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|Post Holdings to Acquire Premier Nutrition Corporation|
PNC is a rapidly growing marketer and distributor of premium protein beverages and foods under its Premier Protein brand and nutritional supplements under its Joint Juice brand. This acquisition provides Post a platform in the growing active nutrition and supplements businesses. The PNC business will be independently managed by its experienced management team located in
"We are excited to enter this high growth and dynamic category," said
Terms of the deal call for
On a full year basis, the transaction is expected to contribute approximately
The Company will host a conference call on
For those unable to participate during the live call and webcast, a replay will be available on the Company's website until
Certain matters discussed in this news release are forward-looking statements, including the expected timing of the acquisition, the anticipated tax effects, expected synergies and the expected financial impact of the acquisition. Such statements involve certain risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements and include statements regarding expectations as to the completion of the transaction and Post's general business outlook. Potential risks and uncertainties include risks related to, among other things, obtaining regulatory approval of or non-objection to the acquisition; the potential impact on the business due to uncertainty about the acquisition; the retention of PNC employees and the ability of Post to successfully integrate operations; uncertainties as to the timing of the transaction; the possibility that various closing conditions for the transaction may not be satisfied or waived, including that a governmental entity may prohibit, delay or refuse to grant approval for the consummation of the transaction; the effects of disruption from the transaction making it more difficult to maintain relationships with employees, customers, suppliers, other business partners or governmental entities for both parties; other business transaction costs; actual or contingent liabilities of the acquired business; the inability to predict the future success or market acceptance of the acquired business; and other risks described in the Company's filings with the
Use of Forward-Looking Non-GAAP Measures
Post has presented in this release certain forward-looking statements about its future financial performance that include EBITDA. EBITDA is a non-GAAP measure which represents net earnings excluding income taxes, net interest expense, net other nonoperating income/expense, depreciation and amortization. The Company believes that EBITDA is useful to an investor in evaluating the Company's operating performance and liquidity because (i) it is widely used to measure a company's operating performance without regard to items which can vary depending upon accounting methods and the book value of assets, (ii) it presents a meaningful measure of corporate performance exclusive of the Company's capital structure and the method by which the assets were acquired, and (iii) it is a widely accepted financial indicator of a company's ability to service its debt, as the Company is required to comply with certain covenants and limitations that are based on variations of EBITDA in the Company's financing documents.
Post has not provided a reconciliation of this forward-looking non-GAAP financial measure due to the difficulty in forecasting and quantifying the amount of the items excluded from EBITDA that will be included in net earnings, the comparable GAAP financial measure.
Brad Harper, Investor Relations, (314) 644-7626, email@example.com
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