Private Equity Giant CD&R Takes Control of Veritiv in $2.6B Deal

Clayton, Dubilier & Rice has successfully wrapped up its acquisition of Veritiv Corporation, marking a significant shift for the Atlanta-based packaging and distribution company. The transaction closed on November 30, 2023, with CD&R acquiring all outstanding shares at $170 per share in an all-cash deal.

The Deal Breakdown

The $2.6 billion acquisition reflects CD&R’s confidence in Veritiv’s market position. The private equity firm had announced its definitive agreement back in August 2023, committing to the high-value takeover. With this closure, Veritiv transitions from public markets—it previously traded on the New York Stock Exchange—to private ownership under CD&R’s strategic guidance.

Sal Abbate, serving as Chief Executive Officer of Veritiv, highlighted the significance of the transition. “This partnership, combined with the operational and financial flexibility we gain as a private company, positions us to innovate and sustain our competitive edge,” Abbate stated. The management team emphasized that CD&R’s backing provides the runway needed to pursue both organic expansion and strategic acquisitions.

Strategic Vision and Leadership

Rob Volpe, a Partner at CD&R, underscored the firm’s long-term interest in the deal. “We’ve been monitoring Veritiv’s progress for years, and the company’s transformation over the past few years has created industry leadership,” Volpe noted. He pointed to Veritiv’s differentiated service capabilities, robust supplier and customer networks, and engaged workforce as key attractions.

John Stegeman, who previously led Ferguson Enterprises as President and CEO, has been tapped to chair Veritiv’s board following the transaction close. Stegeman currently serves as Chief Executive of White Cap and brings extensive operational expertise to the role. His appointment signals CD&R’s intent to leverage deep industry knowledge to accelerate Veritiv’s growth trajectory.

Market Context and Advisory Support

The acquisition underscores continued appetite among mega-cap private equity players for specialty distribution platforms with strong operational foundations. CD&R mobilized a heavyweight financing consortium including Goldman Sachs, RBC Capital Markets, Wells Fargo Securities, BMO Capital Markets, UBS Investment Bank, and additional institutional backers to support the transaction.

Financial advisory duties fell to Morgan Stanley & Co., while Alston & Bird LLP provided legal counsel on Veritiv’s side. CD&R retained Guggenheim Securities and Wells Fargo Securities as lead advisors, supported by Kirkland & Ellis LLP and Debevoise & Plimpton LLP for legal guidance.

Veritiv, headquartered in Atlanta, operates as a comprehensive provider of packaging solutions, JanSan and hygiene products, and print offerings. The company maintains distribution infrastructure across North America and serves diverse customer verticals globally.