Ferrero Agrees to Acquire Kellogg in $23 per Share Deal

Ferrero International S.A. has agreed to acquire WK Kellogg Co for $23 per share, with the transaction expected to complete in H2 2025. The deal is subject to regulatory approval and shareholder approval, and a termination fee of $105.1 million will be paid by Ferrero if the transaction is terminated. Lazard Freres & Co. LLC acted as financial advisor for Ferrero, while BofA Securities, Inc. also provided financial advice. Davis Polk & Wardwell LLP provided legal advice to Ferrero. Goldman Sachs & Co. LLC and Morgan Stanley & Co. LLC acted as financial advisors and provided fairness opinions for WK Kellogg Co, with Kirkland & Ellis LLP providing legal advice.

Ferrero International S.A. has agreed to acquire WK Kellogg Co for $23 per share, with the transaction expected to complete in the second half of 2025. The deal is subject to regulatory approval and shareholder approval, and a termination fee of $105.1 million will be paid by Ferrero if the transaction is terminated. The acquisition will add several iconic breakfast cereal brands, including Froot Loops, Frosted Flakes, and Special K, to Ferrero's portfolio [1].

Ferrero's CEO, Lapo Civiletti, stated, "This transaction marks an important step towards expanding Ferrero’s presence across more consumption occasions and reinforces our commitment to delivering value to consumers in North America." The acquisition is part of Ferrero's strategy to grow its footprint in the United States, where it already operates 22 plants and 11 offices, employing over 14,000 people [2].

The acquisition price represents a 40% premium to the 30-day volume-weighted average trading price of WK Kellogg Co shares. WK Kellogg Co will continue to operate out of its Battle Creek, Michigan headquarters, which will become the base for Ferrero in North American breakfast cereal operations. The deal is expected to close after regulatory approvals and shareholder votes [3].

WK Kellogg Co's financial advisor, Goldman Sachs & Co. LLC, provided a fairness opinion for the transaction, while Kirkland & Ellis LLP acted as legal counsel. Davis Polk & Wardwell LLP provided legal advice to Ferrero, with BofA Securities, Inc. and Lazard Freres & Co. LLC also acting as financial advisors [3].

The acquisition is expected to enhance Ferrero's market presence and product offerings in North America. WK Kellogg Co, which has been operating as a standalone company since 2023, has faced challenges in recent years, including a decline in sales and profits. However, the company has made progress in improving its financial performance and building a strong foundation for future growth [2].

References:
[1] https://www.cnbc.com/2025/07/09/cereal-maker-wk-kellogg-shares-jump-report-possible-deal-with-ferrero.html
[2] https://finance.yahoo.com/news/ferrero-confirms-takeover-agreement-wk-152336203.html
[3] https://www.prnewswire.com/news-releases/ferrero-to-acquire-wk-kellogg-co-302502422.html