Mars-Kellanova Merger Gets U.S. Green Light, Faces Scrutiny from EU Regulators

Mars Inc. has secured clearance from the U.S. Federal Trade Commission (FTC) to acquire snack manufacturer Kellanova in a EUR35.9bn deal, but now faces an in-depth investigation by the European Commission over potential competition concerns.

The FTC confirmed on June 25 it had concluded its year-long probe without conditions, paving the way for the merger in the U.S. Mars CEO Poul Weihrauch welcomed the decision, noting the company has now received 27 of 28 required global approvals. The final hurdle is the European Commission’s Phase II review.

The EC announced its formal investigation earlier the same day, citing preliminary concerns that the acquisition could give Mars excessive bargaining power in the European Economic Area. This, it warned, could lead to higher prices for consumers already strained by food inflation.

“With the addition of Pringles, Cheez-It and Kellogg’s cereals, Mars would expand its already significant market presence,” said EC Executive Vice President Teresa Ribera. “We must ensure this deal doesn’t result in reduced competition or increased prices in European grocery baskets.”

The European Commission received formal notification of the deal on May 16 and has until October 31 to issue a decision. Mars now expects the deal to close toward the end of 2025, instead of the first half as originally planned.

The acquisition would merge Mars’ snacking division — home to brands like M&M’s, Snickers and Ben’s Original — with Kellanova’s portfolio, which includes Pringles, Cheez-It, Eggo, RXBar, and the global Kellogg’s cereal business. The combined entity would generate more than EUR58bn in annual revenue and employ over 173,000 people.

Both companies emphasise the strategic logic of the merger. “This is an exciting opportunity to create a global snacking powerhouse better aligned with evolving consumer preferences,” said Steve Cahillane, CEO of Chicago-based Kellanova.

Mars maintains that it has fully cooperated with regulators and remains “optimistic” the European review will conclude favourably. The deal would see publicly traded Kellanova become a private subsidiary within family-owned Mars.