Key Points:
- $10.3B All-Cash Deal: The CD&R Sealed Air deal will see shareholders receive $42.15 per share, representing a 41% premium.
- Closing Mid‑2026: Subject to approvals, with a 30‑day “go‑shop” for alternative bids.
- Industry Impact: Sealed Air’s packaging leadership continues, backed by CD&R’s growth investments and Charlotte HQ.
Sealed Air Corporation, a global leader in food and protective packaging, has agreed to be acquired by investment funds affiliated with Clayton, Dubilier & Rice (CD&R) in a transaction valued at approximately $10.3 billion. The CD&R Sealed Air deal represents a major development in the packaging industry, where the company has long been considered a key innovator.
As part of the agreement, Sealed Air shareholders will receive $42.15 in cash per share. This offer reflects a 41% premium over the company’s unaffected stock price from mid-August and a 24% premium to its 90-day trading average. The deal, approved unanimously by Sealed Air’s Board of Directors, is seen as a significant opportunity for stockholders seeking immediate value.
Dustin Semach, Sealed Air’s president and CEO, described the acquisition as a turning point for the company. He emphasized that the partnership with CD&R will support continued investment in the business, enabling improvements in operational efficiency and innovation. The company remains focused on advancing its food and protective product lines while maintaining customer-centric values.
Strategic Alignment and Leadership Support
CD&R partner Rob Volpe highlighted the strength of Sealed Air’s market presence and management team. He noted that the company has a solid foundation, comprehensive customer relationships, and a diversified product portfolio. The CD&R Sealed Air deal underscores the firm’s commitment to supporting Sealed Air’s long-term growth through investments in people, technology, and expansion efforts.
The deal was struck after Sealed Air’s board evaluated strategic alternatives with external advisers. The transaction provides stockholders with what the board considers a competitive and certain cash return at an attractive valuation.
Deal Structure and Timeline
The CD&R Sealed Air deal is expected to close in mid-2026, pending regulatory approvals and the satisfaction of additional closing conditions. Sealed Air is allowed to seek alternative acquisition proposals during a 30-day “go-shop” period. This window offers an opportunity for other bidders, though no alternative offers are guaranteed.
Financing for the deal includes both equity and debt components. CD&R-affiliated funds committed the equity portion, while the debt financing is led by major financial institutions including J.P. Morgan Securities, BofA Securities, Goldman Sachs, UBS, and Wells Fargo. Citi, Mizuho, and RBC also contributed financing commitments.
Upon completion of the transaction, Sealed Air will become a private company and its shares will be delisted from the New York Stock Exchange. The company’s headquarters will remain in Charlotte, North Carolina.
The CD&R Sealed Air deal marks a significant shift in the packaging sector, and stakeholders will be watching closely as Sealed Air steps into a new phase of private ownership under CD&R.
