Fortune Brands, Inc. (NYSE:FO) today announced a definitive agreement
for the sale of its Acushnet Company golf business, featuring the iconic
Titleist and FootJoy brands, to a group led by Fila Korea Ltd., the
owner of the Fila brand globally, and Mirae Asset Private Equity, the
largest private equity firm in Korea. The purchase price is $1.225
billion in cash. Fortune Brands estimates it will realize net proceeds
of approximately $1.1 billion after taxes and expenses.
Acushnet is the leading and most profitable golf equipment company in
the world. Titleist is the #1 ball in golf and a leader in
high-performance golf clubs. FootJoy is the #1 shoe and glove in golf
and a leader in performance outerwear. Net sales exceeded $1.2 billion
in 2010, with nearly half of revenues generated in markets outside the
United States. Operating income before charges was $80 million in 2010,
and operating income on a GAAP basis was $89 million.
Established in Italy in 1911, Fila is a leading sport and leisure
footwear and apparel brand that is distributed worldwide. The group led
by Fila Korea and Mirae also includes the National Pension Service of
Korea, the fourth largest pension fund in the world, and Korea
Development Bank, Korea’s largest government-owned bank.
"This transaction is a very important milestone as we execute our
proposed plan to separate our three strong businesses for the purpose of
maximizing long-term value for our shareholders,” said Bruce Carbonari,
chairman and chief executive officer of Fortune Brands. "Not
surprisingly, the sale process for Acushnet generated broad interest
from a range of prospective buyers and resulted in this agreement that
reflects the superior performance and prospects of the business. The
proceeds from this sale will strengthen Fortune Brands’ balance sheet
and support strong capital structures for both Beam and Fortune Brands
Home & Security as they look to the prospect of competing as independent
companies later this year.
"At the same time, we believe Fila Korea and Mirae will enable the
outstanding team at Acushnet to continue pursuing the strategies that
have made it the preeminent company in golf, including delivering
advanced-technology new products and driving strong growth across Asia,”
Carbonari continued. "We are grateful to all the associates at Acushnet
who have built an industry leader and contributed to Fortune Brands’
success for so many years. I have no doubt they will take Titleist and
FootJoy to even greater heights in the future.”
According to Gene Yoon, chairman and chief executive officer of Fila
Korea, Ltd., "The acquisition of Acushnet transforms our platform with a
stable of premiere world class brands. We are equally excited to embrace
Acushnet’s exceptional management team led by Wally Uihlein. With our
extensive knowledge and reach in Asia, we believe that the Acushnet
brands have incredible new opportunity for growth in the emerging
markets in Asia.”
"We are very impressed with what Acushnet management and employees have
accomplished so far. We will fully support the company to remain focused
on its core golf expertise and continue driving the growth of the
industry,” said JH Ryu, the CEO of Mirae Asset Private Equity.
Fortune Brands initiated a sale process for Acushnet after announcing in
December that it proposed to separate its businesses following a
strategic review process conducted by the Board and management. The sale
has been approved by the Fortune Brands Board of Directors as well as
the Boards of Fila Korea and Mirae, and is subject to certain closing
conditions, including regulatory approvals. The transaction is expected
to close this summer. As previously announced, the company also intends
to spin off its Home & Security business and become a pure-play
distilled spirits company named Beam. The company is targeting to
complete the business separation early in the fourth quarter. The
spin-off remains subject to completion of detailed separation plans,
customary regulatory approvals and final Board approval.
Fortune Brands was advised on the Acushnet transaction by Morgan Stanley
and Centerview Partners as financial advisors and Chadbourne & Parke as
legal advisor. Fila Korea and Mirae were advised by Nomura, Korea
Development Bank and the M&A and Korean practice groups of counsel
McDermott, Will & Emery.
About Fortune Brands
Fortune Brands, Inc. is a leading consumer brands company. Its operating
companies have premier brands and leading market positions in distilled
spirits, home and security, and golf products. Beam Global Spirits &
Wine, Inc. is the company's premium spirits business. Major spirits
brands include Jim Beam and Maker's Mark bourbon, Sauza tequila,
Canadian Club whisky, Courvoisier cognac, Cruzan rum, Teacher's and
Laphroaig Scotch, EFFEN vodka, Skinnygirl margarita and DeKuyper
cordials. The brands of Fortune Brands Home & Security LLC include Moen
faucets, Aristokraft, Omega, Diamond and Kitchen Craft cabinetry,
Therma-Tru door systems, Simonton windows, Master Lock security products
and Waterloo storage and organization products. Acushnet Company's golf
brands include Titleist and FootJoy. Fortune Brands, headquartered in
Deerfield, Illinois, is traded on the New York Stock Exchange under the
ticker symbol FO and is included in the S&P 500 Index and the MSCI World
Index.
To receive company news releases by e-mail, please visit www.fortunebrands.com.
About Fila Korea Ltd.
2011 marks the centennial of the Fila® brand which was established in
the small textile town of Biella, Italy in 1911 by the Fila brothers.
Fila® is now a leading manufacturer of sport and leisure footwear and
apparel distributed worldwide. The internationally respected company,
having gained world class recognition in tennis apparel, has developed
brand recognition by marketing high design and style content products
that are endorsed by professional athletes from around the world.
About Mirae Asset Private Equity
Mirae Asset Private Equity is the leading private equity firm in Korea.
As a pioneer in the Korean private equity market, Mirae Asset Private
Equity introduced the first Korean private equity fund in 2004. Since
then, Mirae Asset Private Equity has led the Korean private equity
market demonstrating throughout a history of collaboration with various
business partners, which is proven through its track record in adding
value to its portfolio companies as well as successful investments.
Mirae Asset Private Equity is the private equity arm of the Mirae Asset
Financial Group. Mirae Asset Financial Group is an independent
diversified financial services company with businesses in asset
management, investment banking and life insurance. It is one of the
world’s largest investors in emerging market equities with a total AUM
of approximately USD 100 billion Mirae Asset Financial Group,
headquartered in Seoul, Korea, has offices in major cities all over the
world, including New York, London, Hong Kong, Shanghai, Beijing, Mumbai,
Sao Paulo, Ho Chi Minh and Singapore.
Forward-Looking Statements
This press release contains statements relating to future events, which
are forward-looking statements as that term is defined in the Private
Securities Litigation Reform Act of 1995. Readers are cautioned that
these forward-looking statements speak only as of the date hereof, and
the company does not assume any obligation to update, amend or clarify
them to reflect events, new information or circumstances occurring after
the date of this release. In addition to final Board authorization, the
potential separation of Fortune Brands’ companies will also be subject
to the receipt of a number of customary regulatory approvals and/or
rulings, the execution of intercompany agreements and finalization of
other related matters. There can be no assurance that any of the
proposed transactions will be completed as anticipated or at all.
