Sazerac puts a number on the table: $15 billion for Brown-Forman

Sazerac puts a number on the table: $15 billion for Brown-Forman

By Tabitha Evans Moore
Editor & Publisher

LOUISVILLE, Ky. — What began three weeks ago as a rumor, then became a confirmed conversation, has now escalated into something more concrete: a formal offer, a dollar amount, and a price per share.

The Wall Street Journal reported Wednesday that Sazerac Company has offered to acquire Brown-Forman Corporation — the Louisville-based parent of Jack Daniel’s Distillery — for approximately $15 billion, or $32 per share. The offer was attributed to a source familiar with the matter who declined to be named. Brown-Forman did not immediately respond to requests for comment.

The bid puts Sazerac in direct competition with French spirits giant Pernod Ricard, which has been in confirmed merger talks with Brown-Forman since late March. Brown-Forman’s stock has risen roughly 25 percent since those talks first became public. Shares closed Wednesday at $29.57 — below Sazerac’s offer price, a signal that investors remain uncertain the deal will close.

For Moore County, where the Jack Daniel’s Distillery has operated since 1866 and employs more people than any other single employer, the development marks the most significant moment yet in a fast-moving story that now has two active suitors bidding for control of the county’s most iconic institution.

Why Pernod is still considered the frontrunner

Despite Sazerac’s formal offer, analysts and industry sources who spoke to Reuters this week continued to view Pernod Ricard as the more likely partner — and the reason comes down to one word: control.

The Brown family has held majority voting power in Brown-Forman since George Garvin Brown founded the company in Louisville in 1870. They currently own more than 50 percent of the company’s voting stock, and by most accounts, preserving some form of family governance in any deal is a central consideration.

A Pernod Ricard combination would likely be structured as a share swap — meaning the Brown family would exchange their Brown-Forman shares for a stake in the new combined company, retaining a seat at the table rather than cashing out entirely. Sazerac, as a privately held company controlled by the Goldring family, would almost certainly need to buy Brown-Forman outright in cash, requiring the Brown family to relinquish control altogether and leaving the combined company carrying significant debt.

“The strategic logic is less compelling versus a Pernod deadly,” a Jefferies analysts, in a note to investors.

Analysts at Morningstar pointed to global reach as Pernod’s other key advantage. A merger with the French company would give Jack Daniel’s access to Pernod’s vast distribution network across Europe, India, and Latin America — markets where whiskey demand is still growing, and where the Jack Daniel’s brand could gain significant new footing.

The antitrust question

A Sazerac deal would also face a harder path through regulators. According to Jefferies analysts, a combined Sazerac and Brown-Forman would control approximately 13 percent of the U.S. spirits market — just behind Diageo’s 15 percent — and would hold a 30 percent share of the American whiskey category alone. That concentration level would likely trigger antitrust scrutiny and could force the sale of specific brands before any deal could be approved.

Sazerac has an existing and longstanding relationship with Brown-Forman; the two Louisville companies have done business together for years, with Sazerac having previously acquired the Early Times, Canadian Mist, Southern Comfort, and Tuaca brands from Brown-Forman in past transactions. That familiarity, industry advisors have noted, gives Sazerac credibility as a bidder — but it does not resolve the structural complications of a cash buyout.

What to watch for on Thursday

Pernod Ricard is scheduled to report its fiscal third-quarter results Thursday morning in Paris — the first time the company’s executives will face public questioning since Sazerac put a formal dollar figure on the table. Both companies have previously said they would not comment further until a deal is reached or talks collapse. Whether that posture holds under analyst questioning on an earnings call remains to be seen.

Brown-Forman has not commented on Sazerac’s offer. The Lynchburg Times has reached out to Brown-Forman for comment and will update this story if and when a response is received.

No deal has been announced. The Brown family, which has resisted acquisition overtures before — most recently in 2017, when Constellation Brands was reported to have made an approach that Brown-Forman rebuffed — holds the deciding vote. Whatever they choose will determine the future of Moore County’s most consequential employer.

This is a developing story. The Lynchburg Times will update as information becomes available.•

About the Lynchburg Times: The Lynchburg Times is Moore County’s locally owned, independent news source. Our reporting is supported by readers, small business partners, and underwriters who believe community journalism matters. If this story was valuable to you, consider becoming a supporter at lynchburgtimes.com.