Sealed Air enters food safety, sanitization industry with $4.3 billion purchase of Diversey
Sealed Air Corp.and Diversey Holdings Inc. announced that they have entered into a definitive agreement under which Sealed Air will acquire Diversey, a leading solutions provider to the global cleaning and sanitization market, in a transaction valued at $4.3 billion. The transaction is expected to be completed in 2011 and is expected to be accretive to earnings in the first full year following completion, according to a statement from Sealed Air.
Under the terms of the agreement, Diversey shareholders will receive $2.1 billion in cash and an aggregate of 31.7 million shares of Sealed Air common stock valued at $25.68 per share based on Sealed Air’s closing stock price on May 31, for a total equity consideration of $2.9 billion. Diversey is a privately-owned company, controlled by members of the Johnson family and Clayton, Dubilier & Rice. Upon closing of the transaction, Diversey shareholders are expected to own approximately 15 percent of Sealed Air common stock.
Diversey provides cleaning, sanitization and hygiene solutions to industrial and retail customers in the food and beverage, foodservice, health care and lodging sectors, as well as to building service contractors worldwide. In 2010, Diversey generated net sales of $3.1 billion and Adjusted EBITDA1 of $453 million. Diversey employs more than 10,000 people worldwide and operates in more than 60 countries. Sealed Air is a leading provider of food and industrial system solutions that help ensure that food retains its freshness, products arrive undamaged, and transit efficiencies are maximized to reduce energy and waste. Sealed Air is focused on pioneering a differentiated, proprietary range of offerings in material science, automation technology and service-based solutions in order to provide comprehensive solutions to its customers. Sealed Air operates in 52 countries, employs more than 16,000 people and generated net sales of $4.5 billion in 2010.
The transaction will create a global leader in sustainable solutions that provide hygiene, protection, food safety and security, The combination of Diversey and Sealed Air is well positioned to capitalize on attractive megatrends including increased emphasis on food safety and security, health and hygiene, and sustainability. With Diversey, Sealed Air will benefit from entry into a $40+ billion cleaning and sanitization market, where increased regulatory focus is driving demand for greater expertise.
It will also offer customers a broader array of products and services, including Diversey’s SmartDose dosing for cleaners, Optifill sealable prescription fulfillment systems, Taski Swingo XP floor cleaning equipment and Oxivir disinfectants. The combined company will be well positioned to meet customers’ growing demand for convenience, safety and hygiene, while reducing customer costs through increased efficiencies, according to the company.
