Columbia West Capital News - Industry Deal Intelligence
02.16.11 CWC 2010 Health and Wellness M&A and Financing Report


This report is prepared as a courtesy to the Health and Wellness business community by Columbia West Capital, LLC based on our research and information collected by our firm. Despite our dedicated efforts, occasionally a deal might be missed or appropriate credit not given to legal or financial advisors. Please feel free to contact us if you have information on a transaction that you want to assure is included and credit attributed to appropriate advisors.     


Columbia West Capital, LLC is the leading Investment Bank covering the Health and Wellness sectors.  We are pleased to announce that despite troubling economic times, the 2010 deal activity in these sectors remained robust and the outlook for 2011 and beyond appears equally strong.  We believe the trends are being driven by: 1) the generally counter cyclical nature of the sector, which allowed for strong financial performance for most Health and Wellness companies during the Great Recession; 2) the growing understanding of investors of the compelling demographic and social trends for the sector more broadly, and 3) lack of competing alternative investments with many institutional investors needing to deploy large amounts of uninvested capital.   We expect these trends to intensify into 2011 and beyond for several years and anticipate a healthy deal environment with stronger valuations and significant liquidity opportunities.

CWC is pleased to report that in 2010 there were 38 notable transactions that we indentified in the Health and Wellness sector, of which 33 were M&A and five were Private Placements.  The year was characterized by high volume in the first quarter, decreased volume in the second and third quarters and a pickup in activity in the final quarter.  The majority of transactions in 2010 fall in the Vitamins and Nutritional Supplements sub category of Health and Wellness, with Personal Products representing the second most active sub category.

Health and Wellness saw several extremely large transactions in 2010 including the $3.8 billion buyout of Nature's Bounty (NBTY) by The Carlyle Group, a private equity investment firm, and the $1.1 billion strategic takeover of Martek Biosciences by the Dutch conglomerate DSM.  With the exception of these megadeals, the majority of the 2010 transactions took place in the lower middle market with transaction sizes under $100 million.  


Mergers and Acquisitions  

First Quarter 2010  

1/21/2010 - Martek Biosciences Corp. (NasdaqGS: MATK) signed a definitive agreement to acquire Amerifit Brands, Inc. from Charterhouse Group, Inc.  for approximately $220 million in cash.  Based in Cromwell, Connecticut, Amerifit develops, markets, and distributes natural and over-the-counter consumer Health and Wellness products focusing on women's and digestive health benefits.  


1/29/2010 - Whitemark Homes Inc. (OTCPK: WTMK) signed a non-binding letter of intent to acquire Ribbon Naturals Corporation.  Based in Tampa, Florida Ribbon Naturals engages in the manufacture and sale of nutritional supplements for eradicating breast cancer.  


2/2/2010 - Castanea Partners, Inc. acquired stakes in Health Resources, LLC and Vitamin Research Products, Inc.  Both companies develop, manufacture, and sell pharmaceutical-quality nutritional supplements. Vitamin Research Products, Inc. is based in Carson City, Nevada. Health Resources, LLC is based in Hueytown, Alabama.  


2/4/2010 - JH Investment Management sold Barmensen Labs, LLC to an undisclosed party.  Based in Staten Island, New York, Barmensen Labs designs, develops, manufactures, and distributes condition-specific lifestyle nutraceutical products.   


2/26/2010 - Hammond, Kennedy, Whitney & Company, Inc. acquired NaturMed, Inc.  Based in Camp Verde, Arizona, NaturMed develops nutritional and health supplements that it markets and distributes directly to consumers through direct mail campaigns.  Columbia West Capital served as the exclusive financial advisor to NaturMed.  


3/1/2010 - Hi Tech Pharmacal Co. Inc. (NasdaqGS: HITK) acquired the Mag-Ox line from Blaine Company, Inc. for $4.1 million in cash.  Mag-Ox comprises magnesium nutritional supplement recommended by doctors and pharmacists for their patients with cardiovascular, diabetes and metabolic syndrome conditions.  


3/16/2010 - Chemo Iberica, S.A. acquired 98.8% stake in Everett Laboratories, Inc. from Mangrove Equity Partners, LLC for $40 million in cash.  Based in West Orange, New Jersey, Everett Laboratories offers pharmaceutical and nutraceutical respiratory care products.   


3/17/2010 - Atrium Innovations, Inc. (TSX: ATB) acquired Trophic Canada Ltd. from Planet Organic Health Corp. (TSXV: POH) for $10.5 million in cash.  Trophic Canada is headquartered in Penticton, Canada and engages in manufacturing, packaging, and distributing vitamin, mineral, and herbal supplements for the health food industry in Canada.  


