EFTA01385434

January 2018 HY Corporate Credit HY Multi Sector.Media. Cable & Satellite following store divestitures; PETM given opportunities within its capital structure, evolving business model and continued debate Chewy's valuation; TFM given the recent reported improvement in sales and potentially attractive attachment point should traffic and margins stabilize; and NMG given potential liability management and an improving outlook in luxury spending. Food & Beverage: Expect M&A focus to be key driver in 18 Key themes: Strategic M&A; margins and debt reduction The key theme for high yield food & beverage heading into 2018 is M&A. To this point transactions have largely been credit positive in high yield, whether viewed through the lens of the market or rating agencies. Transaction multiples have been supportive of LTV ratios, with transactions generally clearing at double digit EBITDA multiples. . Proceeds from divestitures have been earmarked for debt reduction, as was the case with Cott Beverage's (COTMCBCN) sale of its traditional business to Refresco. • AchrencePlems (APFHMIERRE) was acquired by investment grade rated Tyson's in April, and its 5.5% 2024 senior notes were called at the make- whole price of $112.81 representing a nearly 10 point gain for holders. In our conversations with investors, Pinnacle Foods (pm remains the most likely high yield candidate to follow APFH's lead. • B&G Foods (BGS), Pilgrim's Pride (PPC) and Post Holdings (POST) each took strategic actions that increased financial leverage, but were viewed constructively by the rating agencies as the transactions are expected to improve operating margins, and provide diversification for both geographic and business risk. Given POST's proven ability to integrate acquisitions, a very favorable maturity profile and incremental yield relative to other packaged food names, we think investors are appropriately compensated for the higher leverage. On December 19th Greenyard (GREEN) indicated it was in advanced discussions to acquire Dole Food Co. (DOLE), and had secured appropriate financing. iFigure I: Select food M&A transactions Announce Date Acquiror Target EV/EBITDA (exSynerees) EV/EMTDA (A/Synergies) 4/18/17 Post Moldings• Weldable 11.7x 10.0x 4/25/17 Tyson Foods Advance Pierre Foods 14.0x 8.4x 7/19/17 McCormick E Co MIFood (deceits 20.4x ND Benckiserl 7/25/17 Retresco Cott Beverages 9.2x 6.5x ((Raping/Carbonated Business) 8/20/17 FAGFoods Companies• Back toNature Foods 9.6x ND Company 9/11/17 Pilgrim's Pride MOy Park 10.5x ND 9/19/17 Post Holdings Bob Evans Farms 15.1x 12.2k 12/18/17 Campbell SOUP Snyder's-lance 20.1x 12.9x 12/18/17 The Hershey Co Amplify Snack Brands 18.1x 14.7x ▪ Bar on blued HYMN posse pip warm SPOLOANOWS SCUT* Dat/C/1•BIP* COMM, more, Naa'•bep Pin* LP Page 160 Deutsche Bank Securities Inc. CONFIDENTIAL - PURSUANT TO FED. R. CRI M. P. 6(e) DB-SDNY-0086719 CONFIDENTIAL SDNY_GM_00232903 EFTA01385434