Since Caribou Coffee Co. got a $340 million ($16 per share) takeover offer from an affiliate of the German firm Joh. A. Benckiser (JAB) Group on Dec. 17, analysts have downgraded their recommendations largely because they don't believe another bidder for the company will emerge.
Caribou, in its filings with the Securities and Exchange Commission, revealed that it's tried unsuccessfully for years to find a buyer or partner.
According to a Dec. 21 filing, Caribou's main shareholder and its investment bank searched for a buyer from May through September of 2010. When they couldn't find one, Arcapita, the large investor, sold its position through a secondary registration in the public market. Caribou subsequently looked at a number of other possibilities including potential sales or business combinations.
One of those was a potential deal with Peet's Coffee & Tea Inc., which reached a confidentiality agreement with Caribou in June 2011. Nothing became of that deal, and Peet's was subsequently acquired by another affiliate of the Joh. A. Benckiser Group.
Caribou's filings also revealed that the company had considered a deal with an unnamed partner as recently as the third quarter of 2012.
Caribou's deal with the Benckiser Group came about quickly, aided by the help of Peet's former CEO, Patrick O'Dea, who was working with JAB as a consultant to Peet's. O'Dea and Olivier Goudet, CEO of the JAB Group, initially met with Caribou CEO Michael Tattersfield on Nov. 19, provided an "indication of interest" on Dec. 4, signed a merger agreement on Dec. 16 and announced the deal the next day.
Dougherty & Co. analyst Gregory McKinley wrote: "Our conclusion is we don't think another buyer emerges."
PATRICK KENNEDY
