Primo Water and BlueTriton merge, strengthening North American and Canadian presence

Company

Primo Water Corporation

Law Firm / Organization
Goodmans LLP
Law Firm / Organization
Kirkland & Ellis LLP

Company

BlueTriton Brands, Inc.

Law Firm / Organization
Stikeman Elliott LLP
Law Firm / Organization
Latham & Watkins LLP

On June 17, 2024, Primo Water Corporation and BlueTriton Brands announced a definitive agreement to merge, creating a leading North American pure-play healthy hydration company. The all-stock transaction, unanimously approved by both companies' boards, would see Primo Water shareholders owning 43% and BlueTriton shareholders 57% of the newly formed entity, NewCo. The combined company was estimated to have$8.7 billion (US$6.5 billion) in net revenue and $2 billion (US$1.5 billion) in adjusted EBITDA for the twelve-month period ending March 31, 2024.

NewCo would be headquartered in Tampa, Florida, and Stamford, Connecticut. Dean Metropoulos was set to serve as Non-Executive Chairman, Robbert Rietbroek as CEO, David Hass as CFO, and Rob Austin as COO. The merger would leverage the strengths of both companies, offering a diversified portfolio of hydration brands such as Primo Water, Mountain Valley, Poland Spring, and Deer Park. The transaction included an estimated $267 million (US$200 million) in cost synergies and aimed for $754 million (US$565 million) in adjusted free cash flow.

Bank of America Securities was the exclusive financial advisor to Primo Water, with Faegre Drinker Biddle & Reath LLP, Goodmans LLP, and Kirkland & Ellis LLP as legal advisors. Morgan Stanley and Deutsche Bank Securities acted as financial advisors to BlueTriton, with Latham & Watkins LLP and Stikeman Elliott LLP providing legal counsel. The merger was expected to close in the first half of 2025, pending shareholder and regulatory approvals.

Merger & Acquisition
Other
Undisclosed/Confidential
Active