Pinguin Gets Greener and Leaner After Lutosa Carve-out, As Belgian-based Company Changes Name to Greenyard Foods

Pinguin NV, which will become Greenyard Foods as of September 1, in June signed an agreement with the Union Fermière Morbihannaise SCA (UFM) with respect to the acquisition of four real estate companies, currently held 90% by UFM and 10% by Pinguin NV (Greenyard Foods). All of this property has been leased since 2011 by the Pinguin Group, which conducts a part of its activities there.
After this transaction, the rebranded Greenyard Foods, which produces and markets a wide range of frozen and canned vegetables, fruits, herbs and frozen vegetable-based culinary preparations, will own all of the shares of the companies D’Aucy Polska in Poland and Bajaj Hutoipari in Hungary and will own the majority of the shares of the companies Vallée de la Lys SAS and Moréac Surgelés SAS in France. (UFM retains 34% of its shareholding). The transaction includes four production sites in Poland, two sites in Hungary and two sites in France.

In addition, the further collaboration between UFM and Greenyard Foods in agronomy, supply of vegetables in its growing areas and the commercialization of the D’Aucy brand for deep frozen vegetables are strengthened, according to the company.

The parties agreed that the enterprise value to be paid by Pinguin NV (Greenyard Foods) amounts to €45 million based upon the figures as of March 31, 2013. It is expected that the transaction will be fully completed by the August 31, 2013. Pinguin NV (Greenyard Foods) will then provide additional information about the impact of the transaction on the balance sheet of the Group.

Hence Greenyard Foods continues its strategy to acquire its production facilities where possible and desirable. This allows the company to optimize the investments per production unit and the whole of its production facilities and to accelerate its efficiency improvements. The acquisition of the production facilities is also important to strengthen the vertical integration in the most important growing areas of vegetables in Europe. In addition, these purchases will have a positive impact on the cash flows by the removal of the lease costs.

Meanwhile, consolidated sales (continued and discontinued operations) as of June 30, 2013, which include the sales of the Lutosa Group potato division for a period of two months, are detailed below. The Lutosa Group is now a discontinued operation as it was acquired by McCain Foods on May 31, 2013. However the comparative figures as per June 30, 2012, include the effect of this division for a period of three months.

For the three months to June 30, 2013, the Greenyard Foods Group recorded consolidated sales (continued operations) of €149.1 million, which represents an increase of 2.4% compared to the same period during the previous year.
The frozen vegetable division recorded a sales increase of 2.3%, which can be mainly explained by the increased sales volumes (+3.2%).

In the canning division there was a growth of sales of 2.7%, which can be mainly explained by the combined effect of increased sales volumes (+3.1%) and sales prices (+0.6%).
The potato division was only included in consolidation for a period of two months during this accounting year, during which sales amounted to €51.4 million.

For the three months to June 30, 2013, Greenyard Foods Group recorded consolidated sales (continued and discontinued operations) of €200.6 million, which represented a decrease of 4.6% compared to the same period last year.

The Group announced that the previously communicated purchase of the leased production site in Boston, United Kingdom, from GW Padley Vegetables Limited, in the context of the company's strategy to obtain control over its production facilities, was completed successfully. The purchase price, consisting mainly of the land and buildings, amounted to £4.6 million.

Furthermore, the Group announced that on July 18 shareholders approved the capital reduction amounting to €2.4 per share.