IFF to Expand into Cosmetics Ingredients
June 12 2015 - 8:45AM
Business Wire
Makes Binding Offer for the Acquisition of
Lucas Meyer Cosmetics
International Flavors & Fragrances Inc. (NYSE:IFF), a
leading global creator of flavors and fragrances for consumer
products, today announced that it has made a binding offer for the
acquisition of Lucas Meyer Cosmetics, a business of Unipex Group.
The transaction is structured as a binding offer in order to allow
the seller to consult with its French works council prior to
entering into the final purchase agreement. The acquisition is
expected to close in the third quarter of 2015 and is subject to
exclusivity protection.
Lucas Meyer Cosmetics, headquartered in Quebec City, Canada,
with operations in France and Australia, develops, manufactures and
markets innovative ingredients for the cosmetics and personal care
industry. The Company offers proprietary active ingredients,
functional ingredients and delivery systems that address health and
wellness macro-trends in the beauty industry in both the developed
and emerging markets.
“The addition of Lucas Meyer Cosmetics to the IFF portfolio
aligns well with our strategic growth initiative to strengthen and
expand our portfolio,” said IFF Chairman and CEO Andreas Fibig.
“The Company has a successful track record of delivering
double-digit compounded annual sales growth since 2011 in a very
attractive industry. We believe they will be an excellent
complement to our existing portfolio and will strengthen our
ability to achieve our Vision 2020 goals of accelerated growth and
increased differentiation.”
“This acquisition would combine our fragrance expertise, global
commercial network, leadership in natural ingredients, and unique
R&D pipeline with Lucas Meyer Cosmetics’ research and cosmetics
ingredients innovation,” added Nicolas Mirzayantz, Group President
Fragrances. “This will strengthen our product offerings and enable
IFF to be one of our customers’ partners of choice in the very
attractive skin care and hair care segment. We’re looking forward
to welcoming Lucas Meyer Cosmetics’ employees to IFF.”
“We believe IFF is the preferred partner for Lucas Meyer
Cosmetics’ future development while preserving the continuity of
the world-class, innovative and market-driven cosmetic ingredient
expertise built over the years by our dedicated and loyal
employees,” said Antonio Lara, Vice President and General Manager
of Lucas Meyer Cosmetics.
Under the terms of the offer, IFF will pay approximately €283
million. The transaction, which will be funded from existing
resources, is expected to add revenues of approximately €40 million
on an annualized basis.
Morgan Stanley & Co. is acting as financial advisor to IFF,
and Cleary Gottlieb Steen & Hamilton LLP is acting as legal
advisor.
Forward-Looking
Statements
This press release contains forward-looking statements within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, including IFF’s expectations and beliefs (i) that its
binding offer will be accepted, (ii) regarding the timing of the
closing of the acquisition; (iii) that the acquisition, if
consummated, will accelerate IFF’s growth and increase its
differentiation, (iv) regarding the impact of the acquisition, if
consummated, on IFF’s future financial and operational results
including its future product offerings and (v) regarding the future
growth of the cosmetics and personal care industry and statements
containing the words such as “anticipate,” “approximate,”
“believe,” “plan,” “estimate,” “expect,” “project,” “could,”
“should,” “will,” “intend,” “may” and other similar expressions.
Such forward-looking statements are inherently uncertain, and
stockholders and other potential investors must recognize that
actual results may differ materially from IFF’s expectations as a
result of a variety of factors, including, without limitation, the
risks discussed below and those set forth in IFF’s Annual Report on
Form 10-K and its other filings with the Securities and Exchange
Commission.
These statements involve risks and uncertainties related to
IFF’s acquisition of Lucas Meyer Cosmetics include, but are not
limited to, (i) whether Lucas Meyer Cosmetics will accept the offer
and execute a binding purchase agreement, (ii) the ability and
willingness of both parties to satisfy the conditions precedent and
to close the transaction in the expected timeframe, (iii) the
inability to obtain, or delays in obtaining, cost savings and
synergies from the acquisition, (iv) costs and difficulties related
to the integration of Lucas Meyer Cosmetics with IFF businesses and
operations, (v) unexpected costs or liabilities, resulting from the
acquisitions, (vi) the inability to retain key personnel, (vi)
potential adverse reactions, changes to business relationships or
competitive responses resulting from the acquisition, (vii) the
ability of IFF to recognize the anticipated financial and
operational benefits of the acquisition and (viii) other
macroeconomic factors that could impact the growth of the cosmetics
and personal care industry.
IFF disclaims any obligation to update any such factors or to
announce publicly the results of any revisions to any of the
forward-looking statements to reflect future events or
developments.
About IFF
International Flavors & Fragrances Inc. (NYSE: IFF) is a
leading global creator of flavors and fragrances used in a wide
variety of consumer products. Consumers experience these unique
scents and tastes in fine fragrances and beauty care, detergents
and household goods, as well as beverages, sweet goods and food
products. IFF leverages its competitive advantages of consumer
insight, research and development, creative expertise and customer
intimacy to provide customers with innovative and differentiated
product offerings. A member of the S&P 500 Index, IFF has more
than 6,200 employees working in 32 countries worldwide. For more
information, please visit our website at www.iff.com; follow us on
Twitter and LinkedIn.
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version on businesswire.com: http://www.businesswire.com/news/home/20150612005356/en/
International Flavors & Fragrances Inc.Michael
DeVeau, 212-708-7164VP, Global Corporate Communications &
Investor RelationsMichael.DeVeau@iff.comorDenise Gillen,
212-515-7308Manager, Fragrances
CommunicationsDenise.Gillen@iff.com
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