Overview for Private Equity Investments Strategic capital and expertise for the wine industry Prepared: September 2011 Copyright 2010 Bacchus Capital Management
In classical mythology, Bacchus is the god of wine, inspirer of ritual madness and ecstasy, and a major figure of Greek mythology. He was also known as the Liberator, freeing one from one s normal self, by madness, ecstasy, or wine. The divine mission of Bacchus was to bring an end to care and worry. 2
Overview Bacchus Capital Management uniquely provides strategic capital with flexible financing and deep industry expertise for the wine category. Bacchus looks to partner with premier wineries to grow and develop their brands. Our equity investments range from $2.5 to $7.0 million. On larger deals, Bacchus is able to co-invest with partnerships it has developed. Principals with unparalleled wine industry experience and financial expertise assist portfolio companies in achieving their strategic objectives. 3
Principals Bacchus Capital Management was founded and is run by Sam Bronfman, Peter Kaufman and Henry Owsley. Quinton Jay is a Managing Director. Extensive wine industry experience: executive positions at Seagram Chateau and Estates, Diageo Global Wines, Artesa Vineyards and Winery and Bonny Doon Vineyard. Kaufman/Owsley are prominent investment bankers with significant experience in valuations, credit analysis, and financial complexities. Sam Bronfman Peter Kaufman Quinton Jay Henry Owsley 4
Experience and Relationships Deep and diverse wine industry experience with a track record of success in the category. All major wine categories (table, sparkling and specialty wines) All major price segments from economy to ultra-premium All major growing regions (California, Washington, Canada, Europe, Australia, New Zealand, South America and South Africa) Comprised of blue chip investors/alliances including Anheuser-Busch/InBev and WJ Deutsch & Sons 5
Bacchus Capital Management can help wineries in a number of areas: REFINANCING Paying down part or all of an existing loan BUY OUTS / GROWTH CAPITAL CONTROL ISSUES Liquidity for estate planning or inter-generational and partnership transitions ADDED LIQUIDITY Extra cash for wineries in order to weather the storm when banks are tapped out Expansion, sales/marketing or direct to consumer initiatives. Provide financing for acquisitions, strategic or joint venture BRIDGE FINANCE Short-term financing in order to close a transaction 6
Alternative Financing PROS CONS SECURED DEBT Inexpensive Limited to Asset Value REAL ESTATE INVESTMENT TRUST Market Value of Land, Control, Extensions, and Repurchase Opportunities Expensive, Requires Sale of Land Assets 2 nd LIEN DEBT Liquidity on Top of Asset-Based Lending, No Ownership Dilution, Debt Tax Shield Requires Sufficient Collateral Base, Only Available up to a Certain Cash Flow Multiple PRIVATE EQUITY Profitable in Certain Circumstances because of High Multiples Absence of cash coupon does not make equity cheaper than debt, Expensive, Loss of Control 7
Advantages of Bacchus Private Equity Seeks control positions in smaller ultra-premium wineries with growth potential Bacchus has in-house expertise in Distribution Brand Development Operations 1 st Lien Debt 2 nd Lien Debt Equity Willing to allow current management to retain some equity and operating role 8
Target Private Equity Parameters Winery Profile West Coast Super-Premium wineries Positive EBITDA Cash Flow Positive History or potential for attractive growth Talented management team Opportunity to enhance brand value, distribution and/or operations Investment Exit $2.5 to $7.0 million; Bacchus has access to coinvestors for amounts beyond that 5 to 6 years 9
Alongside capital, Bacchus provides unparalleled wine industry experience and financial expertise to grow portfolio wineries: Strategic and Financial Planning Effective Capital Management Turnaround, Repositioning Expertise Acquisitions, Joint Ventures, New Products Marketing, Sales, Direct-to-Consumer Initiatives Margin Improvements via Pricing and COGS management Strategies to Leverage Distribution including Potential Partnerships with Bacchus investors/alliances 10
Summary Bacchus Capital Management uniquely provides strategic capital with flexible financing and deep industry expertise for the wine category. Enables wineries to retain equity and borrow beyond the traditional bank-based asset formulas tied to inventory and receivables. When requested, Bacchus executives will provide advisory services to borrowers, particularly in the areas of finance, branding and distribution. The fund is receiving strong support from secured lenders, financial institutions, and strategic advisors. 11
Strategic capital and expertise for the wine industry Sam Bronfman Managing Partner sbronfman@bacchuswinefund.com (650) 322-9926 Peter Kaufman Managing Partner pkaufman@bacchuswinefund.com (212) 486-3600 Henry Owsley Managing Partner howsley@bacchuswinefund.com (212) 486-3600 Quinton Jay Managing Director qjay@bacchuswinefund.com (415) 828-8898 Rob Rupe Managing Director rrupe@bacchuswinefund.com (212) 486-3600 4225 Solano Avenue, Suite 668, Napa, CA 94558 (415) 828-8898