3/22/2010 - Peninsula Capital Partners, L.L.C. acquired a majority stake in Particle Dynamics, Inc. for $808 million or 3.0x revenue.  Particle Dynamics is based in St. Louis, Missouri and develops, manufactures, and markets ingredient product lines for the pharmaceutical, nutritional, oral care, aquaculture, food, and personal-care industries.  


3/23/2010 - Great Hill Partners, LLC acquired 19.7% stake in Vitacost.com, Inc. (NasdaqGM: VITC) for $60.9 million or 21.9x EBITDA.  Vitacost.com is headquartered in Boca Raton, Florida and operates as an online retailer and direct marketer of Health and Wellness products.  


Second Quarter 2010  

4/12/2010 - ConAgra Foods, Inc. (NYSE: CAG) acquired Elan Nutrition, Inc. from Sun Capital Partners, Inc. for $103.5 million in cash.  Based in Grand Rapids, Michigan, Elan Nutrition offers balanced nutrition products for meals and snacks; diet and weight management, including low carbohydrates, low fat and specialty diets; and sports nutrition, including energy and performance nutrition bars.  


5/7/2010 - Bullish Brands Inc. acquired all assets of Carb Boom Sports Nutrition Inc. Carb Boom produces and markets sports nutrition products for athletes and is based in Toronto, Canada.  


5/19/2010 - Catalyst Capital Group Inc. signed an acquisition agreement to acquire substantially all assets of Planet Organic Health Corp. (TSXV: POH).  Planet Organic Health engages in the retail, manufacture, and franchise of natural food products in Canada and the United States and is based in Edmonton, Canada.  


5/21/2010 - Supplemental Manufacturing & Ingredients LLC (SMI) signed an agreement to acquire HealthSport, Inc. (OTCBB: HSPO) in a reverse merger transaction. Based in Charlotte, North Carolina, HealthSport, a drug delivery company, engages in the development, manufacture, distribution, and marketing of edible film strip technology primarily in the United States.  


6/10/2010 - Nutricia North America, Inc. signed a definitive merger agreement to acquire Medical Nutrition USA, Inc. (NasdaqCM: MDNU) for $61.1 million in cash. Based in Englewood, New Jersey, Medical Nutrition USA engages in the development and distribution of nutritional and health products in the United States.  Its products primarily include the Pro-Stat line of enzyme-hydrolyzed liquid protein.  


6/30/2010 - Peninsula Capital Partners acquired a majority stake in Particle Dynamics, Inc. Based in St. Louis, Missouri, Particle Dynamics develops, manufactures, and markets ingredient product lines for the pharmaceutical, nutritional, oral care, aquaculture, food, and personal-care industries.  


Third Quarter 2010  

7/15/2010 - The Carlyle Group signed a definitive agreement to acquire NBTY, Inc. (NYSE: NTY) for $3.8 billion or 7.9x EBITDA.  Based in Ronkonkoma, New York, NBTY manufactures, markets, and retails nutritional supplements in the United States and worldwide. The company markets approximately 25,000 products under the various brands such as Nature's Bounty, Ester-C, MET-Rx, Pure Protein and Vitamin World.  


8/02/2010 - A group of private investors acquired 51% stake in GeoPharma Inc. (OTCPK: GORX) in cash. Based in Largo, Florida, GeoPharma engages in the manufacture, packaging, and distribution of private label dietary supplements, generic drugs, and health and beauty products for companies worldwide.  


8/19/2010 - Metagenics, Inc. acquired Catalina Lifesciences, Inc. Based in Irvine, California, Catalina Lifesciences manufactures nutritional supplements for bariatric surgery patients.  


9/7/2010 - Conqueror Group Limited entered into a share exchange agreement to acquire Life Nutrition Products, Inc. in a reverse merger transaction. Based in Red Bank, New Jersey, Life Nutrition Products engages in the development, marketing, and distribution of various natural, proprietary, and dietary supplements.  


9/30/2010 - Brand Neue Corp. (OTCBB: BRNZ) acquired 51% stake in Voyager Health Technologies Corp. for $0.8 million. Voyager Health Technologies is based in the United States and develops and markets nutritional supplements for a variety of health issues including obesity and weight-loss, inflammatory control and circulatory health, and sexual and reproductive health.  


Fourth Quarter 2010  

10/7/2010 - Nutra, Inc. acquired the assets and contracts of TRC Nutritional Laboratories, Inc. for $4.6 million in cash. Based in Tulsa, Oklahoma, TRC engages in the formulation and manufacture of vitamins and supplements for private label and contract manufacturing clients internationally.  


10/14/2010 - TPG Capital acquired a 25% stake in Schiff Nutrition International Inc. (NYSE: WNI) from Weider Health and Fitness, Inc. for $48.8 million or 4.9x EBITDA. Based in Salt Lake City, Utah, Schiff Nutrition engages in the development, manufacture, marketing, and distribution of vitamins, nutritional supplements, and nutrition bars in the United States and internationally.  


