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    Iwa profile 2013 Iwa profile 2013 Document Transcript

    • IWAIWA is the leading provider of mergers & acquisitions services to theNew World wine & liquor industry. Over the last 20 years IWA has eitherrepresented or sold the companies & brands below for a combined valueof over US$1billion in transactions closed.P.O. Box 1330,625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSilverado Hill Winery
    • WWW.INTLWINE.COMINTERNATIONAL WINE ASSOCIATESMERGERS & ACQUISITIONS–GLOBAL WINE ADVISORS–CORPORATE FINANCE–PLANNING–VINEYARD BROKERSPOST OFFICE BOX 1330, 625 HEALDSBURG AVENUEHEALDSBURG, CALIFORNIA 95448, U.S.ARobertM.NicholsonJoshGraceSallyNicholson,BrokerTelephone: (707) 433-8122Facsimile: (707) 433-7519E-Mail : IWA@intlwine.comhttp://www.intlwine.comCompany Profile: incorporated in 1990 and headquartered in the California wine country, INTERNATIONALWINE ASSOCIATES is the leading provider of mergers and acquisition and corporate development services tothe New World wine and liquor industry. IWA provides hands-on corporate finance and transaction strategyservices to the leaders of wine and liquor industry clients on a worldwide basis. Over the years IWA has beenretained by many family owned wineries, most of the multinational companies and the leading banks toimprove their business. IWA has initiated, advised on and structured sales of over 20 transactions in the lastfive years that have included various prominent wine and liquor industry businesses in the U.S. and overseaswith a combined value of over $1 billion since 1990. IWA is committed to providing strategic solutions anddelivering results on complicated transactions for clients. Our integrated approach combines advisory expertisewith in-depth industry knowledge and independently recognized excellence in research.Industry Experience: IWA works with wine and liquor industry clients in the Americas, Australasia, SouthAfrica and Europe. IWA offers a team of experienced business and financial managers and has servedcompanies of all sizes in the industry. Robert Nicholson is the Principal of IWA. He has held senior positions inU.S. and international companies and has over thirty years of corporate management and mergers andacquisition experience. Before establishing IWA, Mr. Nicholson was Vice President of Christian Brothers inCalifornia. He also held positions with Seagrams in the U.S.A. and overseas and with Louis Eschenauer inFrance. Mr. Nicholson is an active industry commentator at industry conferences and has long-standingrelationships with company principals and senior management and the banking community.Mergers and Acquisitions, Corporate Finance and Strategic Advisory Services: IWA has initiated andstructured numerous transactions in the industry with a total value of over $ 1 billion that have included the saleof companies and brands. IWA is retained as exclusive financial advisors, provides valuations and duediligence services, represents principals in the sale and acquisition of companies and brands and completesanalysis of investments for clients. IWA has a network throughout the world in the wine and liquor industry andfinancial community.Real Estate Services: in addition to buying and selling companies in the industry, in the last few years IWAhas completed numerous vineyard and winery real estate transactions valued at over $350 million that haveincluded the sale of a number of prestigious estates.Strategic Planning & General Management: IWA works with clients as strategic and tactical advisors to theChief Executive and to the board of directors on the start-up and management of new wine projects, thestructuring of joint-ventures, technical and operational issues, on the development of strategic and financialplans and on restructuring companies.Marketing and Distribution: IWA works with companies in the preparation and management of businessplans. IWA has developed and repositioned wine brands for sale in the U.S. and overseas and has distributionexperience in most major wine markets of the world. IWA advises on the development of the U.S. for overseaswine companies who are new to the market. IWA locates distribution and joint venture partners and negotiatesand structures agreements.
