Industrial F&B Investments III Inc., an independently managed investment subsidiary of Investindustrial VIII SCSp, is set to acquire snack and beverage manufacturer TreeHouse Foods, Inc. for $2.9 billion.

The all-cash transaction, unanimously approved by the TreeHouse Foods Board of Directors, is expected to close in the first quarter of 2026, subject to approval by TreeHouse Foods shareholders and satisfaction of regulatory approvals and other customary closing conditions. Upon completion of the transaction, the company's common stock will no longer be listed on the New York Stock Exchange, and TreeHouse Foods will become a private company.

"TreeHouse Foods has been executing a strategy to become a focused snacking and beverage private brand leader with depth in categories, attractive long-term prospects and an agile operating model,” says Steve Oakland, chairman, chief executive and president of TreeHouse Foods. “Our agreement with Investindustrial, a leading European investor with a strong track record in food manufacturing and related sectors, will provide shareholders with immediate cash value, at a substantial premium. I am incredibly grateful to the entire TreeHouse Foods team for helping us reach this milestone, and we look forward to partnering with Investindustrial to position TreeHouse Foods for continued success in its next chapter."

Under the terms of the agreement, TreeHouse Foods shareholders will receive $22.50 per share in cash for each share of common stock owned at closing, and one non-transferable Contingent Value Right (CVR) per common share. The CVR generally will provide a holder with an opportunity to receive certain net proceeds, if any are recovered, from certain ongoing litigation relating to part of TreeHouse Foods' coffee business.

The upfront cash portion of the consideration of $22.50 per common share represents an equity value of $1.2 billion, a 38% premium to TreeHouse Foods' closing share price on Sept. 26, the last full trading day prior to market speculation around a transaction and a 29% premium to the company's 30-day volume-weighted average share price on Sept. 26, 2025.

"Investindustrial is delighted to welcome TreeHouse as the newest platform in its global food and beverage portfolio," says Andrea C. Bonomi, chairman of the Industrial Advisory Board of Investindustrial. "The acquisition of TreeHouse Foods, which will operate independently within Investindustrial's portfolio, underscores the firm's expertise in food and beverage and highlights its strong presence in North America, where Investindustrial portfolio companies will have a total of over 85 manufacturing plants and 16,000 employees, following the acquisition of TreeHouse Foods. We have long admired TreeHouse Foods and have tremendous respect for Steve and the entire team, who have built a dynamic snacking and beverage leader and supply chain partner to blue-chip retail, food service and food-away-from-home customers across North America. We are confident in the long-term growth opportunities in private brands and the categories where TreeHouse Foods operates, as well as the company's ability to build on its strong foundation of leadership. We look forward to working closely with the TreeHouse Foods leadership team and employees to drive its long-term success."