December 31, 2013 and subsequent reports on Forms 10-Q
and 8-K.
###
This announcement is distributed by GlobeNewswire on behalf of
GlobeNewswire clients. The owner of this announcement warrants that:
(i) the releases contained herein are protected by copyright and
other applicable laws; and
(ii) they are solely responsible for the content, accuracy and
originality of the information contained therein.
Source: Ingredion Incorporated via GlobeNewswire
[HUG#1863136]
Unternehmensinformation / Kurzprofil:
Datum: 15.10.2014 - 14:00 Uhr
Sprache: Deutsch
News-ID 344246
Anzahl Zeichen: 10786
contact information:
Town:
Westchester, Illinois
Kategorie:
Business News
Diese Pressemitteilung wurde bisher 173 mal aufgerufen.
Die Pressemitteilung mit dem Titel:
"INGREDION TO ACQUIRE PENFORD CORPORATION TO EXPAND SPECIALTY INGREDIENT PORTFOLIO"
steht unter der journalistisch-redaktionellen Verantwortung von
Ingredion Incorporated (Nachricht senden)
Beachten Sie bitte die weiteren Informationen zum Haftungsauschluß (gemäß TMG - TeleMedianGesetz) und dem Datenschutz (gemäß der DSGVO).