    • WWW.INTLWINE.COMInternational Wine AssociatesMERGERS & ACQUISITIONS–GLOBAL WINE ADVISORS–CORPORATE FINANCE–PLANNING–VINEYARD BROKERSPost Office Box 1330, 625 Healdsburg AvenueHEALDSBURG, CALIFORNIA 95448, U.S.A.TELEPHONE : 707/433-8122ROBERT M. NICHOLSON FACSIMILE : 707/433-7519JOSH GRACE e-mail: iwa@intlwine.comSALLY O’NEILL NICHOLSON, BROKER http://www.intlwine.comIncorporated in 1990 IWA has completed transactions valued at over US$ 1 billion and is the leader in wine industrymergers and acquisitions, with the sale of over 20 businesses, wineries and vineyards closed since 2008. IWA provides ateam of experienced wine business professionals who work with clients on all aspects of the transaction process fromvaluations, preparation of offering documents, selection of and approach to targets, managing due diligence andrepresenting clients in negotiations through to the close of transactions.Robert Nicholson is a Principal of IWA and a leader in wine industry mergers & acquisitions and has completed overUS$ 1 billion in transactions.Before establishing IWA in 1990 Robert was Vice President of Christian Brothers in California and held positions withSeagrams in New York and with Louis Eschenauer in Bordeaux (when the company owned Chateau Rauzan Segla,Chateau Smith Haut Lafitte and Chateau Olivier, among other leading estates). At IWA Robert has completed numeroustransactions and has worked with many family owned wineries, most of the major multinational companies and a numberof banks, including Lancaster Estate, Laurel Glen, Sonoma-Cutrer, Edna Valley Vineyard, Bonny Doon, Diageo,Constellation, Grupo Codorniu, Moet-Hennessy, Brown-Forman, Jim Beam, Gruppo Campari, Heublein, Chalone,Fosters, Southcorp, Mildara Blass, Masi, Wells Fargo, European Bank, Banco Banesto, Yalumba, Davis Bynum, BuenaVista, Cline Cellars, Havens, Gary Farrell, Geyser Peak Winery, Chateau Potelle, Charles Krug, Hogue Cellars, PacificRim Winemakers, Columbia, Covey Run, Ste. Chapelle, Errazuriz, Wild Horse, Sausal, Hangar One Vodka, and manyothers.Robert was educated in England at Millfield and studied oenology at the University of Bordeaux under Professor EmilePeynaud. Robert is an active industry commentator at U.S. and international conferences and speaks fluent French.Josh Grace is a Managing Director at IWA and has over fifteen years of financial management, valuation, accounting,mergers and acquisition and corporate advisory experience, with a specialization in the wine and liquor industry.Before joining IWA in 2002, Josh was a Financial Manager at Robert Mondavi where he worked on California vineyardacquisitions and on financial management of the company’s flagship Napa Valley winery. At IWA Josh has worked on anumber of prominent wine industry transactions with a combined value of over $700 million with the following companiesamong others, Diageo, Constellation, Brown-Forman, Campari, Fosters, Lancaster Estate, Sausal, Bonny Doon, WildHorse, Havens, Davis Bynum, Chateau Potelle, Cline Cellars, and Wells Fargo that have included the sale of variousbusinesses including Edna Valley Vineyard, Pacific Rim, Hangar One Vodka, Big House, Red Tuck and many others.Josh graduated from California Polytechnic State University, San Luis Obispo, California with a BSc degree in BusinessAdministration with a concentration in Accounting.Sally Nicholson is a Principal of IWA and a Licensed Real Estate Broker specializing in the sale and acquisition of wineryand vineyard properties. Under Sally’s Real Estate License, IWA has completed wine industry real estate transactionsvalued at over $350 million since 2006 including the sale of : Lancaster Estate, Sausal Vineyard, Codorniu’s RidgelineVineyard, Brown-Forman’s Paso Robles vineyard, a Monterey vineyard, Constellation’s winery and vineyard assets(Geyser Peak, Buena Vista, Gary Farrell, Covey Run in Washington and Ste. Chapelle in Idaho), Chateau Potelle MountVeeder winery and vineyards, Havens Napa Valley winery, Silverado Hill Winery, Koves-Newlan Oak Knoll winery andvineyard, San Mateo Ranch vineyard in Rutherford, Davis Bynum winery and vineyard assets in Russian River, Demuthwinery and vineyards in Mendocino and others. Sally has broad professional experience in Australasia, Europe and theUnited States with a comprehensive knowledge of winery and vineyard business valuations and transactions.Sally has twenty five years of international experience in brand development and marketing of luxury goods and held anumber of senior management positions with direct report responsibility to Calvin Klein and Ralph Lauren and was aDesign Consultant in the development of the Dockers Division at Levi Strauss.Sally graduated with a BSc degree in Design from University of California, Davis.
    • IWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSIWA represented Silverado Hill Winery, located in the Napa Valley, in the sale to theLaird Family Estate. The Laird family is one of the largest private vineyard ownersin the Napa Valley. 2013IWA represented Mayacamas Vineyards as exclusive advisors in the sale to aprivate investor group. Mayacamas is a historic producer of Napa ValleyCabernet Sauvignon and was a highly rated participant in the famous 1976“Judgment of Paris Tasting”. 2013IWA served as exclusive advisors to Artesa, the U.S. subsidiary of Grupo Codorniu inthe valuation and sale of an Alexander Valley vineyard to Duckhorn Vineyards. GrupoCodorniu is the largest sparkling wine producer in the world. Duckhorn Vineyards is aleading Napa Valley producer of Merlot. 2012IWA represented Sausal Vineyard and Winery in the sale of the property and businessto Silver Oak Cellars. Sausal is one of the Alexander Valley’s oldest Zinfandel boutiquewineries. Silver Oak Cellars is one of California’s best known producers of CabernetSauvignon. 2012IWA served as exclusive advisors and represented Lancaster Estate and Roth in thesale to Foley Family Wines. IWA valued the business, negotiated all aspects of thetransaction and managed the due diligence process to the close. Lancaster is aprestigious Bordeaux estate winery in the Alexander Valley. Foley Family Wines is aleading producer of California wines. 2012IWA represented Domaine Chandon and initiated the sale of a Sonoma County vineyardasset to Sangiacomo Family Vineyards. Domaine Chandon is one of the largestsparkling wine producers in California. Sangiacomo has been farming in SonomaCounty for over 80 years. 2012P.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsMoet Hennessy USA (Domaine Chandon), California Sell-Side AdvisorySausal Vineyard & Winery, Healdsburg, California Sell-Side AdvisoryLancaster Estate, Healdsburg, California Sell-Side AdvisorySilverado Hill Winery, Napa, CaliforniaMayacamas Vineyards, Napa, CaliforniaPine Ridge Vineyards, Napa, CaliforniaSell-Side AdvisorySell-Side AdvisorySell-Side AdvisoryGrupo Codorniu (Artesa Winery, California), Spain Sell-Side AdvisoryJune, 2012Sale of a Sonoma CountyVineyard AssetJune, 2012Sale of an Alexander ValleyVineyard to Duckhorna U.S. subsidiary ofAugust, 2012Sold toSilver Oak CellarsNovember, 2012Sold toFoley Family WinesIWA served as the advisors to Pine Ridge Vineyards and initiated the sale of a vineyardasset in the Rutherford appellation of the Napa Valley. The property was sold to aprivate investor. 2013January, 2013Sale of a vineyardRutherford, CaliforniaJanuary, 2013Laird FamilyEstateSilverado Hill WinerySold to theApril, 2013Private Investor GroupSold to a
    • www.intlwine.comP.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comP.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comIWASelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSBrown-Forman, Louisville, Kentucky Sell-Side AdvisoryMcManis Family Vineyards, California Strategic AdvisoryIWA was originally engaged to evaluate the business. This included a strategic reviewand financial analysis of the winery and vineyard business. A number of IWArecommendations were implemented. 2009 - 2010IWA served as the advisors to Brown-Forman and initiated the sale of the Five RiversVineyard in Paso Robles. Five Rivers is a 427 acre estate vineyard that was sold toSilverado Premium Properties. Silverado is one of California’s largest vineyardcompanies. 20102009-2010Strategic AdvisorsSell-Side AdvisoryHangar One Vodka, CaliforniaIWA served as the exclusive financial advisors and initiated the sale of the Hangar Onevodka brand and distribution rights to a U.S. subsidiary of Jose Cuervo. Hangar Oneis the leading brand of craft distilled vodka in the USA. Jose Cuervo is the world’slargest producer of tequila. 2010April, 2010Valuation & Sale oftrademark & distributionrights to Jose CuervoDecember, 2010Valuation & Sale ofthe company to BanfiMarch, 2011Sold toPrivate InvestorsSell-Side AdvisoryPacific Rim Winemakers, WashingtonIWA served as exclusive advisors to owner Randall Grahm and initiated the sale ofPacific Rim Winemakers to the Mariani family, owners of Banfi Vintners. Pacific Rimis a 200,000 case Riesling producer. Banfi Vintners is a leading U.S. wine importerand this acquisition was their first investment in the U.S. wine industry. 2010Sell-Side AdvisoryLaurel Glen Vineyard, Sonoma, CaliforniaIWA served as the exclusive advisor and completed a sale of Laurel Glen to privateinvestors. Laurel Glen is one of California’s best known Cabernet estates. 2011IWA served as exclusive advisors to Diageo and initiated the sale of Edna ValleyVineyard to E.