Daily News: May 14, 2012

GE Capital Inks Financing for Landec’s GreenLine Foods Acquisition

Landec Corporation, a company that develops and markets patented products for food, agricultural and biomedical applications, announced that its wholly owned food subsidiary, Apio, Inc., has acquired GreenLine Foods, Inc. from The Riverside Company, a global private equity firm.

GreenLine Foods, headquartered in Perrysburg, OH, is the processor and marketer of value-added, fresh-cut green beans in North America. The acquisition is expected to be immediately accretive to Landec. For Landec’s upcoming fiscal year 2013 beginning May 28, 2012, GreenLine’s revenues are projected to be approximately $95 million to $100 million and EBITDA is estimated to be between $10 million to $11 million.

The acquisition of GreenLine combines two leading brands in the fresh-cut produce market, the Apio Eat Smart(R) brand and the GreenLine(R) brand, resulting in combined market presence in approximately 80% of North American retail grocery store sites, supported by GreenLine’s strategic and extensive East Coast processing and distribution facilities. GreenLine’s primary production facilities are located in Bowling Green, Ohio and Hanover, Pennsylvania. Additional production facilities are located in Vero Beach, Florida and Pico Rivera, California with distribution centers in Chester, New York and Rock Hill, South Carolina. The addition of GreenLine’s significant footprint on the East Coast and dedicated fleet of privately operated trucks complements and strengthens Apio’s California base of operations.

Under the agreement with Riverside, Apio acquired all of the outstanding equity interests of GreenLine for $63.0 million in cash with no assumed debt. The agreement also includes future earn-out potential for Riverside of up to $7 million based on GreenLine achieving certain financial targets during calendar year 2012.

In conjunction with the acquisition, Apio obtained $31.8 million in term financing secured by Apio’s and GreenLine’s fixed assets. In addition, Apio entered into a five-year, $25 million working capital line, with an interest rate of LIBOR plus 2%, based on the combination of Apio and GreenLine accounts receivable and eligible inventory balances. The term debt is comprised of a $12.7 million equipment loan, which matures in seven years with a fixed interest rate of 4.37% and a $19.1 million real estate loan that matures in ten years with a fixed interest rate of 4.02%. Both the term financing and the working capital line are being financed by GE Capital.

For the fiscal year ending May 27, 2012, Landec will record approximately $800,000 of acquisition related expenses. In addition, the company will record approximately $1 million of loan origination fees, which will be amortized over approximately seven years.

Harris Williams & Co. was the exclusive advisor to Riverside and GreenLine.