McCormick & Co.’s proposed $44.8 billion combination with Unilever’s food business has passed a significant U.S. regulatory milestone, bringing the companies closer to creating one of the world’s largest producers of seasonings, sauces and condiments.
The Federal Trade Commission granted early termination of the transaction’s antitrust waiting period, according to an Oct. 23 report by The Daily Record. The development removes an important procedural obstacle for the Maryland-based spice manufacturer, although the transaction remains subject to additional regulatory reviews and other closing conditions.
The proposed combination, announced in March, would bring McCormick’s portfolio of seasonings and condiments together with Unilever’s established food brands, including Hellmann’s mayonnaise and Knorr products. The enlarged business would generate approximately $20 billion in annual revenue based on 2025 figures, according to the companies’ original transaction announcement.
The U.S. regulatory development comes as competition authorities in the United Kingdom continue examining the proposed merger.
Britain’s Competition and Markets Authority launched a formal investigation in September to determine whether the combination could substantially reduce competition in the country’s food market. The regulator has established a Nov. 11 deadline for its initial decision, according to its published case timetable.
A finding of potential competition concerns could result in a more extensive investigation, creating additional uncertainty over the transaction’s completion.
The U.S. antitrust milestone also follows criticism from Sen. Elizabeth Warren, who urged federal regulators to examine consolidation across the food industry.
In an Oct. 5 letter to the FTC and Justice Department, Warren raised concerns that combining major food suppliers could weaken retailers’ bargaining positions, increase pricing pressure and make it more difficult for smaller competitors to operate, according to an Oct. 8 report by FoodNavigator.
The FTC’s decision to end the waiting period early does not resolve the separate British investigation or guarantee that the transaction will be completed.
Deal Would Reshape Global Food Industry
The transaction represents a major expansion for McCormick, whose existing portfolio includes its namesake spices, French’s mustard, Frank’s RedHot and Cholula hot sauce.
Adding Unilever’s food operations would substantially increase the company’s international reach and strengthen its presence across retail grocery and food-service distribution.
Under the proposed agreement, Unilever and its shareholders would collectively control 65% of the combined company’s fully diluted equity, while existing McCormick shareholders would retain 35%.
Unilever shareholders would directly own approximately 55.1% of the new business, with Unilever retaining a separate 9.9% interest. The British consumer goods group would also receive $15.7 billion in cash, subject to closing adjustments, according to the companies’ March announcement.
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The deal is structured as a Reverse Morris Trust transaction, a mechanism intended to provide favorable U.S. federal tax treatment when a company separates a business and combines it with another enterprise.
For Unilever, the transaction would accelerate its shift away from packaged foods and toward beauty, personal care, home care and wellness products.
For McCormick, the acquisition would provide greater scale in international markets and expand its exposure to commercial kitchens, restaurants and other food-service customers.
The companies have projected approximately $600 million in annual cost savings, net of growth reinvestment, with the full benefit expected by the end of the third year following completion.
Investors Face Remaining Uncertainty
Despite the strategic rationale, the transaction has attracted investor scrutiny over its size, ownership structure and integration risks.
Reuters reported in March that shares of both companies declined following the initial announcement, reflecting concerns about the complexity of combining their operations and the extended timetable for completion.
The companies have maintained that the merger would create a stronger global competitor by combining established brands, distribution networks and product-development capabilities.
McCormick is expected to retain its corporate name, headquarters in Hunt Valley, Maryland, and New York Stock Exchange listing. The combined company also plans to establish an international headquarters in the Netherlands.
The transaction is expected to close by mid-2027, subject to McCormick shareholder approval, outstanding regulatory clearances and other customary conditions.
Source: The Daily Record
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