Plotted by close date where disclosed, otherwise announcement. Select any marker to jump to the deal entry.
Three patterns run through The Boston Beer's acquisitions — what it looks for, how it pays, and how it folds in what it buys.
3 acquisitions — each with the deal value, financing structure, target revenue, and executive commentary where disclosed.
Boston Beer merged with Dogfish Head Brewery, the Milton, Delaware craft brewer founded in 1995 by Sam and Mariah Calagione and known for its IPAs and 'off-centered' sour and experimental beers. Under the May 8, 2019 merger agreement, Dogfish Head Holding Company merged into Boston Beer's subsidiary Canoe Acquisition Corp. for aggregate consideration of roughly $300 million - about $173.0 million in cash plus 427,096 restricted Class A shares (around $128 million of stock at signing, priced off a 10-day volume-weighted average of $314.60 per share). Structured as a tax-free reorganization, the deal turned Dogfish Head into a wholly owned subsidiary and kept the combined business independent under the Brewers Association craft definition. approximately $300 million (approximately $173.0 million cash + 427,096 restricted Class A shares).
We believe we are creating the most dynamic and diverse American-owned platform for craft beer and beyond.Jim Koch — Founder and Chairman, The Boston Beer Company
Mariah and I believe so much in the future of our merged companies that we are all in, and personally we're reinvesting nearly all of the proceeds back into the combined entity.Sam Calagione — Founder and Brewer, Dogfish Head
Per the July 3, 2019 closing 8-K (Item 8.01): at closing Boston Beer entered employment agreements with Sam and Mariah Calagione; Sam Calagione was appointed an officer (Founder and Brewer, Dogfish Head) and joined the board, and George J. Pastrana was named President, Dogfish Head, both reporting to CEO Dave Burwick.
Through its Alchemy & Science craft-beer subsidiary, Boston Beer acquired substantially all of the assets of the Coney Island craft-beer business, plus certain other assets, from Shmaltz Brewing Company on August 26, 2013 for a preliminary aggregate price of about $2.9 million, with $400,000 held in escrow against seller indemnities. Per the FY2013 10-K, the price was allocated mainly to the Coney Island trade name (about $1.6 million) and goodwill (about $1.1 million); the founder signed a five-year personal-services agreement to advise on the brand. Boston Beer later divested the Coney Island brand to Sixpoint Brewery in 2017. approximately $2.9 million.
In the first acquisition by its Alchemy & Science subsidiary, Boston Beer bought substantially all of the assets of Southern California Brewing Company, Inc. (doing business as Angel City Brewing Company) on January 4, 2012 for an aggregate price of about $1.9 million. Per the FY2013 10-K, the consideration was allocated to property and equipment (about $0.3 million), the Angel City trade name (about $0.4 million) and goodwill (about $1.2 million). Founder Michael Bowe signed a two-year advisory agreement and Alchemy & Science leased the Los Angeles brewery to keep brewing and selling under the Angel City brand. approximately $1.9 million.