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2016-02-22

Sysco Corporation: Sysco Agrees to Acquire Brakes Group

$3.1 Billion Transaction to Bring European Foodservice Distribution Leader

into Sysco's Family of Companies

Transaction Expected to be Immediately Accretive to Sysco Earnings

HOUSTON, Feb. 22, 2016 (GLOBE NEWSWIRE) -- Sysco Corporation (NYSE:SYY), North
America's leading foodservice distributor, announced today that it has
reached a definitive agreement to acquire Brakes Group, a leading European
foodservice distributor with operations in the United Kingdom, Ireland,
France, Sweden, Spain, Belgium and Luxembourg. Brakes Group is owned by Bain
Capital Private Equity. The transaction is valued at approximately $3.1
billion USD (approximately 2.2 billion British pounds) and includes the
repayment of approximately $2.3 billion of Brakes Group's financial debt.

Unanimously approved by Sysco's Board of Directors, the transaction expands
Sysco's footprint in the UK and Ireland and further into Europe and positions
the company for potential future expansion in these markets. The deal is
subject to customary regulatory review by European Union competition
authorities. The companies expect to complete the transaction before the end
of Sysco's fiscal year in July 2016.

Headquartered in London, Brakes Group will operate as a standalone company
within Sysco. The Brakes Group business will continue to be led by chief
executive officer Ken McMeikan. His management team and the rest of the
employee base will remain in place.

"We look forward to welcoming Brakes Group, its 15,000 employees, and Ken
McMeikan and his highly respected leadership team to the Sysco family of
companies," said Bill DeLaney, Sysco chief executive officer. "This
transaction will unite Sysco with a leading foodservice distributor in Europe
with demonstrated capability to sustainably grow its business over time.
Beginning with a common customer-centric mindset, our companies are
strategically aligned with compatible cultures and similar business models.
We expect to retain key members of Brakes Group's talented leadership team
and to experience little distraction from integration given the minimal
overlap of the businesses. Sysco's management team remains confident in and
committed to achieving our previously announced three-year plan financial
objectives."

"Since we bought Brakes Group in 2007, the business has been transformed with
capital investment of more than 100 million British pounds in an e-commerce
platform, multi-temperature distribution infrastructure, and customer service
enhancements," said Dwight Poler, a managing director of Bain Capital Private
Equity. "There is still a huge market opportunity ahead that I am confident
Brakes Group is very well placed to deliver with Sysco."

"It's very exciting for Brakes Group to be joining the recognized worldwide
leader in foodservice distribution," said McMeikan. "Last year we said we
would look for the best strategic option for Brakes Group's next stage of
development. We are delighted to have now concluded this process by joining
Sysco. Our mission is simple: to help businesses who serve food to thrive,
and becoming part of the Sysco family will help us get closer toward
achieving that great outcome for our customers, colleagues and suppliers.
Similar to Sysco's approach, Brakes Group serves thousands of customers
across Europe every day, including pubs, restaurants, hotels, hospitals,
schools, contract caterers and more. We have continued to flourish in recent
years, and the significant investment that has been made in Brakes Group
provides us with a very solid platform for further growth as part of Sysco."

Brakes Group Operational Details

In fiscal 2015, Brakes Group's revenues were nearly $5 billion (3.3 billion
British pounds), a 6.5 percent increase from the previous fiscal year.

Brakes Group was originally established in 1958 by William, Frank and Peter
Brake as a poultry supplier to caterers in Great Britain. It is a leading
foodservice provider in Europe by revenues, supplying an extensive range of
fresh, refrigerated and frozen food products, as well as non-food products
and supplies, to more than 50,000 foodservice customers. The group of
companies has leading market positions in the UK, France and Sweden, in
addition to a presence in Ireland, Belgium, Spain and Luxembourg. Brakes
Group supplies more than 50,000 products, including an extensive portfolio of
more than 4,000 own-brand products. The innovative own-brand portfolio is
valued by customers, having been developed over more than 55 years to assist
professional caterers in producing high-quality meals. All products are
delivered through Brakes Group's industry-leading distribution networks.

Brakes Group companies include: Brakes, Brakes Catering Equipment, Brake
France, Country Choice, Davigel, Freshfayre, M&J Seafood, Menigo Foodservice,
Pauley's, Wild Harvest and Woodward Foodservice.

"We have complete confidence that Ken's team will achieve its planned business
objectives," DeLaney said. "We expect to augment this growth by leveraging
our combined scale to provide our customers with an even more competitive
offering. We look forward to servicing customers across Europe and beyond,
with the goal to be their most valued and trusted business partner."