&J. Gallo Winery. IWA represented Diageo and managed the duediligence process to a close of the transaction. Edna Valley is one of the largestproducers of Chardonnay and Pinot Noir in California’s Central Coast with annualsales of 400,000 cases. E. & J. Gallo is the largest privately held winery in theworld. 2011Sell-Side AdvisoryDiageo North America, New YorkJuly, 2011Sold toE.&J. GalloApril, 2010Sale of Five Rivers toSilverado Premium PropertiesIWA represented Constellation Brands and initiated the sale of the Blackstone Wineryin Kenwood, California to a private wine industry investor. Constellation Brands isa leading international producer and marketer of beverage alcohol. 2012Constellation Brands, New York Sell-Side AdvisoryMay, 2012Sale ofBlackstone WineryKenwood, California
    • www.intlwine.comP.O. Box 1330,625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSIWA acted as exclusive strategic and financial advisor to Chateau Potelle and initiatedthe sale of the winery and vineyard to Jackson Family Farms. Respected Mount Veederestate. Jackson Family Farms is a subsidiary of privately held Kendall-Jackson VineyardEstates. 2007Chateau Potelle, Napa Valley, California Sell-Side AdvisoryIWA served as the exclusive strategic advisor to Davis Bynum and initiated the saleof their brand to Klein Family Vintners in August, 2007. IWA also served as advisor andinitiated the sale of the winery and vineyards to a private investor in March, 2008.Davis Bynum is a leading Russian River producer of Pinot Noir.Davis Bynum Winery, Healdsburg, California Sell-Side AdvisoryValuation & Saleof winery & vineyardsto Kendall-JacksonSeptember, 2007Valuation & Saleof the Davis Bynumbrand, winery& vineyardAugust, 2007 March, 2008IWA served as advisors to and represented Constellation in their sale of various wineries(Geyser Peak, Buena Vista, Gary Farrell in California and Columbia Winery in Washington)and 571 acres of vineyard assets to EPR Properties which is a subsidiary of EntertainmentProperties Trust. Constellation Brands is a leading international producer and marketer ofbeverage alcohol. 2008Constellation Brands, New York $99 Million Sell-Side AdvisoryConstellation Brands, New York $110 Million Sell-Side AdvisoryIWA served as advisors to and represented Constellation in their sale of certain Californiaand Pacific Northwest wine brands and inventory to Ascentia Wine Estates. The assetsincluded the sale of Geyser Peak, Buena Vista, Gary Farrell, Atlas Peak, XYZin in California;Columbia Winery and Covey Run in Washington and Ste. Chapelle in Idaho. Thistransaction resulted in the creation of a new wine company, Ascentia Wine Estates, withannual sales of over 1 million cases. Constellation Brands is a leading internationalproducer and marketer of beverage alcohol. 2008June, 2008Valuation & Saleof certainCalifornia & PacificNorthwest Wine Brands& Inventorieshas acquired variouswineries and 571 acresof vineyard assets fromSell-Side AdvisoryYalumba, AustraliaIWA acted as exclusive financial advisor to in initiating andYalumba, Australia,completing the sale of their San Mateo Ranch vineyard in the Napa Valley to LongMeadow Ranch. The Rutherford Sauvignon Blanc vineyard sold at a record price($170,000/acre). 2008October, 2008San Mateo RanchVineyardYalumbaLong Meadow RanchSoldtoSell-Side AdvisoryDemuth Winery & Vineyard, Mendocino CountyIWA acted as exclusive advisor to Demuth in the sale of the winery and vineyard to aprivate investor. 2008January, 2008Demuth Winery& VineyardSold toPrivate InvestorsJune, 2008a US subsidiary ofEntertainment Properties TrustEPR Properties
    • www.intlwine.comP.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSFinancial AdvisorySell-Side AdvisoryCline Cellars, Sonoma, CaliforniaIWA served as exclusive strategic financial advisors for Cline Cellars and initiatedthe sale of their brand to 585 Wine Partners. Cline is a leading producerRed Truckof Sonoma County wines. This transaction resulted in the creation of 585 Partners,a new US wine marketing company. 2005Campari, Milan, ItalyIWA acted as exclusive financial advisors to Campari to evaluate a $100 million liquorbrand acquisition. IWA initiated the discussions on behalf of Campari with theprincipals of the selling company, developed extensive financial valuation models forthe acquisition and provided due diligence services to Campari. 2005Valuation & Sale ofred truckDecember, 20052005Financial AdvisorsSell-Side AdvisoryKoves-Newlan Winery, Napa Valley, CaliforniaIWA acted as exclusive financial advisor to Koves-Newlan in initiating and completingthe sale of the winery and vineyard to a private buyer. Koves-Newlan is a producerof Napa Valley wines. 