CHICAGO – Whole Earth Brands, Inc., has agreed to acquire Wholesome Sweeteners, Inc., Sugar Land, Texas, for $180 million plus an earnout. Wholesome Sweeteners is a manufacturer of organic sweeteners, including sugar, honey, agave, allulose and other liquid products.

The transaction is expected to close during the first quarter of 2021.

“Wholesome’s leading position in organic sugar, honey, agave and allulose is a perfect complement to our existing portfolio of natural and alternative sweeteners,” said Albert Manzone, chief executive officer of Whole Earth Brands. “This transaction brings us additional scale that we believe will enhance our competitive position and help us expand consumers’ access to the delicious foods they love.”

Under the terms of the agreement, Wholesome will receive $180 million in cash and is eligible to receive up to $55 million of additional consideration under an earnout through the end of calendar year 2021. The initial purchase price of $180 million approximates 7.8x Wholesome’s calendar 2020 estimated adjusted EBITDA, according to Whole Earth Brands.

“The Wholesome brand was built on a mission of supporting farmers and to date has paid nearly $23 million in fair trade premiums,” said Nigel Willerton, chief executive officer of Wholesome Sweeteners. “We share a common vision with Whole Earth Brands — to support consumers’ health and wellness goals by providing innovative products that they can feel good about and enjoy.

“Our business aligns with the powerful movements in the US and around the world. Our extendable brands create opportunities for significant growth through channel, product and category expansion. This combination with Whole Earth Brands brings together like-minded companies with complementary strengths to unlock powerful value in the organic and natural category.”

Whole Earth Brands, Inc., was formed this past June and is a combination of Flavors Holdings, Inc. subsidiaries Merisant Co., a manufacturer of sugar substitutes, and MAFCO Worldwide LLC, a manufacturer of licorice products. Mr. Manzone was the CEO of Flavor Holdings.

Whole Earth Brands acquired Swerve LLC, New Orleans, a maker of keto-friendly sweeteners and baking mixes, in November. The purchase price was $80 million.

“Consumers are demanding more dietary options that enable healthier lifestyles, and Whole Earth Brands’ business strategy is built on meeting those needs through our innovative product pipeline and global distribution network,” said Irwin D. Simon, executive chairman of Whole Earth Brands. “Sweets are a joyful experience in cultures around the world, and consumers are demanding more sweetener options that fit within their individual health and dietary needs so that they can continue to enjoy life’s everyday moments and the celebrations that bring us together.

“Whole Earth Brands is delivering on that expectation by becoming the leader in plant-based and alternative sweeteners around the world, and we are looking forward to integrating Wholesome and growing the world-class brands within our Whole Earth Brands platform.”