The Long and Short

A Twinkie for SJM

| November 10, 2023

This document is intended for institutional investors and is not subject to all of the independence and disclosure standards applicable to debt research reports prepared for retail investors. This material does not constitute research.

SJM (Baa2/BBB (n)) recently closed on its acquisition of Hostess Brands Inc. (TWNK), adding both the Hostess and Voortman brands to its portfolio. On closing, SJM created a new business area, Sweet Baked Snacks, to focus on growing the brands. The company funded the deal with a combination of cash, stock and $3.5 billion of new debt, which increased net leverage above 4.0x. The acquisition not only broadens its snacking prowess, but helps replace lost revenues associated with the recent sale of certain pet food businesses. Management plans to focus on integrating the assets and delivering on $100 million of cost synergies while reducing leverage to its target range of 2.5x-3.0x.

With investors largely focused on both on-the-run bonds and duration, SJM is the only packaged food credit with a 30-year on-the-run (Exhibit 1). Its 2053 bond currently trades roughly 2 to 4 bp (g-spread) through Conagra Brands (CAG – Baa3/BBB-/BBB-) where the rest of SJM’s curve trades roughly 15 to 20 bp (g-spread) through CAG. With one notch higher ratings at SJM and a focus on debt reduction over the next two years, SJM’s 2053 bonds have the potential to move tighter and trade more in line with the rest of its curve. Furthermore, SJM’s EBITDA margin is set to expand as it realizes synergies over the next two years, where CAG’s margins are estimated to remain flat.

Exhibit 1. Packaged Food BBB Curve

Source: Company Reports; Bloomberg TRACE; Santander US Capital Markets

Commitment to Reduce Leverage

SJM’s net leverage stands at roughly 4.4x post close, which is up from 2.3x prior to the consummation of the acquisition. When factoring in $100 million of annual synergies that management has guided to, pro forma net leverage is closer to 4.1x. This compares to net leverage of 3.8x currently at CAG. SJM management is committed to maintaining strong investment grade ratings. That said, SJM has stated its intent to prioritize debt reduction in the near term and reduce net leverage to the 2.5x-3.0x range by fiscal 2026. SJM has maintained net leverage at or below 2.5x for the past three fiscal years.

Exhibit 2. SJM Debt Distribution

Source: Bloomberg; Santander US Capital Markets

The delevering path will likely require some sort of tender offer as SJM has only $1.0 billion of debt maturing over the next three years (Exhibit 2). Assuming that SJM repays the bond at maturity on March 15, 2025, net leverage is only likely to fall to the 3.7x area. SJM will likely need to repay an additional $1.0 billion of debt in order to hit the high end of its leverage target range. SJM currently has six bonds in its capital structure that trade below $90 which could all be potential tender candidates (Exhibit 3). These bonds account for $2.85 billion of notional outstanding.

Exhibit 3. SJM Debt Issuance

Source: Bloomberg; Santander US Capital Markets

Synergies Aid Margin Expansion

SJM noted that the Hostess acquisition will be immediately accretive to operating margins given Hostess’ best-in-class margin structure, which is largely derived from its efficient warehouse distribution model. Based on earnings estimates for fiscal 2023, Hostess’ EBITDA margin is anticipated to be roughly 23%, which is 200bp higher than SJM’s LTM EBITDA margin. That said, on a combined basis the EBITDA margin will likely improve to the 22% range. Once synergies are realized after year two, the EBITDA margin is estimated to expand to the 23% area. This compares favorably to CAG whose EBITDA margin has been hovering around 19.5% and is not forecasted to expand over the next two years.

Meredith Contente
meredith.contente@santander.us
1 (646) 776-7753

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