Understand Changes - AgriCapital

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Agribusiness: 21st century geopolitical driver. The critical need to double global food production by the year 2050 has been forcing change in every aspect of agribusiness, and all indications are that change will be accelerating. Technology to improve productivity and transportation, globalization of production and markets, and consumer choices that resonate all the way up the food chain are just a few of the factors influencing the need for more capital and different business models throughout agribusiness.

AgriCapital has been a part of the agribusiness industry for 28 years, employs experts and advisers in virtually every sector of agribusiness, and has been acutely aware of ongoing changes in the broad industry and in particular segments with unique challenges. Our agribusiness market intelligence has granularity unrivaled in the investment banking field. This intelligence has illuminated the industry changes which have been catalysts for virtually all of our assignments and the jumping-off point for our services.

AgriCapital’s market intelligence facilitates its ability to assist clients in finding and implementing customized solutions quickly. When we undertake a new assignment, we begin with a complete study of the client’s business and needs. In contrast with non-specialized investment banking firms, we often have a significant head start based on our prior work in the industry, our knowledge of the competitive climate, and our regular contact with industry players. We then identify and evaluate the available options and work with the client to put in place a customized plan to accomplish the client’s objectives. Selected examples of actual solutions and what it took to achieve them demonstrate both our capabilities and our culture.

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INTELLIGENT

Divesting two businesses

A major Dutch international seed company wanted to divest its vegetable seed businesses, one in California and the other in The Netherlands, in order to concentrate on its agronomic seed businesses. Our market intelligence was the primary factor in our selection for this project, which was successfully completed with the sale of one business to its management and of the other division to another large international company.

ADEPT

Completing a complex, multi-faceted recapitalization for a private company

An agricultural equipment company was experiencing financial problems and lost the support of its bank. We were able to find a new lender and new mezzanine capital to restructure it financially. The company was then able to buy a competitor to enlarge its business to a more economically viable size, and we assisted in that purchase.

ANALYTICAL

Finding a buyer for a business unit of a multinational, pharmaceutical company

A major European pharmaceutical company wanted to sell a non-strategic pesticide and plastics- related business. We studied the business, conducted a thorough analysis and assisted in its sale to a publicly traded, U.S.-based company.

COMPETENT

Securing debt financing

A US-based agribusiness retained us to secure a revolving debt facility for its European operations. We packaged the necessary information on the subsidiary and facilitated the discussions and proposals with a select group of agribusiness-focused commercial lenders.

COMPREHENSIVE

Implementing an acquisition strategy for a private equity group

We were retained by a New York-based private equity firm to source bolt-on acquisitions for its ag-based, industrial products portfolio company. The successful, exhaustive search was global in nature.

CREATIVE

Restructuring and recapitalizing a private company in transition

A private, national, seed corn production and marketing company wanted to restructure its business after the termination of a marketing agreement with a larger company.We studied the company and developed a model to project its financial affairs under various scenarios and with different capitalizations.

Working with the client, we then developed a recapitalization strategy.We implemented it by arranging a term loan with an international bank and an Industrial Revenue Bond financing for a research facility. Later, when the client’s growth required still more capital, we arranged an equity transaction with an international chemical company. Our client was later sold to that company, and we acted as advisors in the transaction.

DILIGENT

Representing a European publicly traded company sell a business

We were retained by an AIM-listed public company to divest a specialty chemical and horticultural division. We conducted a global search for buyers and eventually sold the majority of assets to a US-based company.

EXHAUSTIVE

Representing a technology company in the sale of a business

A NASDAQ-listed company involved in animal identification products and implantable RFID devices for pets was sold through a competitive auction process, which we conducted. When the buyer decided several years later to take a different strategic direction, it hired us to represent it in the sale of the majority of its assets to a competitor.

EXPERT

Rapidly executing a sale mandate

We were hired by a human biotech company to evaluate quickly the best course of action for its animal health and nutrition subsidiary, because a strategic investment in the parent company restricted funding of non-human activities. A prompt sale of the company resulted. The client chose us for our domain knowledge of animal nutrition and our ability to begin the marketing process faster than any other investment bank.

FACILE

Arranging a cross-border sale of assets

A major French seed company wanted to sell a flower seed production subsidiary in Costa Rica. We prepared a memorandum describing the subsidiary and its business attributes. After surveying the world market, we located a major Japanese company that was interested in purchasing the assets of the subsidiary in order to diversify its international production operation.We assisted in negotiations between the French company and the Japanese company and helped to bring the transaction to a successful conclusion.

FLEXIBLE

Handling a multi-faceted reorganization

A public, agricultural biotechnology company in the U.S. wanted to reorganize its seed operations. We helped it acquire the cottonseed research program of another company, providing an analysis of the business, a valuation, and negotiating expertise. Later, we studied the client’s seed corn business, prepared an offering memorandum on it, located a buyer, and assisted in the negotiations that led to a sale.We also found a joint venture partner for the company’s alfalfa seed division.

GLOBAL

Selling assets for an Australian company

A company based in Sydney, Australia, was engaged in a restructuring of its business. Despite our New York location, we were selected to assist in the sale of some of its assets because of our market intelligence and wide-ranging contacts. Buyers were found in two different countries, with the distribution assets being sold to an Australian company and the research and breeding assets to a Dutch company.

