Barry Callebaut Buys Petra Foods’ Cocoa Unit

Barry Callebaut AG, the largest maker of bulk chocolate, agreed to buy Singapore-based Petra Foods Ltd. (PETRA)’s cocoa-ingredients unit for $950 million to expand processing capacity and boost sales in Asia.

The deal will make Barry Callebaut the world’s biggest cocoa processor as it gains seven factories in countries including Indonesia, Malaysia and Thailand, with combined annual grinding capacity of 405,000 metric tons, the Zurich-based company said today in a statement. The purchase is expected to be completed in mid-2013.

Buying the unit, which already supplies Barry Callebaut, will boost sales in Asia and Latin America by 65 percent, according to the company, as demand for chocolate grows. The acquisition would be the Swiss company’s biggest, according to data compiled by Bloomberg, and follows plans announced this year to build a $16 million chocolate factory in Turkey and expand chocolate molding capacity in North America.

“Barry Callebaut is securing a No. 1 position in the fast-growing emerging markets, however at a high price,” Jean-Philippe Bertschy, an analyst at Bank Vontobel, wrote in a research note. The “key challenge will be to restore Petra’s profitability.”

Petra Jumps

Petra jumped 20 percent to close at S$3.31 in Singapore. The shares have surged 79 percent this year, valuing the food manufacturer at S$2.02 billion ($1.7 billion). Barry Callebaut declined as much as 2.9 percent to 914 Swiss francs and was trading down 2.4 percent at 1:03 p.m. in Zurich.

Photographer: Roman Denisov/Bloomberg

Petra Foods will enter into an agreement to buy cocoa ingredients from Barry Callebaut after the sale. Close

Petra Foods will enter into an agreement to buy cocoa ingredients from Barry Callebaut after the sale.

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Photographer: Roman Denisov/Bloomberg

Petra Foods will enter into an agreement to buy cocoa ingredients from Barry Callebaut after the sale.

The enterprise value of the deal is 14.4 times the business’s earnings before interest, taxation, depreciation and amortization, according to Vontobel’s Bertschy.

The purchase will be funded initially through bank loans that will be replaced by a combination of equity and debt sales within 12 months, Barry Callebaut said. Executives at the company said on a conference call today that Barry Callebaut will become the largest buyer of cocoa beans with the takeover.

“This significant transaction will allow us to continue our expansion strategy in all regions and capture additional opportunities through outsourcing and partnership agreements,” Chairman Andreas Jacobs said in the statement.

Credit Suisse Group AG is advising Barry Callebaut on the transaction and Lazard Asia Ltd. is financial adviser to Petra Foods, the companies said in separate statements.

New Focus

Petra Foods “will focus on strengthening and expanding its branded consumer business in the fast-growing regional economies” after it sells the division, which supplies Nestle SA (NESN) and Mars Inc., the Singapore company said today.

The proceeds will be used to reduce debt, with the balance of about $300 million available for investment it its consumer business and possible distribution to shareholders, it said.

The business generated 75 percent of Petra Foods sales and 51 percent of earnings before interest, tax, depreciation and amortization last year, according to data compiled by Bloomberg. The company will enter into an agreement with Barry Callebaut to buy cocoa ingredients after the sale, it said. The unit had a book value of $784 million as of Sept. 30, according to the Swiss company.

Cocoa demand will exceed production by 101,000 metric tons this season, Macquarie Group Ltd. estimated in September. Rabobank International predicts a 122,000-ton shortfall. Global output will drop 2.9 percent to 3.85 million tons, led by smaller harvests in Ivory Coast, Ghana, Indonesia and Nigeria, Macquarie said. The four nations produce 74 percent of the world’s beans.

Cocoa Prices

Cocoa processing will rise by 3.4 percent in 2012-13 as demand outstrips supply by 83,000 metric tons, according to Rabobank. Prices will average 1,650 pounds ($2,659) a ton in London in the first quarter next year and 1,625 pounds a ton in the following three months, the bank estimates.

Cocoa has climbed 13 percent on ICE Futures U.S. in New York this year, partly on speculation dry weather in West Africa, which accounts for about 70 percent of the world’s supplies, would damage crops in 2012-13.

To contact the reporters on this story: Michelle Yun in Hong Kong at myun11@bloomberg.net; Dermot Doherty in Geneva at ddoherty9@bloomberg.net

To contact the editors responsible for this story: Andrew Hobbs at ahobbs4@bloomberg.net; Jason Rogers at jrogers73@bloomberg.net

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