Cliffstar is entitled to additional contingent earnout consideration of up to a maximum of $55m, the first $15m of which is payable upon the taking of substantial steps toward upgrades of certain expansion projects in 2010, and the remainder is based on the achievement of certain performance measures during the fiscal year ending 1 January 2011.
Cliffstar is also entitled to $14m of deferred consideration, which will be paid over a three-year period.
“The completion of the Cliffstar transaction is an important step for Cott,” said Jerry Fowden, CEO of Cott. “This combination is a strategic investment in the future, as it makes Cott a more balanced and diversified private label supplier with a much broader product portfolio, a manufacturing infrastructure that’s second to none in private label, and improved growth prospects.
“As we welcome the Cliffstar organisation into Cott, we believe that together we can create shareholder value with significant synergies, and provide our employees a brighter future while delivering enhanced opportunities for our retailer partners.”
Cott financed the acquisition through the closing of its previously announced private placement offering of up to $375m in aggregate principal amount of 8.125% senior notes due 2018 and underwritten public offering of 13,340,000 shares at a price of $5.60 per share (including the exercise of the underwriters’ over-allotment option for 1,740,000 shares).
The closing of the Cliffstar transaction makes Cott the world’s largest retailer brand beverage company.
Source: Cott Corporation
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