2006Valuation & Sale of thewinery & vineyardJune, 2006IWA served as exclusive and strategic financial advisor to Bonny Doon and provided avaluation of the entire company prior to initiating and managing the sale of the Big Houseand Cardinal Zin brands to The Wine Group. Bonny Doon is owned by Randall Grahamand is one of California’s best known wine companies. The Wine Group is the thirdlargest wine company in the USA. 2006Bonny Doon Vineyard, Santa Cruz, California Sell-Side AdvisoryAugust, 2006Sale of Big House &Cardinal Zin toThe Wine GroupSell-Side AdvisorySell-Side AdvisoryHavens Wine Cellars, Napa Valley, CaliforniaHavens Wine Cellars, Napa Valley, CaliforniaIWA initiated this transaction and served as strategic advisors and broker to Havens inthe valuation and sale of the winery and vineyard to a U.S. subsidiary of EntertainmentProperties Trust, EPR Properties. Havens is a leading producer of Napa Valley Syrahand Merlot. 2006IWA acted as exclusive advisor to Havens in the valuation and sale of the brand toBillington Imports. Havens is a leading producer of Napa Valley Syrah and Merlot.Billington is a wine importer and marketer. 2006Valuation & Saleof the brandDecember, 2006IWA acted as exclusive advisor in the valuation and sale to Rudd Estate. Hedin is awell known Russian River vineyard. This property will be used as a Sonoma base forRudd Estate. 2007Hedin Vineyard, Healdsburg, California Sell-Side AdvisoryHedin VineyardValuation & Saleof the vineyardto Leslie RuddApril, 2007December, 2006has acquireda US subsidiary ofEntertainment Properties TrustEPR Properties
    • www.intlwine.comP.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsSelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSBuy-Side Advisory & Financial AdvisoryThe Chalone Wine Group, CaliforniaIWA acted as exclusive advisors to Chalone on a number of projects in 2000 &2001. IWA was retained to locate a Napa Valley winery or vineyard and Chaloneacquired the prestigious Hewitt vineyard in Rutherford. IWA also served asadvisors to Chalone and their Washington partners in Canoe Ridge Vineyards toprovide a valuation of the business, to assist Chalone in the buy-out of theirlocal partners. Canoe Ridge is a leading ultra-premium Washington wine producer.2000-2001Strategic AdvisoryCabonne Limited, AustraliaIWA served as advisor to Cabonne in the location and negotiation of a joint ventureagreement with Trinchero (Sutter Home) to create a jointly owned brand ofAustralian wines. Trinchero is one of California’s largest wine company. 2000December, 2000Cabonne LimitedandJoint Venture2000-2001Strategic & FinancialAdvisory ServicesSell-Side AdvisoryThe Chalone Wine Group, CaliforniaIWA served as exclusive strategic advisor to Chalone and initiated and completeda sale of the Carmenet brand to Beringer. Chalone was one of the only publiclytraded wine companies in the USA. Beringer is a subsidiary of Fosters. 2002Selected Transactions & ProjectsFinancial AdvisoryWells Fargo Business Credit, CaliforniaIWA served as the exclusive, strategic wine industry advisor to Wells Fargo during thebankruptcy of DeLoach Vineyards. IWA evaluated the DeLoach bankruptcy work-outplans, prepared and implemented alternative work-out scenarios, valued the businesscourt testimony and wine industry benchmark data. Spring & Summer, 2003$34 Million Sell-Side AdvisoryWild Horse Winery & Vineyards,Templeton, CaliforniaIWA acted as financial advisors to Wild Horse in a plan to reduce debt. Aftercompletion of a valuation IWA initiated and managed a sale of the business to asubsidiary of Jim Beam (Fortune Brands). This was the second wineryacquisition by Jim Beam that IWA had advised on. 2003$37 Million Sell-Side AdvisoryThe Hogue Cellars, WashingtonIWA served as exclusive financial advisors to Hogue and valued the company andthen initiated and managed a sale of the company to Vincor of Canada. Hogue isthe third largest wine company in Washington. Vincor is the largest wine companyin Canada and this transaction was their second US winery acquisition. 2001Financial & StrategicWine Industry AdvisorsSpring & Summer, 2003Valuation & Saleof the business toJim BeamAugust, 2003Valuation & Saleof Hogue Cellars toVincorSeptember, 2001Valuation & Saleof Carmenet toBeringerAugust, 2002
