What was the strategic rationale for spinning off the North American cereal business, creating two independent companies? How do spin-offs work? What other companies have done similar separations? Why is international cereal part of Kellanova? Will WK Kellogg Co get in the way of Kellanova’s ability to run the international cereal business or vice versa? What is the significance behind the name Kellanova? Which brands are part of the Kellanova portfolio? Why did Kellogg decide to retain the plant-based foods business for Kellanova? Is this a taxable transaction? Are Kellanova and WK Kellogg Co separate companies? What was the record date to receive shares of WK Kellogg Co?

The spin-off will better position each business to unlock its full potential by creating:

  • Kellanova, a global snacking powerhouse with a leading presence in international cereal and noodles and North America frozen foods, consisting of approximately 82% of the company’s portfolio;

  • WK Kellogg Co, a leading food company in the U.S., Canada, and Caribbean with a portfolio of iconic, category-leading brands.

As independent companies, both businesses will be better positioned to:

  • Focus on their distinct strategic priorities, with financial targets that best fit their own markets and opportunities;

  • Execute with increased agility and operational flexibility, enabling more focused allocation of capital and resources in a manner consistent with those strategic priorities;

  • Realize improved outlooks for profitable growth; and

  • Shape distinctive corporate cultures and rewarding career paths for employees of each company, building on the K values and the incredible corporate culture that exists at Kellogg Company today.

back to top

  • Spin-offs involve a separation of a company's businesses through the creation of one or more independent, publicly traded companies.

  • Immediately after the spin completion, shareowners of Kellogg Company stock own shares of both publicly traded companies.

  • WK Kellogg Co will be wholly separate and independent post-spin, and therefore no company will have any operational or management control or influence over the other.

  • Companies typically pursue a spin-off if they believe the businesses will benefit from operating separately versus as a single entity – whether that be to pursue unique growth strategies, investments or opportunities, or to unlock value. In the last two years, there have been approximately 100 spin-offs. Examples of recent separations include Kraft Foods Inc.’s spin-off to form Kraft Foods Group, its North American Grocery business, and Mondelez, its global snack and confection business, and J&J’s spin-off of its consumer health division to focus on pharmaceuticals and medical devices.

back to top

  • The separation allowed Kellogg Company’s three international regions to remain almost entirely intact within Kellanova.

  • Pre-Spin, our North American and international regions’ cereal businesses largely operated independently, with limited overlap on global brand management and innovation.

  • We believe that the scale and operating benefit of keeping our international businesses together outweigh the advantage of keeping the global cereal business together.

  • This separation allows WK Kellogg Co to focus on ready-to-eat cereal in the U.S., Canada, and Caribbean while Kellanova can maintain and grow its scale across global snacking and international cereal and noodles, and North America frozen foods.

  • We conducted an extremely rigorous process of discussions and planning and have spent considerable time assessing this separation. As a result, we are confident that this is the best path forward so that each business can pursue their differentiated opportunities and strategic priorities.

back to top

  • The name Kellanova signals the company’s ambition for the future, building on the strong brand equity and legacy built over the past 117 years as Kellogg Company.

  • The “Kell” overtly recognizes our enduring connection to Kellogg Company, while “anova,” signals the next generation as an innovative, forward leaning, global snacking powerhouse through the use of “a” and the Latin word “nova,” meaning “new.” Together “anova” or “anew” illustrates our ambition to continuously evolve for the future.

back to top

  • Kellanova, is a global snacking powerhouse with a leading presence in global snacking, international cereal and noodles, and North America frozen foods, and a portfolio of iconic, world-class brands, including Pringles, Cheez-It, Pop-Tarts, Kellogg’s Rice Krispies Treats, Nutri-Grain, RXBAR, Eggo, Morningstar Farms, Incogmeato, and Gardenburger. Kellanova will also steward a suite of beloved international cereal brands, including Kellogg’s, Frosties, Zucaritas, Special K, Krave, Miel Pops, Coco Pops, and Crunchy Nut, among others.

back to top

  • The objective of the strategic review was to determine the best pathway to unleashing the full potential of the plant-based foods business.

  • As we worked through the various options, including a potential spin-off or sale, we concluded that retaining the business was the best possible path for growth and value creation.

  • Kellogg is confident that the business will be more valuable in the Kellanova portfolio based on its high potential for future growth and profitability.

back to top

  • We expect that the distribution of WK Kellogg Co common stock will be tax-free to Kellogg Company’s U.S. shareholders for U.S. federal income tax purposes, except for cash that shareowners receive (if any) in lieu of fractional shares. Foreign, as well as U.S. shareowners, should contact their own tax advisor with respect to the U.S. federal, state and local, and foreign tax consequences of the distribution.

  • The company plans to make a section 86.1 request in relation to tax deferred treatment for Canadian shareholders, which will be subject to Canada Revenue Agency approval.  Shareholders resident in Canada desiring to take advantage of the Canadian tax-deferral benefit may make an election under paragraph 86.1(2)(f) of the ITA with respect to their WK Kellogg Co shares received in the spin-off. Information regarding the filing of the election by shareholders resident in Canada may be found on the CRA website at: https://www.canada.ca/en/revenue-agency/services/tax/businesses/topics/information-canadian-shareholders.html.

back to top

  • On October 2, 2023, Kellogg Company (NYSE: K) completed the separation of its North American cereal business through a tax-free spin-off of WK Kellogg Co to Kellogg Company shareholders. WK Kellogg Co is independent, public company trading on the New York Stock Exchange (NYSE) under the ticker symbol “KLG”.

  • Also on October 2, 2023, Kellogg Company changed its name to Kellanova and continues to trade on the NYSE under the ticker symbol “K”.

back to top

At 12:01am EDT on October 2, 2023, Kellogg shareowners of record as of September 21, 2023, will receive 1 share of WK Kellogg Co (KLG) for every 4 shares of Kellogg Company (K) owned.

back to top