Pro Forma Financials and Market Positioning
Transaction Overview
■ Enterprise Value of $1,561 million (1)
■ Pro forma for the transaction Utz expected to have 2020E Net Debt of $385 million or ~3.1x 2020E Pro
Forma Adj. EBITDA
■ Transaction will be structured as an Up-C with the Company entering into a customary tax receivable
arrangement with Utz owners as part of the transaction
■ Expected transaction closing in Q3'20
Expected Cash Sources and Uses ($ in mm)
Collier Creek Cash in Trust Account (2)
Sponsor Co-Investment (3)
Total Sources
$453
35
$488
Cash Consideration to Existing Owners
Repay Existing Debt and Preferred Units
Transaction Fees
Total Uses
$60
376
52
$488
1). Enterprise value calculated based upon $1,151 million equity value and $409 million of Net Debt based on 12/31/19 balance. Equity value includes 115.1 shares outstanding. Excludes shares underlying warrants ($11.50 strike price)
and seller and sponsor performance shares (which vest at $12.50 and $15.00 per share). Ascribes no value to net present value of net operating losses or other potential tax attributes.
2). Assumes no redemptions from CCH trust account.
3). Investment pursuant to forward purchase agreement with Collier Creek Partners, LLC ("Sponsor") and independent directors.
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