Hostess Brands, Inc. acquired by The J. M. Smucker Company

Basis

• USD 5.6bn enterprise value is treated as publicly disclosed or derived directly from public source data.
• Valuation covers 100% of the target; the amount invested or paid for a stake is separate.
• Implied EV / revenue is 3.9x, calculated from USD 5.6bn value and USD 1.4bn revenue.
• Revenue and multiple inputs are not fully disclosed in public transaction materials reviewed; treat the multiple as an estimate.
• The announced enterprise value was approximately USD 5,600,000,000, including approximately USD 900,000,000 of Hostess net debt. Consideration was $30.00 cash plus 0.03002 Smucker common shares per Hostess share; the announced $34.25 per-share value used Smucker’s September 8, 2023 closing share price and is not aggregate consideration. Hostess management’s supplied fiscal-year 2023 projections were USD 1,423,000,000 net revenue and USD 325,000,000 adjusted EBITDA. The announcement reported 17.2x based on estimated full-year 2023 adjusted EBITDA and 13.2x including anticipated run-rate synergies of USD 100,000,000; the latter is synergy-adjusted and is not the canonical EBITDA multiple. Approximately USD 1,500,000,000 annual net sales is separately stated without a specified fiscal period. Synergies were anticipated to be half realized in fiscal 2025, with the full annualized amount in fiscal 2026. USD 5,600,000,000 approximate enterprise value divided by USD 1,423,000,000 projected fiscal-year 2023 net revenue is approximately 3.9x. The 17.2x adjusted EBITDA multiple is reported by the acquirer. Hostess management fiscal-year 2023 projections state USD 1,423,000,000 net revenue and USD 325,000,000 adjusted EBITDA. The acquisition announcement reports the 17.2x estimated full-year 2023 adjusted EBITDA multiple; 13.2x includes anticipated run-rate synergies and is excluded from canonical multiples.