LONDON, UK: Smurfit Kappa and WestRock have announced the signing of a definitive transaction agreement to merge their operations and create a new entity, Smurfit WestRock.

The combination of these two industry giants is poised to establish a global leader in sustainable packaging, with the transaction agreement marking a pivotal milestone in this strategic endeavor.

The Boards of both Smurfit Kappa and WestRock have unanimously endorsed this transformative merger, citing compelling strategic, commercial, and financial reasons for the move. The combined entity will bring together Smurfit Kappa’s excellence in European corrugated and containerboard production, coupled with a strong presence in the Americas, and WestRock’s leadership in the United States, along with a significant footprint in Brazil and Mexico. This union is expected to yield a broad portfolio of packaging solutions serving diverse and growing markets.

Key Highlights of the Transaction:

• Formation of Smurfit WestRock: The merger will result in the creation of Smurfit WestRock, which will be incorporated and domiciled in Ireland, with global headquarters in Dublin, Ireland. The North and South American operations will be headquartered in Atlanta, Georgia.
• Transaction Details: Under the terms of the agreement, WestRock common stockholders will receive one Smurfit WestRock share and $5.00 in cash for each share of WestRock common stock. Smurfit Kappa shareholders will receive one Smurfit WestRock share for each ordinary share in Smurfit Kappa.
• Financial Strength: The combined entity will report combined last twelve months’ adjusted annual revenue of approximately $34 billion as of June 30, 2023, making Smurfit WestRock the largest listed global packaging partner by revenue.
• Board Approval: Both companies’ boards have unanimously approved the transaction and intend to recommend it to their respective shareholders.

Commenting on this momentous merger, Tony Smurfit, CEO of Smurfit Kappa, stated, “Smurfit WestRock will be the ‘Go-To’ packaging partner of choice for customers, employees, and shareholders. We will have the leading assets, a unique global footprint in both paper and corrugated, a superb consumer and specialty packaging business, significant synergies, and enhanced scale to deliver value in the short, medium, and long term.”

David Sewell, CEO of WestRock, echoed this sentiment, expressing enthusiasm for working together with Smurfit Kappa to create a leading global platform that delivers value to shareholders and offers comprehensive packaging solutions to customers.

Irial Finan, Chair of Smurfit Kappa, emphasized the value the combination would bring to shareholders and the industry, highlighting the experienced teams and diverse product portfolio.

Alan Wilson, Chair of WestRock, noted that the merger would enable the company to advance its growth initiatives on a global scale while providing shareholders with significant value potential.

The merger will create a packaging powerhouse with unparalleled geographic reach, diverse product offerings, and a shared commitment to sustainability. The transaction is expected to close in the second quarter of 2024, subject to regulatory and shareholder approvals.

Smurfit WestRock aims to be at the forefront of the sustainable packaging industry, serving as a reliable partner for customers and driving innovation across the packaging lifecycle in a bid to address environmental challenges and contribute to a sustainable future.

Smurfit Kappa and WestRock in talks over $20bn merger