PepsiCo to acquire poppi

PepsiCo Inc., Purchase, N.Y., announced that it has entered into a definitive agreement to acquire poppi, Austin, Texas, for $1.95 billion, including $300 million of anticipated cash tax benefits for a net purchase price of $1.65 billion. The transaction also includes an additional potential earnout consideration subject to the achievement of certain performance milestones within a specified period after closing of the transaction.

“We’ve been evolving our food and beverage portfolio over many years, including by innovating with our brands in new spaces and through disciplined, strategic acquisitions that enable us to offer more positive choices to our consumers,” said Ramon Laguarta, Chairman and CEO at PepsiCo, in a statement. “More than ever, consumers are looking for convenient and great-tasting options that fit their lifestyles and respond to their growing interest in health and wellness. poppi is a great complement to our portfolio transformation efforts to meet these needs.”

poppi is a fast-growing functional soda brand that combines prebiotics, fruit juice, and apple cider vinegar to create a low-calorie soda with no more than 5 grams of sugar in each serving. poppi was created by Allison and Stephen Ellsworth, discovered on “Shark Tank” by Rohan Oza and funded by CAVU Consumer Partners from their initial seed round to today.

“As we look to reorient our portfolio offerings to address white space consumer needs, the poppi brand’s unique intersection with wellness and culture is a perfect addition to our portfolio,” said Ram Krishnan, CEO of PepsiCo Beverages U.S. “Allison and the poppi team have built a magnetic brand that’s ahead of the trends, with a loyal consumer base and a demonstrated capacity for growth. We are big fans of the poppi brand movement and believe this incredible brand paired with our commercial capabilities will drive continued growth and innovation for years to come.”

Allison Ellsworth, co-founder of poppi, added: “When I created poppi in our kitchen, it was fueled by a desire to create a better-for-you soda. We never imagined how many people we could reach through hard work, determination and a clear mission to create a functional soda that stands the test of time. We believe poppi is the soda that will be embraced for generations to come, and we’re beyond grateful to the amazing poppi team, our partners who believed in us from the very beginning and most importantly our incredible community. We can’t wait to begin this next chapter with PepsiCo to bring our soda to more people ― and I know they will honor what makes poppi so special while supporting our next phase of growth and innovation. I hope our story inspires others to explore their passions, take the risk, and believe that anything is possible.”

Rohan Oza, guest shark on ABC’s “Shark Tank” and co-founder at CAVU Consumer Partners, added: “poppi is a true testament to the American Dream. From the kitchen to ‘Shark Tank’ to becoming an iconic brand, this couldn’t have been done without the amazing founders Allison and Stephen Ellsworth, the incredible team in place led by CEO Chris Hall, the unmatched support of CAVU’s Uncommon team led by Stevie Clements, and the extraordinary poppi community. We’re beyond thrilled to be partnering with PepsiCo so that even more consumers across America, and the world, can enjoy poppi ― a truly modern soda for the next generation.”

The transaction is subject to customary closing conditions, including regulatory approval. Additional terms of the acquisition were not disclosed.

Centerview Partners LLC is acting as lead financial adviser to PepsiCo, and J.P. Morgan Securities LLC also is acting as a financial advisor to PepsiCo. Cravath, Swaine & Moore LLP is acting as legal adviser to PepsiCo, and Davis Polk & Wardwell LLP is acting as tax counsel to PepsiCo. Goldman Sachs & Co. LLC is acting as financial adviser to poppi, and Cooley LLP is acting as legal adviser to poppi.