The deal is sourced from MGP Ingredients' own 8-K press release exhibit, filed January 25, 2021, describing the acquisition as consistent with MGP's strategy of shifting into higher-value branded spirits.
Perella Weinberg Partners served as exclusive financial adviser to Luxco, the target, per the release: "Perella Weinberg Partners acted as exclusive financial adviser to Luxco, and Bryan Cave Leighton Paisner LLP acted as Luxco's legal counsel." On the acquirer side, Nomura Securities International, Inc. served as MGP's exclusive financial adviser.
Stinson LLP served as legal counsel to MGP, and Bryan Cave Leighton Paisner LLP served as legal counsel to Luxco.
The release headline states an enterprise value of $475 million, comprised of equal parts cash and stock. The body of the release specifies that Luxco shareholders would receive aggregate cash consideration of $238 million, subject to customary working-capital and net-indebtedness adjustments, plus 5.0 million shares of MGP common stock valued at approximately $238 million based on a 20-day volume-weighted average price as of January 11, 2021, together totaling approximately $476 million and consistent with the stated 50/50 cash-stock split.
Not disclosed in the reviewed excerpt: the expected closing date, specific regulatory or shareholder approval conditions, and Luxco's audited historical financials beyond the twelve-month unaudited net revenue figure of approximately $202 million cited in the release.