McCormick to acquire Unilever Foods via Reverse Morris Trust; Unilever shareholders to own ~55-65% of combined company

MCCORMICK & CO INC

Unilever will spin off foods business into SpinCo, then merge into McCormick; existing MKC shareholders retain ~35%.
Bridge financing of up to $15.7B committed from Citi, Goldman Sachs and Morgan Stanley.
Transaction valued at approximately $15.7B based on debt financing and note distribution provisions.
Closing conditions include regulatory approvals, McCormick shareholder vote on share issuance and charter amendments.
Termination fee of $420M payable by McCormick if board changes recommendation; expense reimbursement up to $75M if shareholder vote fails.

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

MCCORMICK & CO INC entered into Separation and Distribution Agreement with Unilever PLC, Unilever Alpha HoldCo B.V., Sandman Corporation, and McCormick & Company, Incorporated (effective 2026-03-31).

Action: entry
Agreement: supply
Counterparty: Unilever PLC, Unilever Alpha HoldCo B.V., Sandman Corporation, and McCormick & Company, Incorporated
Effective: 2026-03-31

Exact text from the filing

a Separation and Distribution Agreement (the “Separation and Distribution Agreement”), dated as of March 31, 2026, by and among Unilever, DutchCo, SpinCo and McCormick

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

MCCORMICK & CO INC entered into Agreement and Plan of Merger with Unilever PLC, Unilever Alpha HoldCo B.V., Sandman Corporation, Morpheus Merger Sub I Corp., and Morpheus Merger Sub II, LLC (effective 2026-03-31).

Action: entry
Agreement: merger
Counterparty: Unilever PLC, Unilever Alpha HoldCo B.V., Sandman Corporation, Morpheus Merger Sub I Corp., and Morpheus Merger Sub II, LLC
Effective: 2026-03-31

Exact text from the filing

an Agreement and Plan of Merger (the “Merger Agreement”), dated as of March 31, 2026, by and among Unilever, DutchCo, SpinCo, McCormick, Merger Sub I and Merger Sub II

View on SEC.gov

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

MCCORMICK & CO INC entered into Employee Matters Agreement with Unilever PLC, Sandman Corporation, Unilever Alpha HoldCo B.V., Morpheus Merger Sub I Corp., and McCormick & Company, Incorporated (effective 2026-03-31).

Action: entry
Counterparty: Unilever PLC, Sandman Corporation, Unilever Alpha HoldCo B.V., Morpheus Merger Sub I Corp., and McCormick & Company, Incorporated
Effective: 2026-03-31

Exact text from the filing

an Employee Matters Agreement, dated as of March 31, 2026 (the “Employee Matters Agreement”), by and among Unilever, SpinCo, DutchCo, Merger Sub I and McCormick

View on SEC.gov

273 material agreements filed in the last 30 days. Browse all material agreements →

MCCORMICK & CO INC filing history →

Source: SEC EDGAR

accession 0001999371-26-007382

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