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Saturday, May 12, 2001



C. Brewer to sell
all its assets

The aging investors of the
ex-"Big Five" firm saw it through
rough times and now want
to cash out


By Russ Lynch
Star-Bulletin

ONE OF HAWAII'S oldest companies, C. Brewer & Co., will be dismantled over the next several years, and its assets, including 70,000 acres of land, sold off piece by piece.

The private investors who are its shareholders voted last week to liquidate the company.

But John W.A. "Doc" Buyers, Brewer's chairman, a major shareholder and the leader of an investor group that took over in 1986, said the company will not disappear.

Buyers, 72, said he will form a new company, called C. Brewer Enterprises, to buy many of the assets and some of the land himself and create "a new kind of C. Brewer" centered in the "wellness" industry.

That will mean creating facilities for the long-term care of older people, growing crops that will produce health products, developing a wellness school and launching other activities to help an aging population.

Buyers said that he expects all of C. Brewer's operating subsidiaries to be maintained without losing any jobs, although they will come under new owners in the next three to five years. The company employs about 1,000 people. Its subsidiaries include Mauna Kea Agribusiness on the Big Island, Kilauea Agronomics on Kauai, Wailuku Agribusiness on Maui and a juice company in Washington called Hawaii's Own.

"I plan to buy one or possibly two" of the operating companies, Buyers said.

He said he also hopes to buy the company's headquarters, the 14,000-square-foot Wainaku Executive Center overlooking Hilo Bay.

It could take six years to liquidate the company, he said, since there will have to be land appraisals and other steps to see that shareholders get fair value.

C. Brewer has already sold a significant part of its business. Its macadamia nut packaging and marketing arm, Mauna Loa Macadamia Nut Corp., was sold late last year to the Shansby Group, a private equity investment partnership based in San Francisco.

The company was founded in 1826 and was one of the historic Hawaii "Big Five" companies, along with Alexander & Baldwin Inc., Amfac Inc., Castle & Cooke Inc. and Theo H. Davies & Co.

International Utilities Corp., a Philadelphia-based company, built up a majority ownership by buying Brewer stock over the years and in 1978 was in complete control, making Brewer a wholly owned subsidiary.

Buyers, who came to Hawaii in 1975 to run the business for IU, got together with other executives, friends and outside investors to arrange a $200 million leveraged buyout in 1986.

It left the company heavily in debt but brought it home to local Hawaii control.

By 1992, Buyers said, the company had reduced its debt to $60 million.

"Little did I know the next eight years were going to be miserable, miserable," Buyers said.

But the company paid off all the debt despite low sugar prices and a poor economy.

"Meantime, the shareholders have gone through this period of time with no dividends whatever," Buyers said.

Now investors are older and want to cash out so they can provide for their estates, he said.

"We have to take care of these shareholders that have been patient all these 15 years" since the buyout, Buyers said. "These folks want out. They want their shares redeemed."

The shareholders are all private, and their stock is not publicly traded.

Now the aging investors want their money's worth, Buyers said.

Buyers, who will turn 73 in July, said his employment contract runs out in February, and he plans to retire and push ahead with his plan for Brewer Enterprises.


HISTORY OF C. BREWER & CO.

1826: Founded, becomes one of the "Big Five" Hawaii companies.

1978: Becomes a wholly owned subsidiary of Philadelphia-based International Utilities Corp.

1986: John W.A. "Doc" Buyers, Brewer's Hawaii president, leads a $200 million leveraged buyout by other executives, friends and outside investors. The move puts Brewer heavily in debt but returns it to local control.

2000: Brewer subsidiary Mauna Loa Macadamia Nut Corp. sold to the San Francisco-based Shansby Group.

2001: Brewer's private shareholders vote to liquidate the company.




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