Ben & Jerry’s

Situation

Despite its quirky cachet, the Company faced significant strategic problems – particularly with respect to ice cream distribution. When new management was brought in to improve profitability and to refocus the strategy for Ben & Jerry’s, Gordian Group was retained to assist in evaluating the Company’s strategic and financial options in order to enhance shareholder value.

Engagement

We analyzed and pursued a variety of transactions, including sale of the Company, investments in the Company, distribution joint ventures and additions to the Company’s product lines. The prism Ben & Jerry’s used to evaluate these options was perhaps unique in American corporate governance – involving an eclectic weighing of value, desire for independence and social mission. Without satisfying each of these often conflicting criteria, it was unlikely that any solution would meet the Board’s approval. Yet, given the competitive and distribution dynamics the Company faced, it needed to find a solution.

Outcome

The initial indications of interest from would-be acquirers valued Ben & Jerry’s shares in the $20’s; in addition, these proposals did not satisfy the independence and social mission goals of the Board. Through a long negotiating process stretching over many months, we were eventually able to craft a viable solution that:

• Resulted in Unilever buying the company at a price that valued the shares at $43.60 per share, or $363 million in aggregate. When Gordian Group was first engaged by Ben and Jerry’s, its share price was $13/share; the ultimate sale price represented a 331% increase in equity value.
• Kept the existing Board in place to monitor the social mission and product quality.
• Provided significant additional sums to the Ben & Jerry’s trust.
• For our work on this transaction, we were honored by Mergers & Acquisitions as the recipients of the award for the Middle-Market Deal of the Year.