Sonoco Products Company (“Sonoco” or the “Company”), a global leader in high-value sustainable packaging, has announced it has signed a definitive agreement to sell its ThermoSafe business unit (“ThermoSafe”), which is one of the leading providers of temperature-assured packaging, to Arsenal Capital Partners (“Arsenal”), a leading private equity investment firm that specializes in building market-leading industrial growth and healthcare companies, for a total purchase price of up to $725 million. The purchase price consists of $650 million on a cash-free and debt-free basis payable at closing, and additional consideration of up to $75 million (“additional consideration”) if certain performance measures for calendar year 2025 are met. The transaction is subject to customary closing conditions, including regulatory review, and is expected to be completed by the end of 2025. Net proceeds from the transaction are expected to be used to repay existing debt.
Based in Arlington Heights, IL, ThermoSafe is one of the leading global providers of temperature-controlled packaging solutions, ensuring the safe and efficient transport of pharmaceuticals, biologics, vaccines and other temperature-sensitive products. In 2024, the business generated over $240 million in sales and approximately $50 million in pro forma adjusted EBITDA. ThermoSafe has a vast product offering featuring industry-leading technology, including bio-based insulation materials and reusable technologies, that encompasses refrigerated, frozen or controlled room temperature applications. In addition, ThermoSafe’s ISC Labs® deliver individualized design and testing services and innovative packaging solutions along with qualification and validation services to meet all regulatory requirements. ThermoSafe employs approximately 900 associates working in operations in the Americas, EMEA and Asia.
“With the planned sale of ThermoSafe, we are completing the next step in Sonoco’s portfolio transformation, which has resulted in significantly streamlining our operations from a large portfolio of diversified businesses into two core global business segments. This simplified structure features incredibly robust businesses with industry leadership and sustainable futures serving large global customers,” said Howard Coker, President and CEO.
“Our transformation enables us to deliver more sustainable growth that builds on our strengths and allows us to drive value for our customers. Sonoco is proud of what we have accomplished in building ThermoSafe into one of the industry’s leading players while more than doubling revenues since 2012 and substantially improving technology and product offerings serving our customers’ ever-changing needs. We thank the entire ThermoSafe team for their years of delivering quality products and providing outstanding customer service on behalf of Sonoco. We know their knowledge, experience and leadership will be greatly valued by their new owner and wish the entire team continued success in the future.”
Pro forma for the transaction, the expected net proceeds from the divestiture, excluding any additional consideration, are projected to further reduce Sonoco’s net leverage ratio (defined as second quarter total debt less cash and expected net proceeds divided by the midpoint of our 2025 adjusted EBITDA guidance range less ThermoSafe’s pro forma adjusted EBITDA) to approximately 3.5x.
Morgan Stanley & Co. LLC acted as financial advisor to Sonoco. Freshfields LLP acted as Sonoco’s legal advisor. Kirkland & Ellis LLP acted as legal advisor to Arsenal.