    • Due Diligence forDebt & EquityFinancingDomaine BoyarAugust, 1998www.intlwine.comP.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsSelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSStrategic AdvisoryStellenbosch Farmers Winery, South AfricaIWA acted as advisor to SFW to conduct a global strategy review for the company.SFW is the largest producer of wines and spirits in South Africa and in 2001, SFWmerged with Distillers Corporation, another leading South African wine and beveragecompany, to form Distell. 1998Sell-Side Advisory & Fairness OpinionIWA acted as advisor to Sonoma-Cutrer in obtaining an additional competitive bid forthe company and provided a fairness opinion on the lead offer from Brown-Forman.Sonoma-Cutrer is a well-known ultra-premium estate grown California Chardonnayproducer and was sold to Brown-Forman. 1998-1999Sonoma-Cutrer Vineyards, CaliforniaStrategic Advisor &Fairness Opinion insale to Brown-FormanMarch, 19991998Global StrategyReview1999-2000Strategic Advisorsin ArgentinaStrategic AdvisoryMasi Agricola, ItalyIWA served as advisors to Masi in the development of their strategic and financial planfor a new project in Argentina. Masi is a leading producer of ultra-premium Italianwines and was developing a new vineyard and winery project in Argentina. 1999-2001$61.5 Million Strategic AdvisoryEuropean Bank for Reconstruction& Development (EBRD), LondonIWA served as strategic advisor to EBRD to provide due diligence services and anassessment and review of the business plans submitted to the Bank by Domaine Boyarto provide $61.5 million of debt & equity financing with ING Barings. Domaine Boyar isBulgaria’s largest wine company. EBRD was established in 1991 following the collapseof communism to aid in the transition to market economies. 1998$98 Million Buy-Side AdvisoryJim Beam (Fortune Brands), USAIWA acted as financial advisor to Jim Beam and provided strategic management anddue diligence services in their acquisition of Geyser Peak Winery in California. Followingthe acquisition IWA continued to work with Beam on related issues. This was the firstwine acquisition made by Jim Beam. 1998-2001August, 1998A subsidiary ofacquiredVina Ventisquero, Chile (Agrosuper) Strategic AdvisoryIWA is retained to structure joint ventures and establish global marketing anddistribution for Vina Ventisquero. Agreements were signed with PLB, a leading UKdistribution company (annual sales have developed to over 500,000 cases) and ClickWine Group in the USA (the Root:1 brand was developed and annual sales havegrown to over 150,000 cases). Agrosuper is Chile’s largest food group with annualsales of over $2 billion. 1998-2013Strategic Advisors1998-2013
    • October, 1995Viña ErrazurizSold interest intoRobert MondaviP.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSBuy-Side Strategic AdvisorySouthcorp Holdings, AustraliaIWA served as the strategic financial advisor to Southcorp and provided due diligence andfinancial analysis of the 25 leading USA winery targets for Southcorp’s strategy to expandinto the US wine industry with a major acquisition. Southcorp is the owner of leadingAustralian wine producers: Penfolds, Lindemans, Wynns and others. 1993Strategic AdvisoryHinman Vineyards (owned by Chambers Corp.), OregonIWA served as advisors to Hinman in the preparation of a five year strategic plan withthe management team. Hinman is an ultra-premium Oregon wine business. 1995Strategic Advisors1995Financial &Strategic Advisors1993Strategic AdvisoryCharles Krug Winery, Napa Valley, CaliforniaIWA served as the strategic advisor to Charles Krug in re-staging the CK Mondavibrand. A five year strategic plan was developed for a brand re-launch (incl. productre-formulation, supply, re-positioning & re-packaging, marketing and sales, etc.). TheCK Mondavi brand was re-launched in September, 1995. Charles Krug announcedthat sales of CK Mondavi had grown to 490,000 cases in 1996, an increase of over 225%from the previous year. Charles Krug is one of Napa Valley’s oldest wineries and isowned by the Peter Mondavi family. 1995Strategic Advisors1995Strategic AdvisoryMildara Blass (Fosters Brewing Group), AustraliaIWA served as strategic advisors to Mildara Blass to develop and implement a globalgrowth strategy to produce wines in other countries. As Project Manager,New WorldIWA developed projects in the USA and Chile: a joint venture in Chile with Vina SantaCarolina and the start-up of winemaking operations in California. Mildara Blass,Australia’s fourth largest wine company, was acquired by Fosters in 1995. 1996-1999Strategic AdvisoryParagon Vineyard, CaliforniaIWA acted as advisors to Paragon and initiated and negotiated a joint-venture withSouthcorp Wines of Australia. A joint venture was established and IWA worked in ageneral management role to provide direction on financial, production, brand developmentand other marketing issues. Southcorp was Australia’s largest wine company. 1996-2000Strategic AdvisoryVina Errazuriz, ChileIWA acted as advisor to Errazuriz in structuring their joint-venture with Robert Mondavion the Caliterra business. Errazuriz is a well-known ultra-premium Chilean winebusiness and built a successful brand of Chilean wine with Robert Mondavi. 1995Joint VentureAugust, 1996andParagon Vineyard Co.JV in Chile &winemaking operationsin California1996-1999Mildara Blass Ltd.
