The significant year-over-year improvement in pro forma EBITDA is largely driven by $131 million in projected cost savings that have not yet been realized. Traders should assess whether these savings are achievable and monitor the acquisition closing status and financing terms.
Price Chart
Executive Summary
Sealed Air disclosed pro forma adjusted EBITDA figures of $1.33 billion for 2025, $1.13 billion for 2024, and $1.17 billion for 2023 to prospective lenders as part of financing efforts for its acquisition by CD&R. The data includes significant non-GAAP adjustments related to restructuring, acquisition costs, and projected cost savings from going private.
Key Facts
- Sealed Air is being acquired by affiliates of Clayton, Dubilier & Rice (CD&R)
- Pro Forma Adjusted EBITDA for 2025: $1,329.1 million (up from $1,127.4M in 2024)
- Pro Forma Adjusted EBITDA for 2024: $1,127.4 million (down from $1,171.6M in 2023)
- 2025 EBITDA includes $125 million in projected cost savings and $6 million in public-to-private savings
- Net earnings from continuing operations in 2025 were $441.2 million, up from $269.5 million in 2024
- The information was provided to facilitate debt financing for the acquisition and should not be relied upon for investment decisions
Financial Impact
Pro Forma Adjusted EBITDA increased 17.9% from 2024 to 2025 ($1.13B to $1.33B), but includes $131 million in forward-looking cost savings adjustments. 2024 EBITDA was down 3.8% from 2023.
Risk Factors
- The transaction may not close as planned, which would invalidate the pro forma adjustments
- The $125 million in 'cost saves' and $6 million in 'public to private savings' are forward-looking estimates that may not materialize
- The company explicitly states this information should not be relied upon for investment decisions
Market Snapshot
Investment Themes
Documents Analyzed
This report is based on 4 SEC documents filed with EDGAR.
| Document | Accession Number |
|---|---|
| 8-K Filing (Primary) | 0001193125-26-094181 |
| Document: 0001193125-26-094181-index-headers.html | 0001193125-26-094181 |
| Document: 0001193125-26-094181-index.html | 0001193125-26-094181 |
| Document: 0001193125-26-094181.txt | 0001193125-26-094181 |
Filters
| Type | Now | ||||
|---|---|---|---|---|---|
Apr 20, 2026 23w ago | 15-12G | — | awaiting T+1 | — | — |
Apr 9, 2026 25w ago | 25-NSE | $42.15 $42.15 | · 0.00% | ▲ +0.06% | — |
Apr 9, 2026 25w ago | 8-K | $42.15 $42.15 | · 0.00% | ▲ +0.06% | — |
Mar 5, 2026 30w ago | 8-K | $41.78 $41.83 | ▲ +0.12% | ▼ −0.73% | — |
Mar 5, 2026 30w ago | 8-K | $41.78 $41.83 | ▲ +0.12% | ▼ −0.73% | — |
US Market Status
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