Hostess Brands Wins Court Approval to Sell Drake's® and Remaining Bread Brands

Hostess Brands Wins Court Approval to Sell Drake's® and Remaining Bread Brands

KANSAS CITY, Mo., April 9, 2013 /PRNewswire/ -- Hostess Brands Inc. ("Hostess Brands" or "the Company") today announced that it has obtained U.S. Bankruptcy Court approval to sell its Drake's® snack cake brand as well as four of its northwest regional bread brands in two separate transactions totaling approximately $58.4 million in proceeds.

"The sale of Drake's® and the bread brands are the culmination of our efforts to sell the Company's major assets," said Gregory F. Rayburn, the Company's Chairman and Chief Executive Officer. "All of the Company's beloved brands can now live on and, importantly, we have maximized value for the Company's stakeholders. We now turn our attention to selling remaining miscellaneous assets and completing the liquidation."

Hostess Brands has now obtained Court approval of five transactions totaling approximately $860 million in proceeds.

U.S. Bankruptcy Judge Robert Drain today approved the following transactions:

• The sale of the Company's Drake's® snack cake brand and certain related assets to affiliates of McKee Foods Corporation for $27.5 million. Drake's products include Ring Dings®, Yodels®, Devil Dogs®, Yankee Doodles®, Sunny Doodles®, and Drake's Coffee Cake®.
• The sale of the Company's Sweetheart®, Eddy's®, Standish Farms®, and Grandma Emilie's® bread brands, four bakeries, and certain other related assets to affiliates of United States Bakery for approximately $30.9 million.

Judge Drain previously approved the following transactions:

• The sale of the majority of the Company's snack cake business to affiliates of Apollo Global Management, LLC and Metropoulos & Co. for $410 million. The assets sold include the Hostess® and Dolly Madison® snack cake brands, five bakeries and certain other related assets. Among the products included are the Company's Twinkies®, Ho Hos®, Ding Dongs®, and Donettes® snack cakes.
• The sale of the majority of the Company's bread business, including its Wonder® brand, to affiliates of Flowers Foods, Inc. for $360 million. The assets sold include six of the Company's largest bread brands, 20 bakeries and certain other related assets.
• The sale of the Beefsteak® bread brand to affiliates of Grupo Bimbo, S.A.B. de C.V. for $31.0 million.

The Company has retained Hilco Industrial, LLC to market and sell its remaining assets, including property and equipment.

Jones Day provided legal advice to Hostess Brands on all of the transactions. Perella Weinberg Partners served as the Company's financial advisor.

Hostess Brands Selects Apollo Global Management and Metropoulos & Co. as Winning Bidder for Majority of Snack Cake Business, Including Twinkies®

Hostess Brands Selects Apollo Global Management and Metropoulos & Co. as Winning Bidder for Majority of Snack Cake Business, Including Twinkies®

• Agreement Includes Both Hostess® and Dolly Madison® Brands
• Company to Seek Court Approval of Sale on March 19

KANSAS CITY, Mo., March 12, 2013 - Hostess Brands Inc. ("Hostess Brands" or "the Company") announced that the stalking horse bid submitted by affiliates of Apollo Global Management, LLC (NYSE: APO) (collectively with its subsidiaries "Apollo") and Metropoulos & Co. ("Metropoulos") for the majority of the Company's snack cake business, which includes both Hostess® and Dolly Madison® branded products, will be the bid presented for approval to the U.S. Bankruptcy Court as no other qualified bids were received for those assets.

Apollo and Metropoulos have agreed to pay $410 million to purchase the brands, five bakeries and certain equipment. Among the products included are the Company's Twinkies®, Ho Hos®, Ding Dongs® and Donettes® snack cakes. The Company will ask the U.S. Bankruptcy Court for the Southern District of New York to approve the transaction at a hearing on March 19.

"The agreement results in significant value for our stakeholders and we look forward to putting the proposed transaction before the Court next week," said Hostess Brands Chairman and Chief Executive Officer Gregory F. Rayburn.