    • P.O. Box 1330, 625 Healdsburg Avenue, Healdsburg, CA 95448Phone: 707/433-8122 www.intlwine.comSelected Transactions & ProjectsIWAI W AN T E R N A T I O N A L I N E S S O C I A T E SMERGERS & ACQUISITIONS GLOBAL WINE ADVISORS CORPORATE FINANCE PLANNING VINEYARD BROKERSSell-Side Strategic AdvisoryHeublein (a division of Diageo), CaliforniaIWA represented Heublein and initiated the sale of the Oakville Winery to Pelissa& Hale. Heublein is a subsidiary of Diageo, the largest beverage alcohol companyin the world. 1992-19931993Sale of theOakville Wineryto Pelissa & HaleStrategic AdvisoryIWA served as exclusive strategic advisor to Bodegas AGE on the development andimplementation of international marketing strategies. Bodegas AGE is the secondlargest producer of Rioja wines and the IWA engagement started immediately followingthe companys acquisition by Banco Banesto from Guiness (Diageo) and lasted forthree years. 1991-1993.Bodegas AGE, Spain (Banco Banesto, Spain)Financial & Strategic AdvisoryIWA served as financial and strategic advisor to Vina San Pedro and provided a companyvaluation and initiated discussions with international strategic investors. IWA continuedto serve as strategy advisor in product development, international initiatives and in theengagement of an international winemaking team. Vina San Pedro is Chiles third largestwinery and was the Chilean wine subsidiary of Banco Banesto, Spains largest bank.1990-1993Vina San Pedro, Chile (Banco Banesto, Spain)1990-1993Valuation &Strategic Advisors1991-1993Development &Implementation ofmarketing strategiesSelected Transactions & ProjectsSell-Side Strategic AdvisoryHeublein (a division of Diageo), CaliforniaIWA served as advisors and represented Heublein in the sale of the historicGreystone Building in Napa Valley to The Culinary Institute of America. Heubleinis a subsidiary of Diageo, the largest beverage alcohol company in the world.1992-1993Sale of TheGreystone Building to1993
    • MERGER & ACQUISITION ADVISORS TO THE GLOBAL WINE INDUSTRYTotal transactions valued at over US $ 1 Billionhas sold to aPrivate Investor GroupIWA served as exclusive advisorsand represented Mayacamas Vineyardsin this transactionApril 2013Silverado Hill Wineryhas sold toIWA initiated this transaction and representedSilverado Hill WineryJanuary 2013has sold a VineyardIn Rutherford, Californiato aPrivate InvestorIWA initiated this transaction and served asexclusive advisors to Pine Ridge VineyardsJanuary 2013has sold toIWA served as exclusive advisors andrepresented LancasterNovember 2012has acquiredIWA represented Sausal and served as exclusiveadvisors in this transactionAugust 2012a U.S. subsidiary ofhas sold a Vineyard in Alexander Valley, CaliforniatoIWA initiated this transaction and served asexclusive advisors to Grupo Codorniu (ArtesaWinery)June 2012has sold a Vineyard in Sonoma Coast, CaliforniatoIWA represented Moet Hennessy(Domaine Chandon) in this transactionJune 2012has soldBlackstone WineryKenwood, Californiato aPrivate Wine Industry InvestorIWA initiated this transaction and representedConstellationMay 2012has sold their 50% ownership intoIWA served as exclusive advisors to Diageo &initiated this transaction.July 2011has been acquired byA Group of Private InvestorsIWA served as exclusive financial advisors & realestate broker to Laurel GlenMarch 2011The Mariani FamilyBanfi Vintnershas acquiredIWA initiated this transaction & served as advisors toPacific RimDecember 2010Sold the trademark and marketing rightstoProximo Spirits, Inc.A subsidiary ofIWA served as exclusivefinancial advisors to Hangar One & representedCraft Distillers & St. George SpiritsApril 2010
    • Sale of Five Rivers Vineyard, Paso RoblestoSilverado Premium PropertiesIWA served as advisors to Brown-Forman & initiatedthe sale of a427 acre vineyard to SPPApril 2010has soldSan Mateo Ranch VineyardRutherford, CaliforniatoLongmeadow RanchIWA initiated this transaction & servedas strategic advisors to Yalumba in the sale toLong Meadow RanchOctober 2008Sold Certain California & PacificNorthwest Wine Brands & Inventory(Geyser Peak, Buena Vista, Gary Farrell,Atlas Peak, XYZin, ColumbiaWinery, Covey Run & Ste. Chapelle)toAscentia Wine EstatesIWA served as advisors & represented Constellationin a $99 million transaction and managed theDue diligence processJune 2008a subsidiary ofEntertainment Properties TrustEPR Propertieshas acquired various wineries (Geyser Peak, BuenaVista, Gary Farrell & Columbia) and571 acres of vineyard assetsfromIWA served as advisors & represented Constellationin a $110 million transaction and managed thedue diligence processJune 2008Demuth Winery &VineyardAnderson Valleyhas been sold toA Private InvestorIWA initiated this transaction & servedas strategic