Smithfield Foods, Inc., an American food company and an industry leader in value-added packaged meats and fresh pork, and Nathan’s Famous, Inc., announced that they have entered into a definitive merger agreement for Smithfield Foods to acquire all of Nathan’s Famous’ issued and outstanding shares for $102.00 per share in cash, which represents an enterprise value of approximately $450 million1.

Since March 2014, Smithfield Foods has held an exclusive license from Nathan’s Famous within the United States, Canada and Sam’s Clubs in Mexico for Smithfield to manufacture, distribute, market and sell “Nathan’s Famous” branded hot dogs, sausages, corned beef and certain other ancillary products through the retail channel, and to manufacture and distribute “Nathan’s Famous” branded hot dog and sausage products for the foodservice channel. The license is scheduled to expire in March 2032.

Successfully closing the acquisition will secure Smithfield’s rights to this iconic brand into perpetuity and enable it to maximize the Nathan’s Famous brand growth across the retail and foodservice channels.

“The Nathan’s Famous acquisition is a meaningful step in the progression of Smithfield Foods allowing us to own all of the top brands in our Packaged Meats portfolio and unlock new growth opportunities for our largest segment,” said Smithfield president and CEO Shane Smith. “Since entering into our licensing agreement in 2014, we have made significant investments to build and grow the Nathan’s Famous brand. With our manufacturing scale, marketing strength, product innovation capabilities, and retail and foodservice channel expertise, acquiring Nathan’s Famous will allow us to take the brand to new heights.”

The transaction represents a valuation of approximately 12.4x Nathan’s Famous’s LTM adjusted EBITDA2 and a multiple of approximately 10.0x post-synergies. Smithfield Foods expects to achieve annual cost synergies of approximately $9 million by the second anniversary of the deal closing.

Eric Gatoff, CEO of Nathan’s Famous said, “This combination is a natural fit and provides a compelling valuation for Nathan’s Famous stockholders. As a long-time partner, Smithfield has demonstrated an outstanding commitment to investing in and growing our brand while maintaining the utmost quality and customer service standards.”

The acquisition of Nathan’s Famous will be immediately accretive to Smithfield’s adjusted diluted earnings per share from continuing operations attributable to Smithfield and is expected to bolster its growth strategy by: securing long-term sales and cash flows from the iconic Nathan’s Famous brand into perpetuity; driving growth of the high margin Packaged Meats segment by harnessing the powerful Nathan’s Famous brand and fueling it with an expanded portfolio of innovative products that build customer awareness across Smithfield’s well-established retail and foodservice sales channels; increasing foodservice sales volume by placing this channel under the direct management of Smithfield’s expert team and leveraging Smithfield’s established, scaled infrastructure; and improving operating efficiencies by generating anticipated annual run-rate cost synergies of approximately $9 million by the second anniversary of the transaction closing.

1 Based on Nathan’s Famous unaudited balance sheet as of last reported fiscal quarter ended September 28, 2025
2 A non-GAAP measure. Please refer to the table in the non-GAAP financial measures section for a reconciliation of net income to EBITDA and adjusted EBITDA