Sealed Air, a global provider of food and protective packaging, is to be acquired by funds from financial investor Clayton, Dubilier & Rice (CD&R) for USD 10.3 billion. The plan is to completely delist the company from the New York Stock Exchange.
Under the terms of the agreement, Sealed Air shareholders will receive USD 42.15 per share in cash. According to the company, the offer corresponds to a premium of 41 percent on the unaffected share price on 14 August 2025 and 24 percent on the average share price over the past 90 days up to 12 November 2025. The enterprise value of the transaction is stated at USD 10.3 billion.
The Board of Directors of Sealed Air has unanimously approved the takeover. Over the past twelve months, the Board has, according to its own statements, examined various strategic options and now sees CD&R's offer as an opportunity to secure „immediate and secure value“ for shareholders while at the same time safeguarding the company's long-term strategic direction.
Focus on growth plans in food and protective packaging
Sealed Air's management is linking the planned acquisition with the acceleration of ongoing transformation and efficiency programmes. CEO Dustin Semach emphasises in the press release that the partnership with CD&R is intended to strengthen investments in the Food and Protective Packaging divisions and drive innovation, capacity expansion and market reach.
Sealed Air supplies packaging solutions for fresh meat, dairy products, liquid foods, e-commerce, logistics and industrial applications. Its portfolio includes brands for food packaging, protective packaging, liquid filling systems and automated packaging technology. In 2024, the company generated sales of USD 5.4 billion and employed around 16,400 people in 117 countries.
CD&R sees Sealed Air as an established global player with a strong market position, broad customer and supplier relationships and a differentiated product range. The investor announces that it will continue to invest in personnel, production facilities and product development and work together with the management to achieve sustainable, long-term growth.
Transaction structure, go-shop phase and stock market withdrawal
The takeover is currently expected to be completed in mid-2026. This is subject to the approval of Sealed Air shareholders, regulatory approvals and the fulfilment of other customary closing conditions.
The purchase agreement provides for a so-called go-shop phase of 30 days, during which Sealed Air may actively solicit alternative offers. Qualified bidders will then have a further 15 days to negotiate a possible competing offer in the form of a final contract. The company points out that it is unclear whether this process will result in a superior offer and will only provide interim updates as required.
The transaction will be financed through equity from CD&R funds and debt from a lender group led by several banks. Upon completion of the acquisition, Sealed Air's headquarters will remain in Charlotte, North Carolina. The company will then become privately held.
Source: Sealed Air
