JBT Corporation Signs Definitive Agreement to Acquire Prevenio, a Leading Provider of Food Safety Technology

CHICAGO, June 28, 2021 /PRNewswire/ -- JBT Corporation (NYSE: JBT), a global technology solutions provider to high-value segments of the food and beverage industry, announced today it signed a definitive agreement to acquire Prevenio, a leading provider of innovative food safety solutions primarily for the poultry industry. Prevenio, formerly known as CMS Technology, provides highly effective pathogen protection through its unique anti-microbial delivery solution that significantly enhances food safety and integrity, and creates a safer work environment for its customers and their employees. The acquisition of Prevenio will enhance JBT's recurring revenue portfolio and furthers its investment in solutions that support its customers' daily operations. The company is headquartered in Bridgewater, New Jersey, with a full-service lab in Bogart, Georgia specializing in microbiology focused on both field and R&D testing.

"JBT's investment in Prevenio furthers our support in the protection of our customers' brands and reputation by focusing on the prevention of foodborne illness. Prevenio's solutions ensure anti-microbial dosing precision and effectiveness with automated process controls, allowing it to provide a tailored approach to protect food and flavor profile. Prevenio further broadens JBT's non-equipment offering while helping customers protect against pathogen threats in their daily plant operations," said Brian Deck, JBT's President and Chief Executive Officer.

"In addition to the food safety and integrity benefits, Prevenio provides proprietary turnkey solutions to our customers and ensures the safe and effective delivery of anti-microbials. We are excited with the prospect of enhancing Prevenio's already strong growth profile by leveraging JBT's global customer base while also supporting the development of its solutions for non-poultry applications," said Paul Sternlieb, JBT's Executive Vice President & President, Protein.

The agreed purchase price is $170 million, before customary post-closing adjustments, and the transaction is expected to close early in the third quarter. Prevenio expects run rate annual revenue at the end of 2021 of approximately $50 million with EBITDA margins accretive to JBT FoodTech's Adjusted EBITDA margins. Including transaction-related costs and after purchase price accounting associated with the acquisition, the transaction is expected to have a minimal impact to GAAP earnings per share, and be accretive to Adjusted EPS by approximately $0.03 in 2021. In 2022, Prevenio is expected to be accretive to GAAP and Adjusted EPS by approximately $0.10.

More information about Prevenio can be found at www.prevenio.com.

JBT Corporation (NYSE: JBT) is a leading global technology solutions provider to high-value segments of the food & beverage industry with focus on proteins, liquid foods and automated system solutions. JBT designs, produces and services sophisticated products and systems for multi-national and regional customers through its FoodTech segment. JBT also sells critical equipment and services to domestic and international air transportation customers through its AeroTech segment. JBT Corporation employs approximately 6,200 people worldwide and operates sales, service, manufacturing and sourcing operations in more than 25 countries. For more information, please visit www.jbtc.com.

This release contains forward-looking statements as defined in the Private Securities Litigation Reform Act of 1995. Forward-looking statements are information of a non-historical nature and are subject to risks and uncertainties that are beyond the Company's ability to control. Forward-looking statements include, among others, the ability to complete the acquisition on favorable terms, if at all, and general market conditions (including the COVID-19 pandemic and related economic impact) which might affect the acquisition. The factors that could cause our actual results to differ materially from expectations include but are not limited to the following factors: the duration of the COVID-19 pandemic and the effects of the pandemic on our ability to operate our business and facilities, on our customers, on our supply chains and on the economy generally; fluctuations in our financial results; unanticipated delays or acceleration in our sales cycles; deterioration of economic conditions; disruptions in the political, regulatory, economic and social conditions of the countries in which we conduct business; changes to trade regulation, quotas, duties or tariffs; risks associated with acquisitions; effects of the U.K.'s exit from the E.U.; fluctuations in currency exchange rates; difficulty in implementing our business strategies; increases in energy or raw material prices, freight costs, and lack of availability of raw materials driven by supply chain delays and inflationary pressures; changes in food consumption patterns; impacts of pandemic illnesses, food borne illnesses and diseases to various agricultural products; weather conditions and natural disasters; impact of climate change and environmental protection initiatives; our ability to comply with the laws and regulations governing our U.S. government contracts; acts of terrorism or war; termination or loss of major customer contracts and risks associated with fixed-price contracts; customer sourcing initiatives; competition and innovation in our industries; our ability to develop and introduce new or enhanced products and services and keep pace with technological developments; difficulty in developing, preserving and protecting our intellectual property or defending claims of infringement; catastrophic loss at any of our facilities and business continuity of our information systems; cyber-security risks; loss of key management and other personnel; potential liability arising out of the installation or use of our systems; our ability to comply with U.S. and international laws governing our operations and industries; increases in tax liabilities; work stoppages; fluctuations in interest rates and returns on pension assets; availability of and access to financial and other resources; and other factors described under the captions "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" in the Company's most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission. In addition, many of our risks and uncertainties are currently amplified by and will continue to be amplified by the COVID-19 pandemic. Given the highly fluid nature of the COVID-19 pandemic, it is not possible to predict all such risks and uncertainties. The Company cautions shareholders and prospective investors that actual results may differ materially from those indicated by the forward-looking statements. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments, subsequent events or changes in circumstances or otherwise.

SOURCE JBT Corporation

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