C. Brewer sale to end era

By Frank Cho
Advertiser Staff Writer

Hawai'i's oldest continuously operating company, C. Brewer & Co. Ltd., yesterday sold nearly all of its operating businesses to its longtime chairman, J.W.A. "Doc" Buyers, in a stock-and-cash deal valued at more than $10 million.

J.W.A. "Doc" Buyers plans to build elderly living centers, and generate jobs for Big Island residents.

About 100 C. Brewer employees will be affected by the sale. Buyers said all will be offered jobs with the new company, which will be called D. Buyers Enterprises LLC.

The owners of the privately held C. Brewer, now a Hilo-based specialty foods, agricultural and land company, had unsuccessfully tried to sell the company several times against Buyers' advice before announcing a plan in May to dissolve the firm by selling assets piecemeal after more than 174 years in business.

"My board and I had a different view on things. I am a growth-company guy, and C. Brewer was not a growth company anymore," Buyers said.

C. Brewer is one of the original "Big Five" companies that dominated commerce in Hawai'i for more than a century.

It is the oldest of those companies still operating in the state.

C. Brewer started in trading, then got into whaling, sugar, macadamia nuts, agriculture consulting, real estate, power generation, stevedoring, trucking, nutraceuticals and other industries.

Along with Alexander & Baldwin, Castle & Cooke, Theo H. Davies and Amfac, C. Brewer at one time influenced much of Hawai'i's political and economic life, but its power and profitability waned as the Islands moved from an agriculture-based economy.

Strother Timberlands Ltd. of Troy, Ala., offered $160 million for the company last year, but terminated the deal and sued, alleging that C. Brewer tried to manipulate the purchase price. The suit was later settled in an arrangement that involved Strother's buying some C. Brewer land.

Last year, C. Brewer sold affiliated companies Hawaii Coffee Co. Inc., Mauna Loa Macadamia Nut Corp. and Ka'u Agribusiness Co. Inc.

In May, shareholders received a roughly $51 million distribution of cash in the first step of the plan to begin selling operations.

C. Brewer shareholders, who participated in a $202 million leveraged buyout of the company in 1986, have longed to cash out for some time. Most of the investors, including former executives, are in their 70s and have estate-planning needs.

Buyers, who led the 1986 buyout, said it has been difficult for shareholders to trade their privately held stock. It also has been tough to sell C. Brewer to a single buyer because of the company's diverse operations in agriculture, specialty foods, real estate, nutraceuticals and environmental products.

Operations acquired by Buyers in yesterday's deal include:

• Wainaku Executive Center, C. Brewer's corporate headquarters in Hilo.

• Kilauea Agronomics Inc., a Kaua'i-based guava orchard and processing plant.

• Hawai'i's Own Corp., a frozen-juice company.

• All stock in ML Resources Inc., the management company for ML Macadamia Nut Orchards LP, a limited partnership publicly traded on the New York Stock Exchange.

• About 200 acres on the Hamakua Coast near Honomu and Umauma.

Not included in yesterday's deal are Wailuku Agribusiness and about 72,000 acres of Brewer land on Maui and the Big Island, which are expected to be sold in the next two years. A sweetbread factory also was not included.

Buyers, who was a major shareholder in C. Brewer, said he will retire from the company when his employment contract ends in February.

Building his new business will take time, Buyers said, but he is already looking at merging the juice company with an Asian firm that produces health drinks overseas.

"Mergers take a lot of time — and, a lot of times, they fall apart at the end," said Buyers, who will be chairman and chief executive officer of the new company.

Buyers said he plans to name a president for the new company in the next two weeks.

Reach Frank Cho at 525-8088 or fcho@honoluluadvertiser.com.