Currently, Sysco's family of foodservice distribution companies includes
operations in the U.S., Canada, Ireland, Northern Ireland and The Bahamas, as
well as joint ventures in Mexico and Costa Rica. Additionally, Sysco
International Food Group (IFG) provides services to a number of
multi-national contract customers conducting business in many different
countries.

Financial Details

At closing, the combined companies are expected to generate annualized sales
of approximately $55 billion. The purchase price, the refinancing of Brakes
Group's debt, and other fees and expenses in connection with the transaction
are expected to be financed with new debt, commercial paper and cash on
Sysco's balance sheet. The acquisition of Brakes Group is expected to be
immediately accretive to Sysco's earnings.

The multiple for this transaction is approximately 12 times Brakes Group's
calendar year 2015 adjusted EBITDA of approximately 184 million British
pounds. This multiple approximates Sysco's current trading multiple. In
addition, the expected internal rate of return for the transaction is
approximately 13 percent.¹

"Our strong financial position and free cash flow allow us to pursue this
proposed acquisition, while maintaining our current capital allocation
strategy," DeLaney said. "We remain committed to reinvesting in our
business, growing our dividend, expanding our business through strategic
acquisition and repurchasing shares opportunistically."

¹ See reconciliation explanation below.

Advisors

Deutsche Bank Securities, Inc. acted as the exclusive financial advisor to
Sysco and is acting as sole lead arranger and sole book runner of the bridge
financing for the acquisition. Freshfields Bruckhaus Deringer LLP and
Ernst&Young LLP acted as legal and due diligence advisors, respectively, to
Sysco. Goldman Sachs International and Baker&McKenzie LLP acted as financial
and legal advisors, respectively, to Bain Capital Private Equity and Brakes
Group.

Conference Call&Webcast

Sysco will host a conference call to discuss this transaction today at 10
a.m., Eastern. A live webcast of the call, a copy of this news release and a
slide presentation will be available online at investors.sysco.com.

For purposes of public disclosure, Sysco plans to use the investor relations
portion of its website as a primary channel for publishing key information to
its investors, some of which may contain material and previously non-public
information. As a result, a live webcast of the call, a copy of this press
release and a slide presentation, will be available online at
investors.sysco.com. We encourage investors to consult that section of our
website, or our investor relations app, regularly for important information
about us.

About Sysco

Sysco is the global leader in selling, marketing and distributing food
products to restaurants, healthcare and educational facilities, lodging
establishments and other customers who prepare meals away from home. Its
family of products also includes equipment and supplies for the foodservice
and hospitality industries. The company operates 196 distribution facilities
serving approximately 425,000 customers. For Fiscal Year 2015 that ended June
27, 2015, the company generated sales of more than $48 billion. For more
information, visit www.sysco.com or connect with Sysco on Facebook at
www.facebook.com/SyscoCorporationor Twitter at https://twitter.com/Sysco.
Important news regarding Sysco is available at www.sysco.com/investors. You
can follow us at www.twitter.com/SyscoStockand download the Sysco IR App,
available on the iTunes App Store and the Google Play Market. Investors are
encouraged to read our news releases and filings with the Securities and
Exchange Commission. It is possible that the information we disclose through
any of these channels of distribution could be deemed to be material
information.

About Bain Capital

Bain Capital (www.baincapital.com) is one of the world's foremost
privately-held alternative investment firms, with approximately $75 billion
of assets under management in several pools of capital including private
equity, venture capital, public equity, credit products and absolute return.
Bain Capital's more than 400 professionals are collectively the single
largest investor in all of its funds and its private equity team is dedicated
to investing in and building its portfolio companies. Founded in 1984, Bain
Capital has made private equity, growth, and venture capital investments in
more than 450 companies around the world, and has deep experience across key
vertical industries including consumer/retail, financial services and
institutions, healthcare, industrials, and technology, media and
telecommunications. Having first established its European presence 15 years
ago, Bain Capital Private Equity now has local offices in London, Munich and
Luxembourg.

About Brakes Group

Brakes Group (www.BrakesGroup.com) is a leading supplier to the foodservice
sector in the United Kingdom, Ireland, France, Sweden, Spain, Belgium and
Luxembourg. The group comprises a family of specialist businesses which are
able to deliver everything the caterer needs, including their very successful
own brand ranges developed specifically for chefs. Employing 15,000 people,
the Group supplies a diverse customer base, which includes pubs, restaurants
and hotels, schools, hospitals and contract caterers. Brakes Group has
developed a clear customer focus and a strong understanding of the needs of
the foodservice sector providing innovative products and services and is
committed to improving both the ...

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