KDP/JDEP Transaction and Spinoff: Overview and Considerations
(KDP; Baa1/BBB*-/NR)
(JDEPNA; Baa3/BBB-/BBB)
• KDP to Purchase JDE Peet for $18b (€15.7b). 10.5x Adj EBITDA (incl synergies – 12.9x w/o). Will pay €31.85/sh, a 20% premium to recent closing price.
• KDP also intends to spin off its coffee business in a tax-free transaction once the merger is completed making it the 2nd largest coffee company behind Nestle.
• Current KDP CEO Tim Cofer will run the beverage company and CFO Sudhanshu Priyadarshi will head the coffee company.
• JDE Peet owns more than 50 global coffee and tea brands. 60% of Coffee Cos revenues will be outside North America, versus 0% currently.
• KDP coffee business has recently been challenged. Inflation (partially due to adverse weather), competition and tariffs have resulted in flattish results. Unlike KDP, JDE Peet recently raised its full year guidance.
• Coffee Co will have about $16b in revenues and $3.1b in LTM Adj EBITDA. It will be committed to investment grade and have low single digit sales growth and high single digit EPS growth.
• Beverage Co will have over $11b in revenues and $3.3b in EBITDA. It also will be committed to investment grade and have mid-single digit sales growth and high single digit EPS growth.
• Deal expected to close in H1’26. Expects to realize $400m in synergies.
• KDP has a bridge loan arranged for the transaction. Take out funding for the transaction will include new sr unsecured and jr sub debt along with cash on hand ($500m as of 6/30/25) No word yet on how much debt will travel with each entity and how debt may be restructured. JDEP notes have change of control language but only on downgrade to junk.
• Leverage will climb for KDP post-acquisition (but prior to spinoff) to 5.2x next year from about 4.0x recently. Today, S&P lowered its rating on KDP to BBB and put them on CreditWatch negative and likely will only drop KDP to BBB- post the acquisition. However, S&P has not evaluated the two surviving entities yet.
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