Packaging companies WestRock Co. and Smurfit Kappa Group Plc agreed to combine in an $11.2 billion deal that creates an industry powerhouse domiciled in Ireland.
Shareholders of Atlanta, Georgia-based WestRock will receive the equivalent of $43.51 a share in cash and stock, according to a statement on Tuesday. Investors in Dublin-based Smurfit Kappa will own about 50.4% of the combined company.
Smurfit Kappa shares plunged as much as 13% in early Dublin trading as investors reacted to the prospect of a deal that includes a 28% premium to WestRock’s Monday close.
The new group will be called Smurfit WestRock and led by Tony Smurfit as chief executive officer. Combined, it will have adjusted 12-month revenue of about $34 billion and adjusted earnings before interest, taxes, depreciation, and amortization of $5.5 billion as of June 30, according to the statement.
The deal, which has been unanimously recommended by the boards of both companies, will create a packaging behemoth that provides everything from corrugated storage boxes to beer carriers and e-commerce shipping materials.
Forest industry companies have increasingly been turning to packaging from paper to benefit from the growth in online shopping while demand for paper has been in constant decline since the early 2000s.
Following a couple years of growth in demand and profits, the highly cyclical industry is now in the throes of a downturn, as consumers paring back spending translates into lower demand for packaging. The industry has also been consolidating for years, as market players seek scale to cut costs and better serve large customers.
Ordinary shares of Smurfit WestRock will be listed on the New York Stock Exchange and on the standard listing segment of the London Stock Exchange, the companies said.
Smurfit Kappa has long been seen as a potential player in the consolidation of the industry. In 2018, it rejected a takeover attempt by US rival International Paper Co. Smurfit Kappa and WestRock said last week that they were in talks on a possible combination.
(Updates with premium in third paragraph, listings in eighth paragraph.)
