7 May 2018
DETAILS
- Establishes an industry leader in naturals;
broadens complementary customer base
and expands differentiated product portfolio $7.1 billion transaction unlocks
significant value creation opportunity;
substantial cross-selling opportunities
to accelerate long-term profitable growth- Expected to realize approximately
$145 million
in run-rate cost synergies by the third full year - Double-digit cash EPS accretive in second full year
- IFF expects to maintain its quarterly dividend
consistent with prior guidance - Frutarom shareholder representing
36% of shares outstanding
has entered into an agreement
to vote in favor of the transaction
and Frutarom (TASE:FRUT) (LSE:FRUTq)
today announced that they have entered into
a definitive agreement under which
IFF will acquire Frutarom
in a cash and stock transaction
valued at approximately
the assumption of Frutarom’s net debt.
Under the terms of the agreement,
which has been unanimously approved
by the Boards of Directors of both companies,
Frutarom’s shareholders will receive for
each Frutarom share
0.249 of a share of IFF common stock,
which, based on
the 10-day volume weighted average price (VWAP)
for IFF’s common stock for the period ending
represents a total value of
By combining with Frutarom, IFF is accelerating
its Vision 2020 strategy
to create a global leader in taste, scent and nutrition.
The combination unites
two industry-leading, innovative companies
with complementary customers, capabilities
and geographic reach, resulting in more exposure
to fast growing end markets and
an enhanced platform to deliver
sustainable, profitable growth.
The combined company’s customers
will have access to comprehensive and differentiated
integrated solutions with increased focus on
naturals and health and wellness.
Andreas Fibig
IFF Chairman and CEO
“This transaction is a big win and a fantastic outcome
for shareholders, customers and employees
of both companies,”
“Frutarom has an extremely attractive product portfolio,
including broad expertise in naturals and diverse adjacencies
with capabilities beyond our core taste and scent businesses.
It also has significant exposure
to complementary and fast-growing
small- and mid-sized customers.
By combining our deep R&D expertise with Frutarom’s,
we are offering our customers a broader range of solutions
and accelerating our growth strategy.
We believe this combination will lead to
* faster and more profitable growth,
* enhanced free cash flow and
* generate greater returns for our shareholders.”
“We have long admired Frutarom and have a great deal
of respect for its team and all of
its dedicated and talented employees around the globe.
We look forward to welcoming Frutarom to the IFF family.”
President and CEO of Frutarom
“Frutarom has had
a fascinating journey of accelerated growth,
far above our industry benchmarks
through our investment in unique technologies
and focus on natural products
in the growing world of health and taste.”
“Today, we are extremely excited
to combine Frutarom with IFF
and together create global leadership
in natural taste, scent and nutrition.
The growth potential for the combined company
is substantial and our shareholders
will continue to enjoy this upside."
Source:
International Flavors & Fragrances Inc.:
Michael DeVeau, 212-708-7164
VP, Corporate Strategy, Investor Relations & Communications
Michael.DeVeau@iff.com
or
Frutarom:
Roy Meltzer, +972-9-9603800
VP Business Development & Investor Relations
rmeltzer@frutarom.com
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