Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Industrials · Retail-Eating Places

Smithfield Foods Inc to acquire Nathans Famous, Inc.

Announced Jan 21, 2026 · Closed Oct 26, 2026

Deal value$450MEV $450M
Premium8.0%To unaffected price
EV / Adj. EBITDA12.7x2.9x EV / Revenue
ConsiderationAll cash$102.00 per share

Transaction

Acquirer
Smithfield Foods Inc (SFD)
Target
Nathans Famous, Inc. (NATH)
Buyer type
Strategic
Offer price per share
$102.00
Enterprise value
$450M
Status
Closed Oct 26, 2026

Deal protections

Break fee (target pays)
$10.6M · 2.4%
Reverse fee (buyer pays)
$7.4M · 1.6%
Go-shop
No-shop
Financing
No financing condition

Advisors

To the acquirer
Goldman Sachs
To the target
Jefferies
Jefferies fee
$9.6M

Sector context · Industrials

Comparable deals
93 in the prior 24 months
Premium
8.0% vs. 37.5% sector median
EV / Adj. EBITDA
12.7x vs. 9.9x sector median
Break fee
2.4% vs. 2.6% sector median

Timeline

  1. AnnouncedJan 21, 2026
  2. Proxy filedMar 6, 2026
  3. Definitive proxySep 24, 2026
  4. Shareholder voteOct 23, 2026
  5. ClosedOct 26, 2026

Valuation · fairness opinions

Trading comparables$57.55$78.60
Trading comparables$65.70$90.80
Precedent transactions$61.80$86.80
Discounted cash flow$95.35$124.60
Offer $102.00

Implied value per Nathans Famous, Inc. share by analysis, from Jefferies.

Sources
  • 8-K (EX-99.1) · Jan 21, 2026
  • 8-K (EX-99.1) · Jan 21, 2026
  • DEFA14A (EX-99.1) · Jan 21, 2026
  • 8-K · Jan 21, 2026

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.