ATCHISON, Kan. — MGP Ingredients, Inc. leading supplier of premium distilled spirits and specialty wheat proteins and starches, today announced a definitive agreement to acquire Luxco, Inc., and its affiliated companies (“Luxco”).
Luxco is a leading branded beverage alcohol company across various categories, with a more than 60-year business heritage. For the unaudited twelve-month period ended October 31, 2020, The company generated approximate net revenues of $202 million and a 9-liter case volume of 4.8 million.
Luxco provides an established platform of extensive operational capabilities and a comprehensive national sales footprint with an attractive portfolio of brands including Ezra Brooks® Bourbon Whiskey, Daviess County® Straight Bourbon Whiskey, Yellowstone® Bourbon Whiskey, El Mayor® Tequila, and Everclear®.
This transaction will immediately increase MGP’s scale and market position in the branded-spirits sector and strengthen its platform for the future growth of higher value-added products. Importantly, the transaction is expected to improve MGP’s gross margin and cash flow generation profile, and management expects EPS to be low to middle single-digit percentage accretive in the first full year following its close, excluding one-time transaction expenses.
DEAL REPRESENTS AN ENTERPRISE VALUE OF $475 MILLION COMPRISED OF EQUAL PARTS CASH AND STOCK
- Consistent with MGP’s strategy of shifting into higher value-added products
- Luxco represents a unique and attractive national spirits platform
- Materially increases MGP’s scale in the branded-spirits sector and establishes an additional platform for future growth
- Financially attractive and significantly diversifies the MGP business
Under the terms of the agreement, Luxco shareholders will receive aggregate cash consideration of $238 million, subject to customary adjustments for working capital, net indebtedness, and transaction expenses. They will also receive 5.0 million shares of MGP common stock, valued at approximately $238 million based on a 20-day volume-weighted average price as of January 11, 2021. Luxco shareholders will have the right, subject to certain conditions, to nominate up to two of the Company’s nine Board directors with Donn Lux being designated as the Luxco shareholders’ first director following the closing of the transaction.
The cash portion of the purchase price, plus transaction-related expenses, will be financed by borrowings under MGP’s existing revolving credit facility. The transaction is anticipated to be completed during the first half of 2021, subject to regulatory approvals and customary closing conditions.
Nomura Securities International, Inc. acted as exclusive financial adviser to MGP in this transaction. Stinson LLP acted as MGP’s legal counsel. Perella Weinberg Partners acted as exclusive financial adviser to Luxco, and Bryan Cave Leighton Paisner LLP acted as Luxco’s legal counsel.
Luxco remains locally owned and operated by the Lux family. Lux Row Distillers brings the family’s legacy to the heart of Bourbon Country in Bardstown, Kentucky, and is now the home of Luxco’s bourbon portfolio, including Ezra Brooks, Rebel, Blood Oath, David Nicholson and Daviess County.