11/8/2010 - Amazon.com Inc. (NasdaqGS: AMZN) reached an agreement to acquire Quidsi, Inc. from a group of investors for approximately $545 million in cash. Based in Montclair, New Jersey, Quidsi operates as an online retailer for baby care, health, beauty, and household essentials in the United States.  


11/8/2010 - Levine Leichtman Capital Partners and management acquired Santa Cruz Nutritionals from Swander Pace Capital and other investors. Based in Santa Cruz, California, Santa Cruz Nutritionals develops, manufactures, packages, and delivers confection based nutritional delivery systems for functional food and nutraceutical markets in the United States and internationally.  


11/8/2010 - An unknown private equity group offered to acquire a controlling interest in Uplift Nutrition Inc (OTCBB: UPNT). The offer is currently under review and consideration by the Board of Directors. Based in Roy, Utah, Uplift Nutrition engages in the development, manufacture, marketing, and sale of natural energy and health products in United States.  


11/10/2010 - AVANYX Therapeutics, Inc. acquired Boston Therapeutics, Inc. from a group of investors. Based in Manchester, New Hampshire, Boston Therapeutics engages in the discovery, development, and commercialization of dietary supplements for human health, specializing in carbohydrate products for blood sugar management.  


11/11/2010 - UAS Laboratories, Inc. acquired APN Labs, Inc.  Based in Wasau, Wisconsin, APN Labs provides contract manufacturing and packaging services, such as grinding, blending, encapsulation and tableting, for the natural food supplement industry in the United States.  


12/10/2010 - Roark Capital Group acquired Atkins Nutritionals Holdings, Inc. from North Castle Partners, LLC. Based in Melville, New York, Atkins Nutritionals Holdings provides food products, nutritional supplements, and dietary products.  


12/16/2010 - Omega Protein Corp. (NYSE: OME) acquired Cyvex Nutrition, Inc. for $11 million. Based in Irvine, California, Cyvex Nutrition produces and supplies ingredients nutraceutical ingredients in North America.  


12/20/2010 - Royal DSM N.V. (ENXTAM: DSM) signed a definitive agreement to acquire Martek Biosciences Corp. (NasdaqGS: MATK) from CNF Investments LLC and other shareholders for $1.1 billion. Based in Columbia, Maryland, Martek Biosciences engages in the development and commercialization of nutritional products from microbial sources, including algae, fungi, and other microbes worldwide.  


12/21/2010 - Renaissance Pharmaceuticals, Inc. acquired Confab Laboratories, Inc. Based in Saint-Hubert, Canada, Confab Laboratories offers nutraceutical products, such as medicinal herbs, glucosamine and chitin hydrolysis.  


12/31/2010 - Atrium Innovations Inc. (TSX: ATB) acquired Seroyal International, Inc. from American Capital, Ltd. (NasdaqGS: ACAS) and other shareholders for $110 million in cash.  Based in Richmond Hill, Canada, Seroyal manufactures and distributes nutritional and botanical, and homeopathic products.    


Private Placements     

First Quarter 2010       

2/12/2010 - The FRS Company announced an equity private placement of $23.1 million. Based in Torrance, California, The FRS Company manufactures and distributes healthy energy drinks. It offers powders, chews, and ready-to-drink cans in various flavors through retail stores and online.    


3/11/2010 - Botanical Laboratories, Inc. announced a private placement of subordinated debt with Triangle Capital Corporation for gross proceeds of $10.5 million. Based in Ferndale, Washington, Botanical Laboratories develops and manufactures over-the-counter homeopathic medicines, herbal products, and liquid nutritional supplements, and also provides contract manufacturing services.    


3/31/2010 - Genesis Today, Inc. announced that it will raise $11 million in an equity round of funding. Based in Austin, Texas, Genesis Today, researches, produces, and sells nutritional supplement products. The company's products focus on internal cleansing, internal regeneration, and the support of specific problems, such as weight loss, joint health, immune health, and healthy sleep patterns.     


Second Quarter 2010  

4/20/2010 - Quidsi Inc. announced that it has raised $20 million through the issuance of convertible notes led by Pinnacle Ventures. Based in Montclair, New Jersey, Quidsi operates as an online retailer for baby care, health, beauty, and household essentials in the United States.     


Third Quarter 2010  

9/16/2010 - Mannatech Inc. (NasdaqGS: MTEX) announced an equity line facility with Dutchess Capital Managementfor gross proceeds of up to $10 million. Based in Coppell, Texas, Mannatech engages in the development and sale of nutritional supplements, topical and skin care products, and weight-management products worldwide.