Specialty foods giantPremium Brands Holdings Corporation, Vancouver, B.C., agreed to purchase all of the assets and operating divisions ofPiller Sausages & Delicatessens Limited, Waterloo, Ont.
Officials described Piller's as one of Canada's leading manufacturers of specialty European deli meats with annual sales of approximately $180 million and over 600 employees. It is owned and operated by the Huber family, which founded it in 1957.
Officials said they expect to complete the purchase in August, subject to closing conditions and clearance for the transaction from the Canadian Competition Bureau.
"This transaction will create a national deli meats platform that will feature two of Canada's most respected deli brands: Grimm's in the west and Piller's in the east," said George Paleologou, Premium Brands president and CEO. "Piller's will be our third major investment in Ontario in the last twelve months and will provide us with state-of-the-art production capabilities, industry leading product research and development expertise and a proven management team that has been able to generate consistent profitable growth for many years.
"We are also very pleased to be welcoming the Huber family to Premium Brands. We have known and respected them for many years and are looking forward to working with them. Their talents will greatly strengthen our management group," said Paleologou.
"We are very excited to be joining the Premium Brands group. Its entrepreneurial culture and focus on quality are a perfect fit for Piller's," said Mr. Willy Huber Jr., CEO of Piller's. "Furthermore, I have no doubt that the combination of our businesses will result in a number of exciting top and bottom line growth opportunities."
Officials said the deal involves $73.7 million in cash and 1,968,750 Premium Brands shares. In addition, it will be increased by up to $10.0 million if Piller's is able to achieve certain profitability targets over the next two years. This additional consideration, if applicable, would be payable 26 months after the closing of the transaction.
The cash portion of the purchase price will be reduced to the extent that Premium Brands assumes any funded debt and will also be subject to adjustment if Piller's net working capital at closing is above or below a defined normalized level.
Premium Brands owns a broad range of leading specialty food manufacturing and differentiated food distribution businesses with operations in British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec as well as the U.S. states of Washington and Nevada. The company said it supplies more than 26,000 customers and its family of brands and businesses include Grimm's, Harvest, McSweeney's, Bread Garden Express, Hygaard, Hempler's, Quality Fast Foods, Gloria's Best of Fresh, Harlan Fairbanks, Creekside Bakehouse, Centennial Foodservice, B&C Foods, Shahir, Duso's Fine Foods, Maximum Seafood, SK Food Group, OvenPride, Hub City Fisheries, Audrey's, Deli Chef and Hamish & Enzo.