Toronto Star

Cott to sell soft-drink business for $1.56B

If approved, deal will make Dutch purchaser the largest independen­t pop bottler

- PHIL SERAFINO, JOOST AKKERMANS AND CAT RUTTER POOLEY BLOOMBERG

Refresco Group NV agreed to buy the soda business of Canada’s Cott Corp. for $1.56 billion in a deal that may help the Dutch soft-drink bottler fend off an unsolicite­d takeover offer from a private-equity firm.

Refresco will pay for the deal with debt, and also plans to sell 200 million ($292 million) of stock within a year to bolster its financial strength, the Rotterdam-based company said in a statement Tuesday. Shareholde­rs will vote on the transactio­n at a special meeting Sept. 5, the company said.

The purchase will create the largest independen­t bottler for retailers and consumer companies in Europe and North America, Refresco said.

It also means private equity firm PAI Partners SAS is unlikely to continue its pursuit of Refresco, said Robert Jan Vos, an analyst at ABN Amro. Paris-based PAI submitted a new offer for Refresco, people famil- iar with the matter said this month, after the company rejected a previous 1.4 billion bid in April.

The acquisitio­n is “the largest deal that we could have made in this industry,” Refresco CEO Hans Roelofs said.

The takeover wasn’t a response to PAI, he said. It’s a “very offensive step,” he said, and should be seen “completely separate from all rumours and reports.” Refresco dropped 3.3 per cent to 16.60 in Amsterdam, valuing the company at about 1.35 billion. A representa­tive for PAI wasn’t available to comment on Refresco.

For Cott, which is based in Mississaug­a, the sale will accelerate the company’s shift away from soft drinks and toward water, coffee, tea and filtration.

“After a thorough strategic review in 2013, we developed an accelerate­d diversific­ation and acquisitio­n strategy in order to transform our company,” Cott CEO Jerry Fowden said in a statement.

“This transactio­n is very much in line with this strategy, and enables our traditiona­l business to become an integral part of a larger global beverage manufactur­ing company that pursues the same high customer service and quality standards Cott has been known for throughout its history.”

Cott in 2014 bought Atlanta-based DS Services of America Inc. for $1.56 billion to become the biggest publicly traded water supplier to U.S. homes and offices.

Cott’s beverage manufactur­ing business, with $1.7 billion in sales last year, produces private-label drinks for retailers including Wal-Mart, does contract manufactur­ing for clients such as Monster Energy drinks and makes products under its own brand.

The sale includes Cott’s North America, U.K. and Mexico operations, the company said in a separate statement. It doesn’t include the RC Cola brand and related operations.

The sale will allow the company to repay some borrowings, reducing its net debt to less than 3.56 times adjusted profit, Cott said. The company also will pursue small acquisitio­ns in water, coffee, tea and filtration, as well as “larger-scale acquisitio­ns if and when the right value-enhancing opportunit­ies present themselves,” Fowden said.

Refresco, founded in 1999, went public in an initial public offering in 2015, and Roelofs described the company at that time as an “acquisitio­n machine.”

The purchase comes a year after Refresco expanded into the U.S. with the $161-million acquisitio­n of bottler Whitlock Packaging.

“This is a very big next step,” said Vos, the ABN Amro analyst, who recommends buying Refresco shares. “They have solved the U.S. footprint in one go.”

 ?? DREAMSTIME ?? Cott’s sale of its soda business will allow the Mississaug­a-based company to repay some of its debt.
DREAMSTIME Cott’s sale of its soda business will allow the Mississaug­a-based company to repay some of its debt.

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