08:52 AM EST, 11/10/2025 (MT Newswires) -- TreeHouse Foods ( THS ) on Monday agreed to be taken private by a subsidiary of Investindustrial VIII in an all-cash deal with an enterprise value of around $2.9 billion, while the food and beverage company's third-quarter earnings declined on a yearly basis.

Shareholders of TreeHouse will receive $22.50 per share in cash, representing an equity value of $1.2 billion and a 38% premium to the company's closing price on Sept. 26, the last trading day before speculation began about a potential deal. TreeHouse's stock jumped 20% in the most recent premarket activity.

The transaction also includes one non-transferable contingent value right per share, which will give TreeHouse stockholders a chance to receive 85% of certain proceeds if they are recovered from ongoing litigation related to part of the company's coffee business.

"Our agreement with Investindustrial, a leading European investor with a strong track record in food manufacturing and related sectors, will provide shareholders with immediate cash value, at a substantial premium," TreeHouse Chief Executive Steve Oakland said in a statement.

The deal, which requires approval from regulators and clearance from TreeHouse's investors, is expected to complete in the first quarter of 2026. JANA Partners, which owns a 10% stake in the company, has voted in favor, TreeHouse said.

Following the completion, TreeHouse's shares will no longer trade on the New York Stock Exchange. The company will operate independently within Investindustrial's portfolio, according to Andrea Bonomi, chairman of the industrial advisory board of Investindustrial.

Separately, TreeHouse posted adjusted earnings of $0.43 a share for the September quarter, down from $0.74 the year before, while analysts polled by FactSet expected $0.56. Sales edged up to $840.3 million from $839.1 million, compared with analysts' estimate for about $850 million.

The company attributed the slight increase in sales mainly due to higher pricing to recover commodity inflation, the purchase of a private brand tea business and distribution gains. This was offset by an 8.6% decline in volume and mix amid wider macroeconomic consumption trends, as well as distribution losses, among other factors, according to TreeHouse.

As a result of the takeover deal, TreeHouse withdrew its full-year outlook and cancelled its earnings call for Monday.