B&G Foods Completes Acquisition of Pirate Brands, Including Pirate’s Booty®

  B&G Foods Completes Acquisition of Pirate Brands, Including Pirate’s Booty®

Business Wire

PARSIPPANY, N.J. -- July 8, 2013

B&G Foods, Inc. (NYSE: BGS) announced today that it has completed the
acquisition of Robert’s American Gourmet Food, LLC dba Pirate Brands, a leader
in the all-natural snack foods category, from VMG Partners, Michael Repole,
founder Robert Ehrlich and certain other entities and individuals, for the
previously announced price of $195 million in cash, subject to adjustments
based upon indebtedness, working capital and transaction expenses of the
business at closing. Pirate Brands’ deliciously baked, all-natural, trans fat
free and gluten free snack brands include Pirate’s Booty, Smart Puffs and
OriginalTings. B&GFoods expects the acquisition to be immediately accretive
to earnings per share and free cash flow.

B&G Foods funded the acquisition and will pay related fees and expenses with
the remaining net proceeds of its recently completed senior notes offering and
approximately $40 million of additional revolving credit borrowings under its
credit agreement. B&G Foods amended its credit agreement last week to, among
other things, increase the available borrowing capacity under its revolving
credit facility by $100 million. Following the closing of the acquisition, the
available borrowing capacity under the revolving credit facility is $254.5
million.

About B&G Foods, Inc.

B&G Foods and its subsidiaries manufacture, sell and distribute a diversified
portfolio of high-quality, branded shelf-stable foods across the United
States, Canada and Puerto Rico. Based in Parsippany, NewJersey, B&GFoods’
products are marketed under many recognized brands, including Ac’cent, B&G,
B&M, Baker’sJoy, Brer Rabbit, Cream of Rice, Cream of Wheat, Devonsheer, Don
Pepino, Emeril’s, Grandma’sMolasses, JJFlats, Joan of Arc, Las Palmas, Maple
Grove Farms, Molly McButter, Mrs. Dash, NewYork Style, OldLondon, Ortega,
Polaner, Red Devil, Regina, Sa-són, Sclafani, Sugar Twin, Trappey’s,
TrueNorth, Underwood, Vermont Maid, Wright’s and now, Pirate’s Booty, Smart
Puffs and Original Tings. B&G Foods also sells and distributes two branded
household products, StaticGuard and Kleen Guard.

Forward-Looking Statements

Statements in this press release that are not statements of historical or
current fact constitute “forward-looking statements.” The forward-looking
statements contained in this press release include without limitation
statements related to the expected impact of the acquisition, including
without limitation the expected impact on B&G Foods’ earnings per share growth
and free cash flow. Such forward-looking statements involve known and unknown
risks, uncertainties and other unknown factors that could cause the actual
results of B&G Foods to be materially different from the historical results or
from any future results expressed or implied by such forward-looking
statements. In addition to statements that explicitly describe such risks and
uncertainties readers are urged to consider statements labeled with the terms
“believes,” “belief,” “expects,” “projects,” “intends,” “anticipates” or
“plans” to be uncertain and forward-looking. The forward-looking statements
contained herein are also subject generally to other risks and uncertainties
that are described from time to time in B&GFoods’ filings with the Securities
and Exchange Commission, including under Item 1A, “Risk Factors” in the
Company’s Annual Report on Form 10-K for fiscal 2012 filed on February 26,
2013. B&GFoods undertakes no obligation to publicly update or revise any
forward-looking statement, whether as a result of new information, future
events or otherwise.

Contact:

Investor Relations:
ICR, Inc.
Don Duffy, 866-211-8151
or
Media Relations:
ICR, Inc.
Matt Lindberg, 203-682-8214
 
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