Kimball International, Inc. announced today that it has entered into a definitive agreement to acquire Poppin, Inc., a tech-enabled, market-leading B2B commercial furniture design company. The purchase price is $110 million in initial cash consideration plus additional contingent payments based on revenue and profitability milestones achieved through June 30, 2024, with potential total cash consideration equal to $180 million if all milestones are achieved.
Headquartered in New York City, Poppin designs fresh and clever commercial-grade furniture that is made to mix, match and scale in today’s modern office and work-from-home environments. Poppin has combined its digitally native platform, with a 17-person salesforce and network of five showrooms to rapidly become one of the industry’s leading disruptors primarily serving small to medium corporations and the direct to consumer market.
Poppin achieved a 40% annual compound growth rate in revenue between 2014 and 2019; however, the impact of COVID-19 has caused revenue to decline in 2020. For the first nine months of 2020 ended September 30, Poppin had sales of $44 million and achieved a gross margin of 36%. Similar to other fast-growing industry disruptors, Poppin has a history of aggressive investment in channel development resulting in negative EBITDA of $5 million for the nine-month period.
Kristie Juster, CEO of Kimball International commented, “The addition of Poppin to the Kimball International family provides us with a meaningful growth engine that aligns with our recently-launched 2.0 Connect Strategy and with our longer term vision to create a leading omnichannel commercial furnishings design powerhouse supported by a robust manufacturing and sourcing infrastructure. The acquisition greatly accelerates the development of our eBusiness platform, and we have identified multiple levers to drive significant revenue synergies. Our Stage One priorities include:
Scale Poppin’s playbook into secondary markets, where Kimball International has long-standing relationships
Accelerate work from home and corporate partnerships for Poppin and our Etc. brand
Launch Poppin privacy pods into Kimball International’s dealer network
Develop a complementary Poppin Pro Dealer Program
“Additional growth opportunities that we will pursue include expanding Poppin’s vertical expertise and product line in the Health and Hospitality verticals, leveraging Poppin’s industrial design capabilities, and launching new, innovative products together that address the needs of the re-imagined workplace in both office and work from home.
“By combining Kimball International’s deep industry and operational expertise with Poppin’s scaled, high growth, digitally native and direct platform, we will be uniquely positioned in the evolving commercial furnishings marketplace. Importantly, Poppin is an excellent cultural fit, bringing a team of highly engaged entrepreneurs with top-notch industrial design and marketing capabilities, whose collaborative approach complements the collegial environment we have at Kimball International.
“Kimball International will retain its strong balance sheet post-acquisition, with Net Debt to EBITDA of approximately 0.5x after closing. This modest leverage combined with our continued profitability will enable us to continue to invest in our business, while maintaining our current capital allocation priorities of dividend payments and share repurchases, which we are re-instating in the second quarter fiscal year 2021,” Ms. Juster noted.
Randy Nicolau, Chief Executive Officer and Co-Founder, of Poppin commented, “This partnership with Kimball International is an important step toward accelerating our growth and enabling us to further our position as a one-stop solution for inspiring workplaces with well-designed fast and flexible commercial-grade furnishings. Kimball International shares our view of the future of work, which we see as comprised of traditional office environments, satellite offices and work-from-home. We look forward to working together to create uplifting environments that can be accessed through a broad range of channels.”
Poppin will operate as a separate business unit within Kimball International and will continue to be led by Mr. Nicolau and its leadership team.
The acquisition is scheduled to close during the quarter ending December 31, 2020, subject to customary closing conditions.
JPMorgan served as the financial advisor to Kimball International and Schiff Hardin, LLP served as Kimball International’s legal counsel on this transaction. Cooley, LLP served as legal counsel to Poppin.