Sealed Air Shares Diminished by 52% Diversey Premium: Real M&A

Sealed Air Corp. is handing Clayton Dubilier & Rice LLC an almost $1 billion windfall at the expense of its own shareholders by paying a 52 percent premium for Diversey Holdings Inc.

The $2.9 billion takeover of Diversey, the cleaning-products maker owned by Clayton Dubilier and descendants of Samuel Curtis Johnson, values the New York-based private equity firm’s 46 percent stake at $1.34 billion, according to data compiled by Bloomberg. That’s almost triple the amount Clayton Dubilier paid in November 2009. Including net debt, the $4.3 billion price tag is 11.9 times Diversey’s earnings, higher than the average 7.8 times for the most comparable deals this year.