Sealed Air Corporation announced that the 30‑day go‑shop period for its definitive agreement with private‑equity firm CD & R expired at 11:59 p.m. Eastern Time on December 16, 2025, the previous Wednesday. The expiration moves the company into a no‑shop phase, effectively locking in the $42.15‑per‑share cash offer and the $10.3 billion enterprise value agreed in the merger agreement.
The deal represents a 41% premium to the unaffected share price as of August 14, 2025 and a 24% premium to the 90‑day volume‑weighted average price as of November 12, 2025. No alternative bids emerged during the go‑shop period, and the termination fee of $94.67 million remains in place should the board change its mind or terminate the agreement in favor of another proposal.
The transaction is expected to close in mid‑2026, subject to shareholder approval, regulatory clearance, and other customary closing conditions. Once closed, Sealed Air will become a privately held company and its shares will no longer trade on the New York Stock Exchange.
Management said the partnership will accelerate growth and innovation, particularly in the Food and Protective businesses, and will enable greater investment in automation, sustainable materials, and high‑speed packaging equipment to meet the demands of e‑commerce and logistics markets. "This transaction delivers significant and derisked value to our shareholders while accelerating our ongoing transformation," CEO Dustin Semach said.
Chairman Henry R. Keizer added, "The Board is confident that this transaction delivers significant value and is in the best interests of our stockholders and the Company. It represents a realization of immediate and certain value at a substantial premium and enables the Company to execute its long‑term strategic vision."
Partner Rob Volpe of CD & R noted, "Sealed Air is an exceptional global business with a talented leadership team, leading franchises, and attractive fundamentals. We are committed to supporting Sealed Air’s continued investment in people, assets, and product portfolio."
Sealed Air reported $5.4 billion in sales for 2024 and employs approximately 16,400 people. The company will maintain its headquarters in Charlotte, North Carolina, and will have greater flexibility to pursue strategic initiatives once it is no longer subject to public‑market scrutiny.
The transition to private ownership is expected to provide Sealed Air with the flexibility to invest in long‑term growth areas without the pressure of quarterly earnings reports, positioning the company to capitalize on emerging opportunities in packaging and sustainability.
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