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Unilever to Merge Foods Unit With McCormick in $45 Billion Reverse Morris Trust

The tax‑efficient deal signals Unilever’s pivot toward higher‑growth personal care.

Overview

  • McCormick and Unilever said Tuesday they will combine Unilever’s Foods business with McCormick via a Reverse Morris Trust, a U.S. tax‑efficient spinoff‑and‑merger structure, with Unilever receiving $15.7 billion in cash.
  • At closing, Unilever shareholders are expected to hold 55.1% of the new company, McCormick shareholders 35%, and Unilever 9.9%, and Unilever will appoint four of the 12 directors.
  • The combined group targets about $600 million in annual cost savings by year three and roughly $20 billion in sales, will keep McCormick’s name and Maryland headquarters, and will add an international base in the Netherlands.
  • McCormick secured bridge financing from Citigroup, Goldman Sachs and Morgan Stanley and plans to fund the cash portion with on‑hand cash and new debt, guiding to net leverage of 4.0x or less at close and a path to 3.0x within two years.
  • The transaction, approved by both boards and expected to close by mid‑2027 pending McCormick shareholder and regulatory approvals, drew cautious market reaction and questions about integration complexity, debt loads and antitrust review.