6 small bites on the giant Heinz/Kraft merger

March 25, 2015, 2:22 PM UTC

Today’s big deal is that H.J. Heinz Co. is returning to the public markets via a massive reverse merger with Kraft Foods Group (KRFT). The combined company would have around $28 billion in annual revenue, with eight brands that generate more than $1 billion.

Some early thoughts:

1. When news first leaked last night about the possibility of a deal, all we heard was that Brazilian private equity firm 3G Capital was in “advanced talks” to buy Kraft. I wrote a piece arguing that Warren Buffett was likely involved, due to both his history with 3G (Heinz & Tim Hortons) and the fact that 3G simply didn’t have enough money to do this on its own. Seems that hunch was on the money, with Buffett and 3G contributing a combined $10 billion in cash to fund the deal ($5.2b/$4.8b split). That said, I didn’t sniff out the Heinz merger piece…

2. This is Buffett’s third bite at Kraft Foods. Berkshire Hathaway (BRK.A) originally had exposure to many of the assets via an early investment in General Foods. Then he bought big into Kraft Foods in around 2008, before selling most of the stake after it spun off its international business (Mondelez).

3. This was a fast deal, with Buffett telling CNBC this morning that talks only began four weeks ago.

4. Every time Buffett does a new deal with 3G, it opens him up to charges of hypocrisy. Remember, the Oracle is a regular critic of private equity, decrying both its use of leverage and short-term hold times (well, short-term compared to Berkshire Hathaway). But the simply reality is that 3G is a private equity firm. Yes, it seems to have longer-term holds than do most traditional PE firms, but it is no stranger to partial exits (see: Burger King deal with Bill Ackman) or using big leverage (see: Heinz). Plus, it has a traditional 2/20 fund structure.

5. The lack of new debt on this deal, however, does help it stand out from traditional buyouts. It also gives the combined company more flexibility to do additional acquisitions. Campbell’s Soup (CPB), perhaps?

6. Look out below: It’s also notable that Buffett leaves cost-cutting/layoffs out of his PE critique, even though it is the most common argument made by the asset class’ opponents. That’s probably because 3G is more ruthless than most. Just go back and read Jennifer Reingold’s outstanding piece about what happened at Heinz after 3G took over. If you are a Kraft executive (senior or junior), today should be spent dusting off your resume.

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Read more from Fortune on the Heinz-Kraft deal:

Here’s what happens when 3G Capital buys your company

Heinz, Kraft agree to merge, forming a new food giant

Kraft is a big mess. Here’s how the Heinz deal might help

Junk food: A winning strategy for the new Kraft Heinz?

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