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Mars Inc., maker of candy, pet products and consumer packaged goods, plans to acquire food company Kellanova in a deal worth $35.9 billion, giving it access to a portfolio of brands including Cheez-It, Pringles and Pop-Tarts.

As part of the agreement announced Aug. 14, Mars will pay $83.50 per share for Kellanova in an all-cash transaction, which is a 33% premium to its Aug. 2 closing price just before reports surfaced about a possible tie-up between the two.

The deal – which will be the largest in the industry since Mars shelled out $23 billion for Wrigley in 2008 – is expected to close in the first half of 2025. After that, Kellanova, a spinoff of Kellogg Co., will become part of Mars’ snacking division and remain based in Chicago.

Reuters noted that the acquisition is not expected to face many antitrust roadblocks due to the limited overlap of the two companies.

Kellanova was formed in 2023 when Kellogg split into two companies. The snack-heavy business is home to brands including Town House, Rice Krispies Treats, MorningStar Farms, NutriGrain and Eggo. Kellanova, which reported net sales last year of $13 billion, has a presence in 180 markets and 23,000 employees.

Mars believes Kellanova’s lineup complements its existing snacking platform, which includes Snickers, M&M’s, Twix, Dove, Extra, Kind and Nature’s Bakery. The company, which has more than 150,000 employees, recorded $50 billion in net sales in 2023.

While Mars is headquartered in McLean, Va., the company has longstanding ties to New Jersey, where it operates facilities in Newark and Hackettstown.

‘Historic’ combo

Kellanova Chairman, President and CEO Steve Cahillane described the merger as a “truly historic combination with a compelling cultural and strategic fit.”

“Kellanova has been on a transformation journey to become the world’s best snacking company, and this opportunity to join Mars enables us to accelerate the realization of our full potential and our vision,” he said. “We are excited for Kellanova’s next chapter as part of Mars, which will bring together both companies’ world-class talent and capabilities and our shared commitment to helping our communities thrive. With a proven track record of successfully and sustainably nurturing and growing acquired businesses, we are confident Mars is a natural home for the Kellanova brands and employees.”

Poul Weihrauch, Mars president and CEO, commented, “In welcoming Kellanova’s portfolio of growing global brands, we have a substantial opportunity for Mars to further develop a sustainable snacking business that is fit for the future. We will honor the heritage and innovation behind Kellanova’s incredible snacking and food brands while combining our respective strengths to deliver more choice and innovation to consumers and customers.”

The agreement has been unanimously approved by Kellanova’s board of directors and still requires shareholder signoff.

Under the terms of the deal, Kellanova will have to pay $800 million to Mars in case of a change in board recommendation, while Mars will have to pay a $1.25 billion termination fee in case of failure to secure regulatory approvals.