The Middleby Corporation today announced that its Board of Directors (the “Board”) has formally approved the previously announced spin-off of its Food Processing business, Midera Food Processing, Inc. (“Midera”).
To execute the spin-off, Middleby will distribute all of the issued and outstanding shares of Midera common stock pro rata to Middleby stockholders of record on June 26, 2026 (the “Record Date”). The Board expects the distribution to occur at 12:01 a.m. Eastern Time on July 6, 2026 (the “Distribution Date”), on the basis of a distribution ratio of one share of Midera common stock for every one share of Middleby common stock held as of 4:00 p.m. Central Time on the Record Date.
“Midera is entering an exciting new chapter as a pure-play food processing technology leader,” said Mark Salman, incoming Chief Executive Officer of Midera. “We have deep customer relationships, leading brands across protein, bakery, and snack processing, and a proven innovation engine that delivers real solutions. As an independent company, we’ll have the strategic focus and financial flexibility to accelerate our approach to delivering complete solutions that help food producers efficiently scale their operations. Our unique position in the market comes from our ability to integrate equipment, automation, and service into total line solutions as we seek to deliver the lowest total cost of ownership for our customers. We’re excited to capitalize on the significant growth opportunities ahead and create substantial shareholder value.”
“This separation represents the culmination of years of strategic planning and portfolio optimization,” said Tim FitzGerald, Chief Executive Officer of Middleby. “Both Middleby and Midera are well positioned to accelerate growth as independent companies, each with the strategic focus to pursue distinct opportunities in their respective markets. Middleby will continue driving innovation in commercial foodservice, from our beverage platform to our connected kitchen solutions and across all of our product categories. Midera enters the market as a leader in food processing automation with strong momentum. We’re confident this focused approach will drive significant value creation for our shareholders.”
Completion of the spin-off is conditioned upon the satisfaction or waiver of certain conditions, as set forth in the form of Separation and Distribution Agreement filed with the U.S. Securities and Exchange Commission (the “SEC”) as part of Midera’s registration statement on Form 10, which was declared effective by the SEC on June 17, 2026.
The spin-off is expected to be tax-free to Middleby stockholders for U.S. federal income tax purposes.
When-Issued Trading Market
Middleby anticipates that Midera common stock will begin trading on The Nasdaq Stock Market LLC (“Nasdaq”) under the ticker symbol “MFPVV” on a “when-issued” basis on or about June 26, 2026 and continuing through the Distribution Date. Midera common stock is expected to begin “regular-way” trading on Nasdaq under the ticker symbol “MFP” on July 7, 2026.
Shares of Middleby common stock are expected to continue to trade “regular-way” on Nasdaq under the current ticker symbol “MIDD” from the Record Date through the Distribution Date. However, beginning on June 26, 2026 and continuing through the Distribution Date, it is expected that there will be two markets in Middleby common stock on Nasdaq: a “regular-way” market under Middleby’s current ticker symbol “MIDD,” in which Middleby shares will trade with the right to receive shares of Midera common stock on the Distribution Date, and an “ex distribution” market under the ticker symbol “MIDDV”, in which Middleby shares will trade without the right to receive shares of Midera common stock on the Distribution Date.
Middleby stockholders are encouraged to consult their financial advisors regarding the specific implications of buying, selling or holding shares of Middleby common stock on or before the Distribution Date.
About The Middleby Corporation
The Middleby Corporation is a global leader in the foodservice industry. The company develops and manufactures a broad line of solutions used in commercial foodservice and food processing. Middleby showcases its advanced solutions in the Middleby Innovation Kitchens for commercial foodservice and industrial baking and protein Innovation Centers for food processing solutions. For more information about Middleby, please visit www.middleby.com.
About Midera Food Processing
Midera Food Processing provides food processing equipment and automation solutions for industrial protein, bakery, and snack producers, delivering total line solutions from preparation and thermal processing through packaging. With a portfolio of 30+ industry-leading brands reaching customers across six continents, Midera helps food processors produce safer, more consistent products while improving efficiency and reducing waste at scale. Headquartered in Rosemont, Illinois, the company employs approximately 2,800 people worldwide. For more information about Midera, please visit www.midera.com.
