Charlotte, N.C.-based Sealed Air Corp (NYSE: SEE) said it agreed to sell its Diversey Care division and its food hygiene and cleaning business to Boston, Mass.-based Bain Capital Private Equity for $3.2 billion.

Diversey is a leading hygiene and cleaning solutions company that integrates chemicals, floor care machines, tools and equipment, with a wide range of technology based value-added services, food safety services and water and energy management. The company will continue to employ approximately 8,600 people globally. The businesses being sold reportedly generated combined net sales of approximately $2.6 billion in 2016.

“Diversey has a long track record of leadership in the hygiene and cleaning solutions market on a global basis,” said Ken Hanau, a Managing Director at Bain Capital Private Equity. “We are excited to partner with the talented team at Diversey to grow across key market verticals and geographies while investing in innovative hygiene solutions.”

Bain Capital is one of the world’s foremost private investment firms, with approximately $75 billion under management across several asset classes including private equity, venture capital, public equity and credit products. Founded in 1984, the firm’s more than 400 professionals are collectively the single largest investor in all of its funds and are dedicated to investing in and building its portfolio companies. The firm has offices in Boston, New York, Chicago, San Francisco, Palo Alto, London, Munich, Dublin, Tokyo, Shanghai, Hong Kong, Mumbai and Melbourne.

“Diversey Care and its related hygiene business has built an impressive innovation pipeline that includes the Internet of Clean, robotics and AHP disinfection technologies, revamped its go-to-market strategy and significantly improved profitability,” said Jerome A. Peribere, President and Chief Executive Officer of Sealed Air.

The deal is expected to close in the second half of 2017, subject to regulatory approvals and customary closing conditions.

Citi is acting as financial advisor, and Skadden, Arps, Slate, Meagher & Flom LLP as legal advisor to Sealed Air. Barclays and RBC Capital Markets LLC are serving as financial advisors and Kirkland & Ellis LLP is serving as legal counsel to Bain Capital Private Equity. Credit Suisse and Goldman Sachs together with Barclays, BofA Merrill Lynch, HSBC, RBC Capital Markets, and SunTrust Robinson Humphrey are providing committed financing for the transaction.

Sealed Air expects to use the sale proceeds to repay debt and maintain its net leverage ratio in the range of 3.5 to 4.0 times, repurchase shares to minimize earnings dilution, and fund core growth initiatives, including potential complementary acquisitions to its Food Care and Product Care divisions.

Sealed Air generated revenue of approximately $6.8 billion in 2016. Its portfolio of widely recognized brands includes Cryovac food packaging solutions, Bubble Wrap cushioning, and Diversey cleaning and hygiene solutions. The comopany has 23,000 employees who serve customers in 171 countries.



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