As previously announced, Flowers Foods, Inc. has agreed to pay $360 million for the majority of the bread business assets. The agreement includes, in addition to the brands, 20 bakeries, 38 depots and other assets. In a separate transaction, Grupo Bimbo, S.A.B. de C.V. ("Grupo Bimbo") was selected as the winning bidder for the assets related to the Company's Beefsteak® bread business at the conclusion of a Feb. 28 auction. Grupo Bimbo has agreed to pay $31.9 million for the Beefsteak® assets. The Court will also consider approval of these brands at the same March 19 hearing for the Hostess® and Dolly Madison® brands.

On March 15 Hostess Brands will conduct an auction for its Drake's® snack cake business and Sweetheart®, Standish Farms®, Grandma Emilie's® and Eddy's® bread businesses. The combined stalking horse bids for those assets total approximately $56.6 million.

Jones Day provided legal advice to Hostess Brands on all of the transactions. Perella Weinberg Partners served as the Company's financial advisor.

Hostess Brands Selects Flowers Foods as Winning Bidder for Majority of Bread Business, Including Wonder®

Hostess Brands Selects Flowers Foods as Winning Bidder for Majority of Bread Business, Including Wonder®

• Grupo Bimbo Selected as Winning Bidder for Beefsteak® Bread Business in Separate Transaction
• Combined Proceeds for Proposed Transactions Total Approximately $391.9 Million
• Company to Seek Court Approval of Sales on March 19

KANSAS CITY, Mo., Feb. 28, 2013 - Hostess Brands Inc. ("Hostess Brands" or the "Company") today announced that the stalking horse bid submitted by Flowers Foods, Inc. (Flowers) for the majority of the assets related to the Company's bread business, including the Butternut®, Home Pride®, Merita®, Nature's Pride® and Wonder® brands, will be the bid presented for approval to the U.S. Bankruptcy Court as no other qualified bids were received for those assets.

Flowers has agreed to pay $360 million for the majority of the bread business assets. The agreement includes, in addition to the brands, 20 bakeries, 38 depots and other assets. In a separate transaction, Grupo Bimbo, S.A.B. de C.V. was selected as the winning bidder for the assets related to the Company's Beefsteak® bread business at the conclusion of today's auction. Grupo Bimbo has agreed to pay $31.9 million for the Beefsteak® assets.

The Company will ask the U.S. Bankruptcy Court for the Southern District of New York to approve both transactions at a hearing on March 19.

"The proposed sales will result in significant proceeds for the benefit of the Company's stakeholders and ensure the beloved bread brands can continue to be enjoyed for years to come," said Hostess Brands Chairman and Chief Executive Officer Gregory F. Rayburn.

As previously announced, Hostess Brands is also pursuing the sale of its remaining brands, including Hostess®, Dolly Madison®, Drake's®, Sweetheart®, Eddy's®, Standish Farms® and Grandma Emilie's®.

Jones Day provided legal advice to Hostess Brands on the transaction. Perella Weinberg Partners served as the Company's financial advisor.

Hostess Brands Inc. Selects Stalking Horse Bid for Majority of the Assets of Snack Cake Business, Including Iconic Twinkies® Brand

Hostess Brands Inc. Selects Stalking Horse Bid for Majority of the Assets of Snack Cake Business, Including Iconic Twinkies® Brand

• Apollo Global Management, LLC and Metropoulos & Co. Submit $410 Million Offer
• Agreement Includes Both Hostess® and Dolly Madison® Brands
• Company Requests Court Permission to Conduct Auction to Obtain Highest and Best Offer

KANSAS CITY, Mo., Jan. 30, 2013 - Hostess Brands Inc. ("Hostess Brands" or the "Company") today announced that the Company has selected affiliates of Apollo Global Management, LLC (NYSE: APO) (collectively with its subsidiaries "Apollo") and Metropoulos & Co. ("Metropoulos") as the stalking horse bidder for the majority of the assets of the Company's snack cake business, which includes both Hostess® and Dolly Madison® branded products, including the iconic Twinkies® brand. Apollo and Metropoulos have agreed to pay $410 million to purchase the brands, 5 bakeries and certain equipment.

"We are pleased to name Apollo and Metropoulos as the stalking horse bidder for these valuable and beloved brands," said Hostess Brands Chairman and Chief Executive Officer Gregory F. Rayburn. "Interest in these iconic brands has been intense and competitive and we expect that to continue through a robust, court-authorized auction process. The ultimate goal will be the same we have had since we began marketing all of our assets – to maximize value for all of the Company's stakeholders and ensure these great products can be enjoyed by their loyal fans for many years to come."

