Jarden shareholders will receive, per share, $21 and 0.862 shares of Newell Rubbermaid stock at closing. Based on Newell Rubbermaid’s closing price on December 11, the implied total consideration would be $60 per share, a 24% premium to Jarden’s 30-day volume weighted average share price.
Newell Rubbermaid stakeholders will own about 55% of the combined entity, to be named Newell Brands. Newell Rubbermaid chief executive officer Michael Polk will head the company.
The deal, expected to close in the second quarter of 2016, creates a $16 billion company. Other brands under the organization will be Sharpie, EXPO, Parker, Elmer’s, Calphalon, Rubbermaid, Graco, Baby Jogger, Aprica, Goody, Irwin, Lenox, Rubbermaid Commercial Products, Coleman, First Alert, FoodSaver, Jostens, K2 and NUK.
The combination creates a consumer goods company “with incredible potential to grow and create value,” said Polk. “The scale of our combined businesses in key categories, channels and geographies creates a much broader canvas on which to leverage our advantaged set of brand development and commercial capabilities for accelerated growth and margin expansion.”
Polk said he had long respected the value creation track record and entrepreneurial vision of Jarden cofounder Martin Franklin, cofounder Ian Ashken, and their team led by CEO James Lillie. “I want to congratulate Jim on his strong leadership of Jarden over the last 12 years and his work positioning the business for the opportunity ahead, and I look forward to working with Martin and Ian as we drive the new Newell Brands towards its aspiration of becoming one of the preeminent consumer goods companies in the world,” said Polk.
Franklin, executive chairman of Jarden, said, “I am delighted that we are to play a part in bringing together these two winning companies. The combination offers significant value for our shareholders and the opportunity to participate in the combined company’s long-term value creation potential as shareholders in Newell Brands. I’m extremely proud of Jarden’s success over the past 14 years, which has been driven by an extraordinary culture designed to perform at a high level. We have spent significant time with Newell Rubbermaid’s senior management team and are convinced they have a similar ambition and drive. I’m excited by the opportunities for this new combined organization, and I look forward to being part of this dynamic new chapter.”
Lillie added, “This combination is focused on driving shareholder value and accelerating the growth and profitability of both businesses. Together, the business can move faster, globally leveraging the expertise and ability of the dedicated and talented employee base. The combined scale of both businesses will create opportunities for shareholders, customers and employees as the two businesses are very complementary in vision and in their ability to execute. I unequivocally support Mike and the combined teams in executing against the opportunity before us.”