20 Aug McCain Foods Limited enters into agreement to sell its North American frozen pizza business to German multinational food producer Dr. August Oetker KG, supporting McCain’s focus on its core frozen potato and appetizer business in North America and globally

Florenceville-Bristol, New Brunswick, August 20th, 2014 — McCain Foods Limited (“McCain”) today announced it has entered into an agreement with Dr. August Oetker KG (“Oetker Group”), pursuant to which Oetker Group will acquire McCain’s North American frozen pizza business. As part of the transaction, Oetker Group will also acquire the rights to the Ellio’s brand in the United States and will obtain a two-year license for the use of the McCain trademark for frozen pizza products in Canada and a six-month license for use of the McCain trademark in the United States. Financial terms of the transaction were not disclosed. Atlas Advisors acted as exclusive financial advisor to McCain on the transaction. The closing of the transaction is subject to the satisfaction or waiver of customary closing conditions and approval from the Competition Bureau of Canada.

In Canada, McCain’s pizza business has a heritage of nearly forty years as a developer, manufacturer, marketer, and distributor of an array of frozen pizza products that today includes thin crust, ultra-thin crust, rising crust, regular crust, and pizza snacks sold to retail and foodservice accounts. The divestiture does not include McCain’s Pizza Pockets products, which McCain will retain. In the U.S., McCain sells frozen pizza under the Ellio’s trademark, which has a brand heritage of over fifty years and resonates strongly with consumers, particularly in the northeast U.S. where its distribution has historically been strongest. McCain’s North American frozen pizza business operates manufacturing facilities in Grand Falls, New Brunswick and Lodi, New Jersey.

The transaction is Oetker Group’s first acquisition in North America and is highly complementary to Oetker Group’s North American pizza business. Under the terms of the divestiture, McCain’s North American frozen pizza facilities and operations will become part of Oetker Group’s North American pizza business, which is based in London, Ontario. The acquisition builds scale for Oetker’s North American frozen pizza business and will add McCain’s rising crust and ultra-thin crust products to Oetker Group’s existing line of regular crust and thin-crust products. McCain’s U.S. pizza operations and Ellio’s trademark will provide Oetker Group with an established platform in the substantial U.S. frozen pizza category through a well-known brand that has significant consumer recognition.

The divestiture supports McCain’s focus on its core frozen food categories of potatoes and appetizers where it maintains global leadership positions and scale. Proceeds from the transaction will be used for general corporate purposes and funding for future strategic acquisitions.

This transaction, Atlas Advisors’ 24th in the food, beverage, and nutrition category, highlights
several of the firm’s key strengths:

• An emphasis on long-term, strategically-oriented client relationships: Atlas principals are trusted advisors to McCain with respect to its global growth strategy
• Expert positioning and deal execution in the food, beverage, and nutrition industry
• Extensive experience with a full range of public transactions in the Americas, including mergers, acquisitions, divestitures, take-privates, PIPEs, block sales, and spinoffs

Other assignments in the food, beverage, and nutrition category executed by Atlas Advisors include McCain’s acquisition of Kitchens of Sara Lee; McCain’s acquisition of CêlaVita; McCain’s acquisition of Lutosa; McCain’s divestiture of its Charcuterie la Tour Eiffel business; Grupo Bimbo’s acquisition of Canada Bread; Grupo Bimbo’s acquisition of Sara Lee’s North American Fresh Bakery business; Grupo Bimbo’s acquisition of Sara Lee’s Iberian Bakery business; Grupo Bimbo’s acquisition of the U.S. fresh bakery business of Weston Foods, Inc.; Grupo Lala’s acquisition of Farmland Dairies; Egeria’s sale of Ad VanGeloven to Lion Capital; Focus Capital’s sale of a large stake in Hiestand to Lion Capital; Danone’s Latin American biscuit joint venture with Arcor SAIC; Danone’s sale of its Frusion and La Crème brands to Grupo Lala; Danone’s sale of Naya Waters to Catterton Partners; Mexican food products leaders Grupo Kuo and Grupo Herdez’ formation of a joint venture to create a market leader in the Mexican and U.S. Hispanic food sectors; an investor group’s acquisition of Quintens Bakeries, Belgium’s second-largest bakery; and Danone’s sale of its home and office water businesses in the United States and Canada in two separate transactions.

Atlas Advisors is the marketing name for Atlas Advisors, LLC and Atlas Strategic Advisors, LLC. Atlas Strategic Advisors, LLC provides financial advisory services in connection with mergers, acquisitions and other similar transactions. Atlas Strategic Advisors, LLC is a wholly owned subsidiary of Atlas Advisors, LLC and a member of the FINRA.

None of the information contained in this release constitutes a recommendation, solicitation or offer by Atlas Strategic Advisors, LLC or its affiliates to buy or sell any securities, futures, options or other financial instruments or provide any investment advice or service.