Hostess Brands has requested that the U.S. Bankruptcy Court for the Southern District of New York (the "Court") authorize the Company to proceed with an auction for the majority of the assets of the snack cake business on March 13, provided the Company receives competing qualified bids. The Company will select the highest and best offer at the conclusion of the auction. The sale to the winning bidder requires Court approval.

As previously announced, Hostess Brands has reached stalking horse agreements, contemplating an aggregate purchase price of more than $440 million, to sell the majority of the assets related to its bread business, including its Wonder®, Butternut®, Home Pride®, Merita®, Nature's Pride®, Beefsteak®, Sweetheart®, Eddy's®, Standish Farms® and Grandma Emilie's® bread brands as well as its Drake's® snack cake business.

The Company will select the winning bidders for the assets of the bread and snack cake businesses at the conclusion of various auctions. Sales to the winning bidders require Court approval.

"The stalking horse bids have set a floor of more than $850 million for the bulk of the Company's assets," Mr. Rayburn said. "We look forward to competitive auctions to further drive value for all of the Company's stakeholders."

Jones Day provided legal advice to Hostess Brands on the transaction. Perella Weinberg Partners served as the Company's financial advisor.

Hostess Selects Stalking Horse Bidders for Drake's® and Additional Bread Brands

Hostess Selects Stalking Horse Bidders for Drake's® and Additional Bread Brands

• Combined Proposed Purchase Price Is $56.35 Million
• Remaining Bread Brands Include Sweetheart®, Eddy's ®, Standish Farms® and Grandma Emilie's®
• Company Requests Court Permission to Conduct Auction to Obtain Highest and Best Offers

KANSAS CITY, Mo., Jan. 28, 2013 - Hostess Brands Inc. today announced that the Company has selected two stalking horse bidders for its Drake's® snack cake brand and for its Sweetheart®, Eddy's®, Standish Farms®, and Grandma Emilie's® bread brands.

The combined purchase price under the two stalking horse bids is approximately $56.35 million.

Under the first stalking horse agreement, McKee Foods Corporation has agreed to pay $27.5 million for the Drake's® brand and certain equipment. Drake's® products include Ring Dings, Yodels, Devil Dogs, Yankee Doodles, Sunny Doodles, and Drake's Coffee Cake.

Under the second stalking horse agreement, United States Bakery, Inc. has agreed to pay $28.85 million for the Sweetheart®, Eddy's®, Standish Farms®, and Grandma Emilie's® bread brands, four bakeries, and 14 depots, plus certain equipment.

"These agreements once again set a strong value for our businesses and we look forward to conducting an auction process that will further enhance the return for Hostess's stakeholders," said Hostess Brands Chairman and Chief Executive Officer Gregory F. Rayburn. "The contemplated purchase prices for Drake's® and the four bread brands, together with our previous announced stalking horse bid for the majority of our bread business, means we have agreements to sell these assets for at least $440 million.

"We expect that figure to significantly increase once we announce a stalking horse bidder for the majority of our snack cake business, including Twinkies."

The Hostess snack cake business and the remaining bread business are contemplated to be sold in separate transactions.

As previously announced, Flowers Foods, Inc. was selected as the stalking horse bidder for the majority of the assets related to Hostess's bread business, including the Butternut®, Home Pride®, Merita®, Nature's Pride®, and Wonder® brands.

That agreement includes, in addition to the brands, 20 bakeries, 38 depots and other assets. The purchase price consists of $355 million in cash which will be increased to $360 million if certain license rights are included in the sale.

Hostess has also selected Flowers as the stalking horse bidder for the Company's Beefsteak® bread brand. The purchase price consists of $30 million in cash for the brand. The transaction does not include facilities or additional assets.

The Company will hold an auction for the majority of the bread business on February 28, provided the Company receives additional qualified bids, at the conclusion of which it will select the highest and best bidders.

Hostess has requested that the U.S. Bankruptcy Court for the Southern District of New York authorize the Company to proceed with a second auction for the Drake's® brand and the four bread brands on March 15.

All of the asset sales are subject to Court approval.

Jones Day provided legal advice to Hostess on the transaction.