Kaiseraugst, Switzerland, and Heerlen, the Netherlands – May 9, 2023
DSM-Firmenich AG (the Company or DSM-Firmenich) announces that the Firmenich Contribution took place yesterday, thereby completing the transactions contemplated by the merger of equals between DSM and Firmenich.
As a result of the Firmenich Contribution, Firmenich is now a wholly owned subsidiary of DSM-Firmenich. The aggregate consideration received by the Firmenich Shareholders through the Firmenich Contribution is:
(i) an amount in cash of EUR 3.5 billion; plus
(ii) 91,658,354 newly issued DSM-Firmenich Ordinary Shares, representing 34.5% of the Company's total of 265,676,388 aggregate issued DSM-Firmenich Ordinary Shares as of today.
Additional information is included in section 13.1 (The Transactions – The Firmenich Contribution) of the offering circular published by DSM-Firmenich on 22 November 2022 (the Offering Circular).
Announcements in relation to the Exchange Offer are issued by means of a press release. Any joint press release issued by the Company, DSM and Firmenich is made available on the website of the Company (www.dsm-firmenich.com).
Subject to any applicable requirements of the applicable laws and without limiting the manner in which the Company, DSM and Firmenich may choose to make any public announcement, the Company, DSM and Firmenich will have no obligation to communicate any public announcement other than as described in the Offering Circular.
Capitalised terms used but not defined herein are defined in the Offering Circular. This announcement contains selected, condensed information regarding the Exchange Offer and does not replace the Offering Circular. The information in this announcement is not complete and additional information is contained in the Offering Circular. A digital copy of the Offering Circular is available on the website of the Company (https://www.dsm-firmenich.com/corporate/investors/merger-information/merger-documents/).
For more information:
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This press release may contain forward-looking statements with respect to dsm-firmenich’s future (financial) performance and position. Such statements are based on current expectations, estimates and projections of dsm-firmenich and information currently available to the company. dsm-firmenich cautions readers that such statements involve certain risks and uncertainties that are difficult to predict and therefore it should be understood that many factors can cause actual performance and position to differ materially from these statements. dsm-firmenich has no obligation to update the statements contained in this press release, unless required by law. The English language version of this press release prevails over other language versions.
Please visit www.dsm-firmenich.com for additional materials on the Transactions.