Orkla ASA — M&A Activity 2022

Oct 3, 2022

Orkla invests in US ice cream ingredients and announces intention to seek a partner to further accelerate growth of its ingredients business

Orkla invests in US ice cream ingredients and announces intention to seek a partner to further accelerate growth of its ingredients business

Orkla Food Ingredients ("OFI") has entered into an agreement to purchase 84% of

the shares in Denali Ingredients, which is a leading ice cream ingredients

business in the USA. The purchase price on a 100% and cash and debt free basis

is USD 200 million, equivalent to NOK ~2.2 billion.

Denali Ingredients has seen strong organic growth of more than 10% p.a. over the

past 15 years. The company is headquartered in Wisconsin, where it carries out

manufacturing at two facilities and has 160 employees in total.

"The acquisition of Denali Ingredients is a significant and natural step for OFI

into the market for ingredient solutions for the US ice cream industry. The food

ingredients sector is fragmented with significant potential for further

consolidation and growth. Based on these opportunities we will now initiate a

process to seek a long-term partner for OFI to accelerate growth and value

creation." says Nils K. Selte, President and CEO of Orkla.

Denali Ingredients develops and manufactures ingredient solutions for the US ice

cream industry, complementary with OFI's strong position in the European market

for ice cream and confectionery ingredients. The new business will be part of

OFI's Sweet Ingredients vertical.

"With this acquisition, OFI is strengthening its position as a leading

ingredients supplier to the bakery, ice-cream and confectionery industries. We

have a stated strategy of increasing our exposure to markets and categories with

higher growth and margins. Denali Ingredients, with its leading position in the

attractive US market, fits well in this picture. With the addition of Denali

Ingredients to our group, OFI will increase the size of its Sweet Ingredients

area by 45%," says Johan Clarin, Orkla EVP and CEO of OFI.

Denali Ingredients is expected to have a total turnover of USD 99 million in the

financial year 2022 (ending 30 September), equivalent to NOK ~1.1 billion, and

run-rate normalised EBITDA of USD 14.4 million, equivalent to NOK 156 million.

The seller is Denali Companies LLC, owned and operated by the founding family of

Wally and June Blume. Denali Ingredients encompasses the entities Denali

Ingredients LLC, Denali Staffing LLC, Denali Investment Properties LLC and

Denali Equipment LLC. The seller and Denali Ingredients CEO Neal Glaeser will as

part of the transaction invest in Denali Ingredients with a combined stake of

~16%. Mr Glaeser will continue in his role as CEO.

"We are very pleased to become part of OFI, which is already a major player in

Denali's categories in Europe and with a deep understanding of our industry. I

am convinced that together we will continue Denali's journey of growth and value

creation. As a team we look forward to a fruitful partnership and cooperation,"

says Neal Glaeser, CEO of Denali Ingredients.

The transaction values Denali Ingredients at USD 200 million on a 100% and cash

and debt free basis, which is equivalent to NOK ~2.2 billion. In addition to the

initial purchase price, the agreement includes a potential top-up payment

dependent on the company delivering strong growth over the coming years. The

transaction is subject to regulatory approval and is expected to be completed in

the fourth quarter of 2022, with consolidation into Orkla's financial statements

from the date of completion.

About Orkla Food Ingredients

Orkla Food Ingredients is the leading player in Northern Europe in the bakery

and ice cream ingredients sector. Its biggest product categories are bakery and

ice cream ingredients, margarine and butter blends, marzipan and plant-based

food products. Orkla Food Ingredients is directly present in 22 countries,

ensuring proximity to customers.

About Orkla

Orkla is a leading supplier of branded consumer goods and concept solutions to

the consumer, out-of-home and bakery markets in the Nordics, Baltics and

selected markets in Central Europe and India. Orkla is listed on the Oslo Stock

Exchange and its headquarters is in Oslo. The group had a turnover of NOK 50.4

billion in 2021 and has around 21,500 employees.

Orkla ASA

Oslo, 3 October 2022

Ref.:

Executive Vice President Communications and Corporate Affairs

Håkon Mageli, mob.: +47 928 45 828

Senior Vice President Investor Relations

Kari Lindtvedt, mob.: +47 950 75 114

This information is considered to be inside information pursuant to the EU

Market Abuse Regulation and is subject to the disclosure requirements pursuant

to Section 5-12 the Norwegian Securities Trading Act.

This stock exchange announcement was published by Kjetil Sørum, Investor

Relations Manager at Orkla ASA on 3 October 2022 at 08:22 CEST.