Post Holdings To Buy Premier Nutrition Corp. - Quick Facts

(RTTNews) - Post Holdings, Inc. (POST), a manufacturer, marketer and distributor of branded ready to eat cereals, has agreed to acquire Premier Nutrition Corp. or "PNC". The deal terms call for $180 million in cash to be paid at the time of closing. The company expects completing the all-cash transaction by September 2013, subject to customary closing conditions including the expiration of waiting periods required under antitrust laws and the receipt of necessary third party consents.

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 transaction provides Post a platform in the growing active nutrition and supplements businesses. The PNC business would be managed independently by its experienced management team in Emeryville, California. PNC's current Chief Executive, David Ritterbush, would stay in that role.

On a full year basis, the transaction is likely to contribute about $130 million - $140 million to net sales and around $17 million - $20 million to EBITDA. The acquisition is structured as a reverse subsidiary merger with and into PNC, thereby allowing Post Holdings to assume PNC's net operating loss carryforwards and other tax benefits, which Post expects to be in the range of $22 million - $26 million on a net present value basis.