Tate & Lyle entered into an agreement to sell a controlling stake in a new company and its subsidiaries (“NewCo”), comprising its Primary Products business in North America and Latin America and its interests in the Almidones Mexicanos S.A de C.V (“Almex”) and DuPont Tate & Lyle Bio-Products Company, LLC (“Bio-PDO”) joint ventures, to KPS Capital Partners, LP (“KPS”) (the “Proposed Transaction”). Tate & Lyle and KPS will each own 50% of NewCo with KPS having Board and operational control.
Creates two standalone businesses – Tate & Lyle and NewCo – each positioned to focus on their respective strategies and capital allocation priorities:
• Tate & Lyle – A leading global food and beverage solutions business focused on faster growing speciality markets.
• NewCo – A leader in plant-based products for the food and industrial markets.
Values the whole of NewCo at an enterprise value of approximately US$1.7bn (c.£1.2bn), equivalent to a multiple of 5.1x EBITDA for the year ended 31 March 2021.
Tate & Lyle expects to receive gross cash proceeds of approximately US$1.3bn (c.£0.9bn), resulting in net cash proceeds of approximately US$1.2bn (c.£0.9bn) after customary adjustments and transaction costs.
Following completion, the board intends that approximately £0.5bn (US$0.7bn) be returned to Tate & Lyle’s shareholders by way of a special dividend and associated share consolidation. The balance will be retained to strengthen Tate & Lyle’s balance sheet, provide flexibility to invest to accelerate growth and for potential tax arising as a result of the Proposed Transaction.
20-year long-term agreements have been established between Tate & Lyle and NewCo to provide supply security and economic protection over the Food & Beverage Solutions’ (“FBS”) products made in NewCo’s facilities, and to ensure continued alignment of objectives between the two companies. 75% of Tate & Lyle’s revenue in the year ended 31 March 2021 was generated from manufacturing facilities that will remain under its own control.
It is expected that NewCo will generate significant and steady free cash flow with the ability to pay meaningful dividends over time to Tate & Lyle and KPS. Tate & Lyle will also benefit from potential value upside from retaining a substantial equity stake in NewCo.
Completion is expected in the first quarter of the 2022 calendar year subject to approval by Tate & Lyle’s shareholders, anti-trust clearances, completion of a reorganisation and IT separation and other customary conditions. A circular to shareholders will be posted and the General Meeting will be scheduled in due course.
STRATEGIC RATIONALE FOR TATE & LYLE – FOCUS ON ACCELERATING GROWTH
Transformational move re-positions Tate & Lyle as a global food and beverage solutions business focused on faster growing speciality markets, with opportunity to:
• Benefit from growing global consumer demand for healthier food and drink, accelerated by the global pandemic.
• Build on FBS’ strong track record of growth over the last three years through a step-up in R&D investment to accelerate innovation.
• Increase focus on solutions development to support and strengthen customer relationships.:
Strengthens Tate & Lyle’s attractiveness as a partner to other speciality ingredients businesses.:
Substantially reduces exposure to commodities markets and bulk ingredients in North America.:
Strengthens Tate & Lyle’s balance sheet and creates a platform to re-focus capital towards delivering stronger organic and inorganic growth.:
Strategic re-positioning supports ambition for five years following completion:
• Organic revenue growth of mid single-digit percent per annum
• Operating margin expansion of at least 50 to 100 basis points per annum
• Organic return on capital employed improvement of 50 basis points per annum on average.
NewCo will comprise Tate & Lyle’s Primary Products business in North America and Latin America consisting of the following operations:
Corn wet mills in the US in Decatur, Ill., Lafayette, Ind. and Loudon, Tenn.
Acidulants plants in Dayton, Ohio, Duluth, Minn. (both US) and Santa Rosa, Brazil.
50% shareholdings in two joint ventures – Almex in Guadalajara, Mexico and Bio-PDO, in Loudon, Tenn.
Grain elevator network and bulk transfer stations in North America.
Primary Products’ European operations, which in aggregate represented approximately 5% of Primary Products revenue in the year ended 31 March 2021, are not included in NewCo and will remain with Tate & Lyle.