On the desk today · The Hershey Company
A school for orphans controls the chocolate. And it says no to everyone.
| NYSE · HSY |
It was supposed to be confidential...
But it's become the worst-kept secret on Wall Street.
Right now, 21 banks are lining up to underwrite the $1.75 TRILLION deal - JPMorgan, Goldman Sachs, Morgan Stanley.
June is the target date for launch...
That gives everyday Americans a small window to get positioned before Wall Street insiders gobble up all the profits.
The Company
That Can't Be Bought
In June 2016, Mondelez International — the company behind Oreo, Cadbury, and Toblerone — offered $23 billion to acquire Hershey. The board rejected it unanimously. Mondelez came back with a sweetened offer of $115 a share. Hershey said the proposal "provided no basis for further discussion." Mondelez walked away in August. Then, in December 2024, Mondelez tried again. A new approach. A new management team. A new angle. The Hershey Trust — which controls roughly 80% of the company's voting power — said no. Again. The answer has been the same for over a century. Hershey is not for sale.
I was at a gas station last week buying a Reese's. Two cups, orange wrapper, $1.89. I've been buying them since I was eight years old. And I realized — in all that time, I've never once thought about who owns the company. Most people haven't. That's part of what makes this story unusual.
Hershey is not controlled by a billionaire. It's not controlled by a private equity firm or a founding family's heirs. It's controlled by a charitable trust that runs a school for underprivileged children. The Milton Hershey School Trust owns about 30% of the company's shares — but those are Class B shares, carrying 10 votes each. That gives the trust roughly 80% of all voting power. Nothing happens at Hershey without the trust's approval. And the trust's job is to fund the school. Not to sell.
Milton Hershey founded the chocolate company in 1894 in rural Pennsylvania. He and his wife Catherine had no surviving children. In 1905, they created a trust and a school for orphaned boys. Milton deeded his ownership of the company to the trust. The school would be funded by the chocolate. The chocolate would be protected by the school. If you've ever wondered why no one has managed to acquire this company, that's your answer — a 121-year-old charitable trust with supervoting shares.
The business underneath that structure is enormous. Hershey reported $11.2 billion in net sales for fiscal 2024. Its brands include Reese's, Kisses, Kit Kat (under U.S. license), Jolly Rancher, Twizzlers, and more recent additions like Dot's Pretzels and SkinnyPop. It commands roughly 35% of the U.S. chocolate market. And despite a brutal year of cocoa-price inflation, the company's fiscal 2024 earnings per share came in at $10.92 — up 20% from the year before.
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That 80% voting control is the figure you need to understand. It means no activist investor can force a sale. No hostile bidder can go around the board. No proxy fight can change the outcome. The trust votes, and the trust says no. It has said no to Wrigley. It has said no to Mondelez — twice. And Pennsylvania law adds a second lock: the state Attorney General has the legal right to review any transaction that could threaten the school's funding. In 2002, the AG went to Orphans' Court and blocked a deal entirely.
The pricing power sits in the aisle — and you've felt it. Hershey raised prices on its core chocolate portfolio in 2022 and 2023 as cocoa costs surged. You noticed. Volume dipped. But revenue held. People grumbled about the price of a bag of Kisses. They still put it in the cart.
I find myself coming back to Milton Hershey's original decision. He built a town — Hershey, Pennsylvania — around his factory. He built homes for the workers. He built an amusement park, a hotel, a trolley system. And when it came time to decide what to do with his fortune, he gave it to a school for children who had no parents. Not to his family. Not to a foundation with his name in gold letters. To a school. The trust that runs that school now controls one of the largest confectionery companies on Earth. Roughly 2,000 students attend Milton Hershey School today — tuition-free, room and board included — funded entirely by the profits from chocolate. Kirk Tanner, who took over as CEO in August 2025, put the latest quarter simply: "Third quarter results surpassed expectations." The school's endowment — and the company it protects — keeps compounding.
The flywheel is cultural. Reese's is the top-selling candy brand in America. Hershey's Kisses have been made since 1907. These brands sit in the checkout aisle of every grocery store, gas station, and drugstore in the country. And now the portfolio extends into salty snacks — Dot's Pretzels and SkinnyPop give Hershey shelf space beyond the candy aisle. Each new category adds another reason for a retailer to stock Hershey's products. Each new product moves through the same distribution machine.
WHY THIS WORKS
Takeover-proof structure. The trust's 80% voting power and the PA Attorney General's legal oversight make a hostile acquisition functionally impossible. Hershey operates without the threat of sale.
Brand permanence. Reese's, Kisses, and Hershey bars have been in the American checkout aisle for over a century. These are not products. They are habits — passed from parent to child.
Impulse-purchase economics. A $2 candy bar is the definition of low-consideration spending. Consumers don't research. They reach. And Hershey owns the most-reached-for brands in the aisle.
Long-term orientation by design. The trust doesn't answer to quarterly activists. It answers to a school. That patience lets Hershey absorb cocoa spikes, invest through downturns, and think in decades.
What most people miss: The real moat at Hershey isn't chocolate. It's an orphanage. A 121-year-old charitable trust — created by a man who had no children of his own — controls the company and has rejected every acquisition attempt in its history. The school needs the chocolate. The chocolate needs the school. And no one gets to take either one away.
