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A bettor's guide to 2001 food mergers
Here's a look at what may happen this year
By Lyle Niedens, AgWeek Online
January 15, 2001
 
KANSAS CITY, Kan. -- After a decade of relative calm, large-scale mergers busted out all over the U.S. food industry in 2000. And though the consolidation wave may have crested, 2001 certainly promises more industry realignment.

In 2000, large food companies searching for steadier, sturdier growth finally listened to industry analysts touting the need for consolidation, especially after mergers occurred among several large food retailers in 1999.

None other than billionaire financier Carl Icahn helped open the floodgates. His March takeover threat of Nabisco Holdings, the nation's biggest cookie and cracker marketer, eventually led to the biggest auction of a publicly traded company in U.S. history.

Philip Morris won that auction, recently closing a deal that combines Nabisco with its Kraft Food unit, the nation's largest food company. Philip Morris plans to spin off Kraft with a highly anticipated initial public offering in 2001.

At the same time Nabisco's auction captured Wall Street's imagination, the buyouts of Ben & Jerry's Ice Cream and New Jersey-based Bestfoods by European consumer product giant Unilever really got the food merger ball rolling.

ConAgra's buyout of International Home Foods followed, as did General Mills' pending deal to buy baking giant Pillsbury. As did Kellogg's pending deal to buy Keebler Foods. As did PepsiCo's pending agreement to buy Quaker Oats.

When the dust cleared, the food industry's merger tab for 2000 totaled about $75 billion, and that doesn't include dozens of smaller acquisitions that didn't make CNBC headlines.

Likely deals

But several big U.S. food conglomerates that didn't make it to the altar in 2000 will continue trying to find a partner in 2001. Here's a scorecard for the most likely deals this year, complete with the latest Las Vegas odds against them occurring (or what they should be if Vegas bookies cared one bit about food mergers):

  • H.J. Heinz Co. and Hain Celestial Group: Heinz toyed with Bestfoods as early as September 1999 and briefly considered other big deals in 2000. But the year ended without Bill Johnson, Heinz's charismatic chief executive, securing a large-scale merger. That has disappointed some investors and analysts, but Johnson steadfastly promises Heinz will not miss out on the consolidation trend. Johnson, though, seems to prefer innovative and new-wave products (witness Heinz's recent development of green ketchup for kids and StarKist tuna in a pouch). Consequently, the most logical fit for Heinz is Hain Celestial Group, the nation's biggest marketer of natural and organic food products

    Hain grew considerably larger in 2000 after buying Celestial Seasonings, the nation's biggest maker of herbal teas. Heinz already owns a 20 percent stake in Hain, and the two recently co-developed a new soy milk product. It's only a matter of time before Heinz buys the rest.

    Odds that this deal will occur in 2001: Even.

  • Interstate Bakeries and Bestfoods Baking: Unilever says it will sell the baking unit of Bestfoods, the nation's fourth-biggest wholesale baker. The division boasts premium brands such as Thomas English muffins and Entenmann's cakes and cookies. Interstate, the nation's biggest wholesale baker and maker of Wonder bread and Hostess cakes, desperately wants the Bestfoods unit but is struggling to come up with

    $1.5 billion to $2 billion to pay for it. Interstate will find the money somewhere, though, because its future depends on acquiring some products with growing revenue.

    Odds Interstate will buy Bestfoods Baking with a partner: 3-to-1.

    Odds Interstate will buy Bestfoods Baking by itself: 50-to-1.

  • ConAgra and Vlasic International: Vlasic's once-proud brands have hit bottom since Campbell Soup's ill-advised 1998 spinoff of Vlasic. Teetering toward bankruptcy, Vlasic's board must sell the company by Feb. 28 or get another waiver from its bank lenders, according to a recent filing the company made with the Securities and Exchange Commission. Vlasic's value has plummeted so badly that many potential suitors now view the company as broken beyond repair. But ConAgra may take a whirl at it for a couple of reasons.

    ConAgra bought International Home Foods, maker of Chef Boyardee pasta products, to strengthen its "center-of-the-store" food offerings, and owning Vlasic pickles, still the nation's leading brand, would fit that strategy.

    In addition, Vlasic owns Swanson, the TV-dinner maker. ConAgra also is a significant player in the frozen food category, and Swanson's biggest plant is located in Omaha, Neb., home of ConAgra's headquarters.

    Vlasic says in its recent SEC filing it is continuing discussions with at least one potential buyer for at least some of its assets. We soon may find out whether that buyer is ConAgra.

    Odds ConAgra will buy part of Vlasic: 4-to-1.

    Odds ConAgra will buy all of Vlasic: 8-to-1.

  • ConAgra And Michael Foods: Gregg Ostrander, a former ConAgra executive, is chief executive of Michael Foods. That has fed repeated speculation that ConAgra eventually will buy the Minneapolis-based maker of dairy and processed egg products. If so, why hasn't it happened yet? 

    Odds ConAgra will buy Michael Foods: 30-to-1.

Other potential deals

Outside of those potential deals, Ralston Purina, the biggest U.S pet food maker, and spicemaker McCormick Seasonings loom as the most sought-after food companies in 2001. Both have market-leading brands in solid growth segments and market values of less than $10 billion.

Put McCormick's merger odds at 15-to-1 (with conglomerates such as Kraft, General Mills and ConAgra as possible buyers) and Ralston's at 25-to-1.

Conversely, don't expect any mergers for Hershey Foods or Campbell Soup.

Hershey's Trust and complicated Kit Kat-brand candy bar license with Nestle would present a problem for any buyers, analysts say. 2001 merger odds: 500-to-1.

Meanwhile, Campbell's lethargic board and shareholder base dominated by two descendants of John Dorrance, the inventor of condensed soup, will remain reluctant merger players.

The company promised nine months ago it would find a new chief executive to replace Dale Morrison by the end of the year. But interim CEO David Johnson remains at the helm. Even if a solid deal arose for Campbell, it's doubtful the company's board would react quickly enough. 2001 merger odds: 250-to-1.

Of course, the odds that all these odds will look -- well, odd -- by the end of 2001 are extremely good.

But by then, it'll be time to for me forecast 2002. As with everything else in the world of business and high finance, it's simply a matter of staying ahead of the game.