JBT Corporation Completes Settlement of its Voluntary Takeover Offer of Marel hf. and Commences Trading as JBT Marel Corporation

JBT Marel Corporation (NYSE and Nasdaq Iceland: JBTM), a leading global technology solutions provider to high-value segments of the food and beverage industry, has announced JBT Corporation’s completion of the settlement of its voluntary takeover offer to acquire all issued and outstanding shares of Marel hf. (Marel) that were validly tendered by Marel shareholders prior to the expiration of the voluntary takeover offer on December 20, 2024, at 12:00 PM GMT.

Additionally, shares of the combined company, JBT Marel Corporation, began trading today under the new stock ticker symbol “JBTM” on both the New York Stock Exchange (NYSE) and Nasdaq Iceland hf (Nasdaq Iceland). 

Brian Deck, Chief Executive Officer of JBT Marel Corporation:

"It is a significant achievement, culminating in over a year of dedicated effort to combine the complementary strengths of both JBT and Marel. The creation of JBT Marel Corporation is guided by our shared purpose, to transform the future of food. With JBT Marel’s diverse solutions offering, enhanced operational scale, and deep application, service and digital expertise, we can better support our customers and the broader global food chain."

Árni Sigurdsson, President of JBT Marel Corporation:

"I want to extend my appreciation to the JBT and Marel teams for their relentless commitment to serving our customers as well as their incredible efforts to complete this transformational merger. As we move forward, united as JBT Marel, we are focused on integrating the businesses to deliver continuity and enhanced value to our global customers, shareholders, and other stakeholders."

JBT Marel Management and Board Composition

As previously announced, Brian Deck is Chief Executive Officer of JBT Marel, and Árni Sigurdsson is President of the Company. In addition to Brian Deck and Árni Sigurdsson, JBT Marel will be led by a purpose-built management team comprised of executives from both JBT and Marel organizations. 

The Board of Directors will continue to include Alan Feldman as Chairman, Barbara Brasier, Brian Deck, Charles Harrington, Lawrence Jackson, and Polly Kawalek. Newly appointed directors include Svafa Grönfeldt, Olafur Gudmundsson, Arnar Þór Másson, and Ann Savage. Additionally, C. Maury Devine, former JBT Board member, has chosen to retire, effective upon settlement of the voluntary takeover offer. 

Update on Squeeze Out Process and Marel Shares Delisting

In connection with the settlement of the voluntary takeover offer, JBT Marel has commenced a compulsory acquisition of all shares in Marel that are not already owned by JBT Marel in accordance with Icelandic law, as further described in a notice sent to the remaining Marel shareholders on January 2, 2025. JBT Marel expects to complete and settle the compulsory acquisition in February 2025. 

In addition, Euronext Amsterdam N.V. (Euronext Amsterdam) and Nasdaq Iceland have approved Marel’s requests to delist its shares from Euronext Amsterdam and Nasdaq Iceland. The last day of trading of Marel shares on the respective exchanges is today, January 3, 2025. 

NYSE and Nasdaq Iceland Bell Ringing Ceremonies 

To celebrate the combined company, JBT Marel will ring the opening bell on the NYSE on Monday, January 6, 2025. JBT Marel will also ring the closing bell on Nasdaq Iceland on Tuesday, January 7, 2025. 

Upcoming Earnings Results

In late February 2025, JBT Marel expects to report standalone JBT financial results for the fourth quarter and full year 2024. At that time in late February, JBT Marel also expects to provide an update on the combined company’s financials, including the 2025 outlook. 

Transaction Advisors

Goldman Sachs Co LLC acted as JBT’s financial advisor, and Kirkland & Ellis LLP and LEX served as JBT’s legal counsel. Arion banki hf. acted as JBT’s lead manager for the Icelandic offer and advised on the Icelandic listing, and ABN AMRO Bank N.V. acted as JBT’s Euronext Amsterdam Exchange agent. 

JP Morgan acted as Marel’s financial advisor, and Baker McKenzie, BBA/Fjeldco, and Osborne Clarke served as Marel's legal counsels.