Paul Weiss Rifkind Wharton & Garrison, A&O Shearman and Stibbe are advising on Keurig Dr Pepper’s €15.7bn acquisition of Dutch coffee company JDE Peet’s.
Paul Weiss and Stibbe are guiding Keurig Dr Pepper on the deal, while A&O Shearman is counselling JDE Peet’s, advising on both US and Dutch law.
The all-cash deal will see the businesses spun out into two new separate companies, with one focusing on beverages and one focusing on coffee. The as-yet-unnamed new coffee company will be the world’s largest “pure-play” coffee company, with $16bn in combined annual net sales. The as-yet-unnamed beverage company has more than $11bn in annual net sales.
Tim Cofer, CEO of Keurig Dr Pepper and who is lined up as CEO of the beverage business, said: “Today’s announcement marks a transformational moment in the beverage industry, as we build on KDP’s disruptive legacy by creating two winning companies, including a new global coffee champion. Through the complementary combination of Keurig and JDE Peet’s, we are seizing an exceptional opportunity to create a global coffee giant.”
The Paul Weiss team advising Keurig Dr Pepper is being led by corporate partners James Langston and Chelsea Darnell alongside partners Ravi Purohit, Eric Wedel, Matthew Leist, Luke Jennings, Caroline Epstein, John Kennedy, Nick Bogdanovich, Neel Sachdev, Manuel Frey, Tony Rim, Michael Spirtos, Patricia Vaz de Almeida and Mohammed Alvi.
Support is also being provided by IP partners Jonathan Ashtor, Claudine Meredith-Goujon and Brianna van Kan; tax partner Brian Krause; executive compensation partner Matthew Friestedt and real estate partner Harris Freidus. Environmental counsel William O’Brien and litigation counsel Audrey Paquet are also advising on the deal.
Stibbe’s Amsterdam-based team was led by partners Marc Habermehl and Heleen Kersten and included tax partner Reinout de Boer and finance partner Marieke Driessen.
Meanwhile, the A&O Shearman team advising JDE Peet’s on the transaction includes corporate partners Tim Stevens and Olivier Valk; finance partners Niels de Ru and Michael Chernick; capital markets partners Jonathan Heeringa and Harald Halbhuber; and employment partner Arnold Keizer. Amsterdam corporate practice co-head Joyce Leemrijse is also advising on the transaction.
The team is based across the firm’s Amsterdam and New York offices, with Chernick and Halbhuber making up the US contingent.
JDE Peet’s owns coffee brands including L’OR, Peet’s, Jacobs, Douwe Egberts, Kenco and Maxwell House, among others. Keurig Dr Pepper owns coffee brands including Keurig and Green Mountain Coffee Roasters, and soft drinks brands such as Dr Pepper, 7-Up, Canada Dry, Sunkist, Schweppes, Snapple, and more.
Under the terms of the deal, Keurig Dr Pepper will pay JDE Peet’s shareholders €31.85 per share, a 33% premium on the company’s 90-day volume-weighted average stock price. JDE Peet’s will also pay a previously declared dividend of €0.36 per share prior to closing, with no reduction to the offer price. The transaction is expected to complete in the first half of next year, subject to certain conditions.
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