INDEPENDENT

Providing a fairness opinion for a public company

A NASDAQ-listed company required a fairness opinion in conjunction with a stock-for-stock merger transaction.We analyzed the business, undertook a valuation, and provided independent, expert confirmation that the agreed-upon price was reasonable to the seller.

INFORMED

Finding a buyer for a business without a succession plan

A feed company with no family succession plan was prompted by industry consolidation to sell its dairy feed manufacturing business.We studied the business and prepared an offering memorandum, which we used to help generate a variety of potential international buyers in the animal nutrition industry. The company was sold through a competitive auction process to the highest bidder, utilizing the most tax favorable structure to the seller.

INSPIRED

Arranging a strategic alliance for grain marketing and export

A large Midwestern cooperative was looking for ways to market grain from a new unit-train loading facility. An existing client, a major global grain-trading company was seeking to originate grain to fill a northwestern grain export facility. We introduced the parties, and they entered into a mutually beneficial marketing agreement for global distribution of grain.

INTERNATIONAL

Finding an overseas investor for a U.S. company

A regional, cooperative seed company had successfully grown from a local to a regional company and wanted to expand nationally.We advised the owners that changing from a cooperative to a standard corporate structure would facilitate the access to equity capital, and the owners concurred.We located an international company that was interested in joint ownership with Americans of a U.S. company. It bought a fifty percent interest in our client, thereby providing the capital needed for our client’s growth.

KNOWLEDGEABLE

Finding a buyer for a business unit of a multinational, pharmaceutical company

A major European pharmaceutical company wanted to sell a non-strategic animal health and pet products business unit.We studied the business, developed an offering memorandum and assisted in its sale to a U.S. company. Our client chose us because of our ability to market the property beyond traditional animal-health buyers.

METHODICAL

Representing a seller in bankruptcy

A large farmers’ cooperative with financial difficulties needed to sell its fertilizer and crop inputs division to get on sounder financial footing. The accounting systems were complex, and it was difficult to establish value and a coherent offering memorandum for the divisions. While we were working on the assignment, the cooperative filed for bankruptcy. The trustee then retained us to continue with our assignment, ultimately selling the business to another major cooperative.

PERSEVERING

Finding a buyer for a subsidiary of an industrial conglomerate

A U.S.-based industrial conglomerate retained us to advise on the divestiture of its biological pesticides-based crop protection business. We advised our client through a long diligence process, eventually selling the business to a Japanese-based trading company.

PRODUCTIVE

Representing a financial investor selling a majority ownership interest

We advised a private investor looking at alternatives for his investment in a vegetable-distribution business, including selling all or part of the company. We identified another investor, which allowed our client to realize some of his investment while at the same time expanding the distribution reach of the business.

RELIABLE

Finding a buyer for a multi-generational family company

A manufacturer and marketer of agricultural equipment was owned by a large group of thirdand fourth-generation family members with varying financial and personal requirements. As a neutral and knowledgeable outside party, we were able to get all the owners on the same page. We then conducted an international, focused. competitive auction process, finding a Europeanbased buyer. Finally, we assisted in closing the deal, which involved complex contract negotiations.

REPUTABLE

Assisting a multinational acquire six regional companies

A major U.S. crop sciences company decided to widen its marketing access to the domestic market by acquiring several independent seed companies. Our experience and reputation with the independently owned companies enabled us to develop and implement a strategic acquisition plan.We assisted in targeting a selected number of companies and established lines of communication between our client and those companies.We assisted in valuing the target companies and in negotiating and closing the transactions.

SAVVY

Finding growth capital

An agricultural finance company had outgrown its capital base in going from start-up to over $21 million in revenues in just five years.We surveyed the equity market and found a New York-based investor to provide the needed money. A year later, the client was able to go public.

STRATEGIC

Developing a valuation and strategic plan for a closely held company

We provided a business valuation and identified alternatives for the owners of an animal vaccine company. One alternative involved preparations that would maximize the value of the company whenever the owners decide to realize their investment.

THOROUGH

Representing a private equity group in exiting a portfolio investment

After a normal investment period, we were hired by a private equity firm to help it exit its investment in a navigation and control systems company.We conducted a competitive auction process focused on the logical navigation and technology companies, and the business was eventually sold to a Canadian company.

TRUSTWORTHY

Representing entrepreneurs in a sale transaction

Two entrepreneurs who had grown a highly technical, animal genomics, analytical laboratory business to the point where it needed to expand beyond its capital and geographic limitations, retained us to advise them on the sale. After a comprehensive global marketing process, the company was sold to a NASDAQ-listed company. Since its acquisition, the business has grown and become an important revenue-driver for the buyer.

VERSATILE

Sale of a distressed business

We were hired by a multinational, Japanese trading company to sell a financially distressed and non-core business. We were able to work through numerous, complex, working capital, legal and antitrust issues and find a suitable buyer.

WIDE-RANGING

Divesting a business unit of a multinational animal health company

A European multinational, animal health company wanted to divest a non-core animal health and pet products business unit.We assisted in identifying the profit and cost structure attributable to the business unit being divested, conducted a comprehensive buyer search and assisted with negotiating the letter of intent. Our reach beyond the traditional animal health buyers was the primary reason we were hired.

WORLDWIDE

Selling the Brazilian subsidiary of a European joint venture

A specialty crop and horticultural joint venture entity wanted to raise cash to reduce its debt while in the technology development phase of its operations.We studied the operations and identified a Brazilian subsidiary as the most saleable of the assets.We located an American buyer and assisted in the completion of the transaction.