NEW YORK — Conyers Park Acquisition Corp., a “blank check” company formed in July 2016 for the purpose of entering into mergers or asset acquisitions, has entered into an agreement to acquire Atkins Nutritionals, Inc., Denver, from the Roark Capital Group. Under the terms of the agreement, Conyers Park and Atkins will combine under a new holding company called Simply Good Foods. Simply Good Foods will be listed on the NASDAQ stock exchange under the symbol SMPL upon closing of the transaction.
Under the terms of the transaction, Roark Capital will receive $730,125,000 in total consideration, including 10,250,000 shares of common stock of Simply Good Foods valued at $10 per share. Conyers Park has secured commitments for a $100 million common stock private placement of $10 per share from several institutional investors, according to the company.
Once complete, the proposed stock ownership of Simply Good Foods will include Conyers Park’s initial public offering (57%), the selling equity owners of Atkins (15%), Conyers Park Founders (14%), and the common stock private placement investment (14%).
James M. Kilts and David J. West, executive founders of Conyers Park and who have experience in the consumer food sector, will serve as chairman and executive vice-chairman of Simply Good Foods, respectively. Brian Ratzan, also an executive founder of Conyers Park, will become a director of Simply Good Foods. Joseph Scalzo, current chief executive officer of Atkins, will continue in that role and lead the new company.
“Atkins is an iconic American brand that has pioneered innovative food and snacking products for consumers who are focused on overall health and wellness,” Mr. Scalzo said. “Atkins is the original innovator of the low-carb, low-sugar, protein-rich approach to nutrition and healthier weight that has been very compelling to our consumers who want to make smarter and healthier choices. As a result, Atkins has become a destination brand in its aisle, and the company has achieved eight consecutive years of retail sales growth.”Mr. West called Atkins “the first part of the platform” and noted that Simply Good Foods is poised to become a vehicle for mergers and acquisitions in the snacking space as well as the broader food category.