Investindustrial has completed its previously announced acquisition of TreeHouse Foods in an all-cash transaction valued at $2.9 billion in total enterprise value, plus the value of contingent value rights tied to a separate litigation recovery.
As part of the closing, Industrial F&B Investments III, Inc., an independently managed investment subsidiary of Investindustrial VIII SCSp, was merged with and into TreeHouse Foods, with TreeHouse Foods remaining as the surviving corporation. The transaction results in TreeHouse Foods becoming a private company.
TreeHouse Foods shareholders of record as of the closing date are entitled to receive $22.50 in cash per share of common stock and one non-transferable contingent value right per common share. The CVR provides holders the opportunity to receive certain net proceeds, if any are recovered, from the ongoing TreeHouse Foods, Inc. et al. v. Green Mountain Coffee Roasters, Inc. et al. litigation related to part of TreeHouse Foods’ coffee business, with the specific terms governed by a CVR agreement filed with the SEC.
The $22.50 per-share upfront cash consideration represents an equity value of $1.2 billion and, according to the companies, reflects a 38% premium to TreeHouse Foods’ closing share price on September 26, 2025, the last full trading day prior to market speculation about a transaction, and a 29% premium to the company’s 30-day volume-weighted average share price on the same date. With the deal complete, TreeHouse Foods’ common stock will no longer trade on the New York Stock Exchange.
TreeHouse Foods describes itself as a leading private brands snacking and beverage manufacturer in North America. Investindustrial said it has €17 billion of raised fund capital and a 35-year track record of supporting mid-market companies with capital and operational expertise to drive value creation and international expansion.
Support: Goldman Sachs served as financial advisor to TreeHouse Foods, with Jones Day acting as legal counsel. Lazard, RBC Capital Markets, and Deutsche Bank advised Investindustrial, while RBC Capital Markets, Deutsche Bank, and KKR Capital Markets led a broader underwriting group providing financing support for the acquisition. Skadden, Arps, Slate, Meagher & Flom served as legal counsel to Investindustrial on the acquisition, and Paul, Weiss, Rifkind, Wharton & Garrison served as financing legal counsel.
