Lifestyle Beverages Celsius Holdings to Acquire Alani Nu, Expanding Its Leadership in Functional Drinks

Lifestyle Beverages Celsius Holdings to Acquire Alani Nu, Expanding Its Leadership in Functional Drinks

elsius Holdings, Lifestyle Beverages Inc. (Nasdaq: CELH) has officially announced a definitive agreement to acquire Alani Nutrition LLC for a total of $1.8 billion, which includes $150 million in tax assets. This translates into a net purchase price of $1.65 billion, structured as a mix of cash and stock. Lifestyle Beverages The acquisition aims to merge two rapidly expanding brands in the U.S. energy drink sector, establishing a premier functional lifestyle platform focused on better-for-you, zero-sugar Lifestyle Beverages options.

About Alani Nu and Strategic Fit

Founded in 2018, Alani Nu is a female-centric brand offering functional beverages and wellness products designed to be aspirational yet accessible. The brand has successfully cultivated a strong consumer base among Gen Z and millennial women, significantly driving incremental growth in the energy drink category. The acquisition aligns with Celsius’ strategic goal of expanding into new market segments and broadening its consumer reach, allowing for potential category expansions beyond traditional energy drinks. Lifestyle Beverages This merger is expected to enhance Celsius’ resources and market presence, further positioning the company for sustained growth.

John Fieldly, Chairman and CEO of Celsius, emphasized the significance of this acquisition, stating, “Celsius is at a pivotal moment in the better-for-you, functional Lifestyle Beverages movement, and we are excited to welcome Alani Nu into our family. The brand has built a loyal and enthusiastic community, and we believe this partnership will expand Alani Nu’s reach, offering consumers more great-tasting, functional product choices.”

Alani Nu co-founder Katy Schneider also expressed enthusiasm for the acquisition, noting, “From the beginning, our mission has been to create products that make women feel their best. The growth of Alani Nu into a movement of strong, confident women has been incredibly fulfilling. I am confident that Celsius is the right partner to take Alani Nu to new heights while preserving the brand’s unique identity.”

Max Clemons, Co-Founder and Co-CEO of Congo Brands, which operates Alani Nu, added, “Celsius is poised to unlock new opportunities for Alani Nu, and we look forward to working together to accelerate growth in the functional beverage space.”

Market Growth and Strategic Impact

According to Circana’s retail sales data, Alani Nu’s sales in the U.S. MULO Plus with Convenience channel increased by 78% year-over-year for the four-week period ending January 26, 2025. Additionally, Alani Nu’s market share rose by 200 basis points, reaching 4.8% during the same period.

Following the acquisition, Alani Nu will continue to operate under the Celsius umbrella, with key Congo Brands leadership remaining as advisors to ensure a smooth integration and business continuity.

Key Strategic Benefits

The acquisition presents several strategic advantages, including:

  1. Strengthening Market Position: The combined entity will create a leading functional Lifestyle Beverages platform, leveraging consumer trends favoring health-conscious, sugar-free beverages.
  2. Combining Two High-Growth Brands: With the energy drink market projected to grow at a 10% compound annual growth rate (CAGR) from 2024 to 2029, Celsius and Alani Nu are well-positioned to capitalize on this trend.
  3. Expanding Consumer Demographics: Alani Nu’s strong appeal among female consumers complements Celsius’ existing customer base, driving incremental category growth.
  4. Leveraging Synergies for Expansion: Both brands will benefit from increased distribution, innovation, and brand awareness while exploring adjacent product categories.
  5. Enhancing Financial Performance: The transaction is expected to be immediately accretive to cash earnings per share (EPS) in the first year, with projected cost synergies of $50 million over two years.

Transaction Details

Under the terms of the agreement, Celsius will acquire Alani Nu from its co-founders, Katy and Haydn Schneider, along with Congo Brands’ co-founders, Max Clemons and Trey Steiger. The transaction includes:

  • $1.8 billion in total consideration (cash and stock)
  • $150 million in tax benefits, bringing the net purchase price to $1.65 billion
  • A valuation of less than 3x Alani Nu’s 2024 revenue of $595 million and approximately 12x fully synergized 2024 EBITDA of $137 million

The purchase price structure includes $1.275 billion in cash, a $25 million earn-out, and $500 million in newly issued restricted shares of Celsius common stock (approximately 22.5 million shares). This represents an 8.7% pro-forma ownership stake.

The cash portion of the deal will be funded through $900 million in committed debt financing and $375 million from Celsius’ cash reserves. Post-transaction, Celsius’ pro-forma net leverage is expected to be approximately 1.0x, ensuring financial stability.

The stock consideration will be subject to a lock-up agreement with a phased release over two years, aligning long-term incentives between Celsius and Alani Nu stakeholders. To support integration, key Alani Nu leadership will stay involved through transition services and consulting agreements.

Regulatory and Financial Aspects

The Celsius Board of Directors has approved the agreement, which is now subject to regulatory approvals and customary closing conditions. Lifestyle Beverages The transaction is expected to be finalized in the second quarter of 2025.

UBS Investment Bank served as Celsius’ exclusive financial advisor, structuring a financing package that includes a $900 million Term Loan B and a $100 million Revolving Credit Facility. Freshfields US LLP acted as Celsius’ legal counsel. J.P. Morgan Securities LLC advised Alani Nu, with Greenberg Traurig, P.A. serving as legal counsel.

Upcoming Earnings Webcast

Celsius has also released its fourth-quarter and full-year 2024 earnings. Lifestyle Beverages The company’s management will host an investor webcast on Thursday, February 20, 2025, at 6:00 p.m. ET, to discuss financial performance and provide business updates.

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