Post Holdings, Inc.’s $1.5 Billion Acquisition of Bob Evans Farms, Inc.

UBS Investment Bank, Barclays, Goldman Sachs and Bank of America Merrill Lynch are acting as financial advisors to Post. J.P. Morgan Securities LLC acted as exclusive financial advisor to Bob Evans and provided a fairness opinion to its Board of Directors. Bass, Berry & Sims advised Bob Evans Farms, Inc. on the transaction

Post Holdings, Inc. (NYSE:POST) (“Post”) and Bob Evans Farms, Inc. (NASDAQ:BOBE) (“Bob Evans”) today announced that they have entered into a definitive agreement in which Post will acquire Bob Evans for $77.00 per share. The highly complementary combination will significantly strengthen Post’s portfolio of brands, expand choices for customers and increase Post’s presence in higher growth categories of the packaged food market.

Founded in 1948, Bob Evans is a leading producer and distributor of refrigerated potato, pasta and vegetable-based side dishes, pork sausage, and a variety of refrigerated and frozen convenience food items under the Bob Evans, Owens, Country Creek and Pineland Farms brands. Bob Evans also has a growing foodservice business, representing approximately 35% of volume. The foodservice business sells a range of products, including sausage, sausage gravy, breakfast sandwiches and side dishes, which are made to match individual customer specifications.

The addition of Bob Evans’ highly complementary portfolio of brands and products will meaningfully enhance Post’s refrigerated side dish offering, provide Post with a presence in breakfast sausage and will immediately provide Post with a leading position in the higher growth perimeter of the store. The combination with Bob Evans will also strengthen Post’s presence in commercial foodservice, create opportunities for future growth and enhance Post’s position as one of North America’s largest packaged food companies.

The transaction, which was approved by the Boards of Directors of both companies, is expected to be completed in the first calendar quarter of 2018, Post’s second quarter of fiscal year 2018, subject to customary closing conditions including the expiration of waiting periods under U.S. antitrust laws and approval of Bob Evans’ stockholders.

Bass, Berry & Sims advised Bob Evans Farms, Inc. with a team including Scott W. Bell, J. Page Davidson (Picture), R. Todd Ervin, Curtis L. Fisher, Jeff H. Gibson, Michael E. Hill, Ellen Hunter, Tyler Huseman, Ashleigh Karnell, William J. Kent, Eric J. Knox, D. Mark Sheets and Lucas Ross Smith.

 

Involved fees earner: Scott Bell – Bass Berry & Sims; Page Davidson – Bass Berry & Sims; Michael Hill – Bass Berry & Sims; Ellen Hunter – Bass Berry & Sims; Tyler Huseman – Bass Berry & Sims; William Kent – Bass Berry & Sims; Eric Knox – Bass Berry & Sims; Todd Ervin – Bass Berry & Sims; Curtis Fisher – Bass Berry & Sims; Jeff Gibson – Bass Berry & Sims; Ashleigh Karnell – Bass Berry & Sims; Mark Sheets – Bass Berry & Sims; Lucas Ross Smith – Bass Berry & Sims;

Law Firms: Bass Berry & Sims;

Clients: Bob Evans Farms, Inc.;