advisors to DemuthJanuary, 2008Klein Family Vintnershas acquiredA Russian River Wine BrandHealdsburg, CaliforniaIWA initiated & served as strategic advisors toDavis Bynum in this transaction & sold the winery &vineyard assets to a private investor in a separatetransactionMarch 2008 August 2007Jackson Family Farmshas acquiredCHATEAU POTELLE WINERYa Napa Valley WineryIWA initiated this transaction & served as strategicfinancial advisors to Chateau PotelleSeptember 2007Leslie Ruddhas acquiredHedin VineyardHealdsburg, CaliforniaIWA initiated this transaction & servedas strategic advisorsto HedinApril 2007a subsidiary ofEntertainment Properties TrustEPR Propertieshas acquireda Napa Valley Winery & VineyardIWA initiated this transaction & served as strategicfinancial advisors & broker to HavensDecember 2006Billington Importshas acquireda Napa Valley BrandfromMobius PartnershipIWA initiated this transaction & served as strategicfinancial advisors & broker to MobiusDecember 2006The Wine Grouphas acquiredBig House & Cardinal ZinCalifornia Wine BrandsfromIWA initiated this transaction & served as strategicfinancial advisors to Bonny DoonAugust 2006Napa Valley, Californiahas been acquired byA Private InvestorIWA initiated this transaction, actedas strategic financial advisorsto Koves-NewlanJune 2006
    • A Private Investorhas acquired theHillview Vineyard PropertyNapa Valley, CaliforniaIWA served as broker & financialadvisors to the sellerNovember 2006585 Wine Partnershas acquiredred trucka California Wine Brand fromIWA initiated this transaction & served as strategicfinancial advisors to Cline CellarsDecember 2005a subsidiary ofhas acquiredTempleton, CaliforniaIWA initiated this transaction & acted as strategicfinancial advisors to Wild Horse inthis $34 million saleAugust 2003IWA served as financial & strategic wine industryadvisors to Wells Fargo Bank inthe DeLoach Vineyard bankruptcySpring & Summer 2003has soldThe Vintage Lane WineryToJusti Creek LLCIWA initiated this transaction & served asexclusive financial advisors to ChaloneDecember 2002has sold the Carmenet brand toBeringer Blass Wine EstatesIWA initiated this transaction & served asexclusive financial advisors to ChaloneSeptember 2002a subsidiary ofVincor International Inc.has acquiredProsser, WashingtonIWA initiated this transaction & served asexclusive financial advisors to HogueSeptember 2001Beckstoffer Vineyardshas acquired the Talmadge Vineyard inMendocino County, California fromIWA initiated this transaction & served asexclusive financial advisors to ParducciJanuary 2001AndCabonne Limitedhave established a global joint-venture toproduce and market Australian wines.IWA represented CabonneDecember 2000has acquiredRutherford, CaliforniaIWA acted as strategic advisor, represented andprovided due diligence services to Chalone in thispurchase of this 60 acre vineyardFebruary 2000has been acquired byIWA served as advisor & provideda Fairness Opinion to Sonoma-CutrerMarch, 1999Mildara Blass Ltd.has acquiredNapa Valley Vineyard developmentproperty fromJuliana VineyardsSt. Helena, CaliforniaIWA acted as advisor to Mildara Blass in the saleof a 100 acre vineyardSeptember 1998
    • a subsidiary ofhas acquiredGeyserville, CaliforniaIWA acted as strategic advisor and provideddue diligence services to Jim Beam in a $98 milliontransaction of winery & vineyard assetsAugust 1998has provided debt and equity financing toSofia, BulgariaIWA provided general management, financial &technical due diligence services to EBRDAugust 1998Mildara Blass Ltd.has established winemaking operationsin CaliforniaIWA initiated this transaction & acted as financial andstrategic advisor to Mildara Blass Ltd.June 1997Mildara Blass Ltd.andVina Santa Carolina S.A.have established a joint-venture to produceand market Chilean wines.IWA initiated this transaction & acted as financial andstrategic advisor to Mildara Blass Ltd.June 1997andParagon Vineyard Companyhave established a joint-venture companyto produce and market California wines.IWA represented Paragon and acted as strategicadvisor to the joint-ventureAugust 1996Robert Mondavi Corporationhas acquired an interest ina Chilean Wine BrandfromViña Errazurizand they have established a joint-venture to produceand market Chilean wines.IWA acted as strategic advisor to Viña ErrazurizOctober 1995IWA served asFinancial&Strategic Advisorsto SouthcorpIWA provided due diligence and financial analysis ofthe 25 leading USA winery targets for acquisition bySouthcorp1993has soldThe Oakville WineryOakville, CaliforniatoPelissa & HaleIWA & partners initiated this transaction &represented Heublein Inc.June 1993has soldThe Greystone BuildingSt. Helena, CaliforniatoIWA & partners initiated this transaction &represented Heublein Inc.January 1993