A sale or breakup of Hain has always been hard. Here's why it may finally happen this year

  • Shares of Hain Celestial dropped on a New York Post report that its sale prospects are grim due to its "overload" of brands.
  • Hain's amalgamation of brands has long been a challenge to a potential sale.
  • Still, pressure on Big Food is increasing, and a lower corporate tax rate may make a breakup of Hain cheaper.
Irwin Simon, CEO, Hain Celestial
Scott Mlyn | CNBC
Irwin Simon, CEO, Hain Celestial

Shares of Hain Celestial dropped Friday on a report in the New York Post describing the company's sale prospects as grim due to its "overload" of brands.

Indeed, Hain's many brands have complicated a sale process for quite some time. Some of the country's biggest food companies have already looked and passed. But this year, several factors — continued pressure on Big Food, Hain itself and even tax reform — may finally lead to a deal transpiring.

The challenges 

The primary challenge has been that the company is a collection of seemingly haphazard brands and businesses: its protein business (Empire Kosher Poultry, Plainville Farms), its personal care business (Alba Botanica, Avalon Organics), and its snacks and other foods (Terra Chips, Ella's Kitchen).

There has never been a clear buyer for all of these businesses, but there has been for select parts. The personal care business could make sense for Unilever. The protein business could work for Tyson or Pilgrim's Pride.

The snack business could be attractive for a number of food giants, if not for the fact that Hain's larger brands, such as Celestial Seasonings, are swarmed by brands that have less than $75 million in revenue. It takes a lot of money for big food companies to turn small bits of revenue into large national brands. Companies have been largely averse to making that gamble on Hain.

Hain's founder and CEO, Irwin Simon, led the acquisitions and management of these small brands himself. Companies have been concerned that without his knowledge and relationships it might be uniquely difficult to pass the torch.

What's changed

Food companies are under more pressure than ever before.

The spree of 3G-style cost cutting over the past few years has left little obvious fat to trim. Food retailers are moving online, a channel that no longer offers yards of shelves to promote iconic products. Amazon and European grocers such as Lidl are expanding their private-label presence in the U.S., appealing to millennials who care more about price than they do brand.

Campbell Soup and Hershey recently announced their largest deals yet, buying Snyder's-Lance for $4.87 billion and Amplify Snack Brands for $1.6 billion.

Snyder's-Lance, like Hain, had long been a potential takeover target, but many industry sources thought its direct store delivery model made a deal too complicated and expensive. Campbell's plans to buy the pretzel company therefore demonstrate the bets that companies are now willing to make.

With Snyder's and Amplify off the table, the number of potential targets large enough to make an impact on the largest food brands has been whittled from what was already slim pickings.

Meantime, the lowering of the corporate tax rate may help mitigate the complexity in breaking up Hain's various businesses. As the corporate tax rate drops from 35 percent to 21 percent, it may be cheaper for it to sell off a division than in the past.

Not to mention, Hain has an activist. If Whole Foods is any lesson, an activist can make deals that people thought would never happen become a reality.

A settlement with activist investor Engaged Capital recently put its founder, Glenn Welling, on the Hain board. Engaged had disclosed a 9.9 percent stake in the company over the summer.

Hain shares, which fell nearly 4 percent early Friday before recouping losses, were recently down less than 1 percent.