Craft Beer Pioneers Boston Beer Co. & Dogfish Head Brewery to Merge
BOSTON — The Boston Beer Co. Inc. and Dogfish Head Brewery signed a definitive merger agreement that will bring together the two major independent craft breweries and their respective founders and brewers, Jim Koch and Sam Calagione, the companies announced May 9.
The cash and stock transaction is valued at approximately $300 million and is expected to close late in the second quarter of 2019, subject to customary closing conditions.
Under the terms of the deal, Dogfish Head founder Calagione and his family will receive approximately 406,000 shares of Boston Beer stock based on a share price of $314.60, while Dogfish Head shareholders will receive $173 million in cash.
Calagione is also expected to join Boston Beer's board of directors in 2020.
As a combined entity, Boston Beer and Dogfish Head will create a powerful American-owned platform for craft beer and beyond. Post-merger, it will have more than half a century of craft brewing expertise; a balanced portfolio of leading beer and "beyond beer" brands at high end price points; and industry leadership in quality, the companies said.
"We believe we are creating the most dynamic and diverse American-owned platform for craft beer and beyond," said Koch, founder and chairman of The Boston Beer Co. "Dogfish Head has a proud history as a craft beer pioneer with a brand that is beloved by American consumers and highly respected by the industry. Sam and I have stood shoulder to shoulder in some of the defining efforts in craft brewing including the creation of the Brewers Association, the craft beer definition, the craft brewer seal and the creation of the SAVOR food and beer event.
"This combination is the right fit as both Boston Beer and Dogfish Head have a passion for brewing and innovation, we share the same values and we will learn a lot from each other as we continue to invest in the high-end beer category. I am very happy that Sam will join the board of directors at Boston Beer. He is a tremendous friend, innovator and brewer, and I could not be more excited to work together with him for many years to come," he concluded.
Post-merger, the company will maintain its status as an independent craft brewery as defined by the Brewers Association.
"Not only are Dogfish Head and Boston Beer two original American breweries, but Jim Koch and I worked hard with other leading craft brewery founders and the Brewers Association to develop and champion what defines independent American brewers," commented Calagione, founder and brewer of Dogfish Head. "This merger better positions Dogfish Head and our co-workers to continue growing within this definition for many years to come.
"In fact, [co-founder Mariah Calagione] and I believe so much in the future of our merged companies that we are all in, and personally we're reinvesting nearly all of the proceeds back into the combined entity," he added. "We're also proud to announce that we intend to devote a percentage of the Boston Beer stock that we receive to establishing a foundation and funding various local charitable programs."
Boston Beer CEO Dave Burwick will lead the combined company.
"This is a formidable combination of brands, incredible brewing talent, and leaders who remain 100 percent focused and committed to the long-term health of our breweries and growing the beer industry," Burwick said. "United, we will have the highest quality, most distinct, high-end portfolio, from both a price-point and product perspective with the top-ranked sales organization to bring it to market. We expect that we'll see more consolidation in the craft industry over time, and we'll be in the best position to take advantage of those changes."