Brief: DSM, Firmenich Launch Share Exchange Offer As Part Of Their Merger

Koninklijke DSM NV

22/11/2022 06:42

Nov 22 (Reuters) - Koninklijke DSM NV  DSMN.AS :
    * PUBLICATION OF THE OFFERING CIRCULAR IN RELATION TO THE
MERGER
BETWEEN DSM AND FIRMENICH AND THE LISTING OF DSM-FIRMENICH ON
EURONEXT AMSTERDAM
    * DSM AND FIRMENICH JOINTLY ANNOUNCE THE LAUNCH OF THE
EXCHANGE
OFFER AS PART OF THEIR MERGER OF EQUALS TO CREATE DSM-FIRMENICH
    * AFM HAS APPROVED OFFERING CIRCULAR, ENABLING COMPANY TO
FORMALLY
LAUNCH EXCHANGE OFFER AS PART OF MERGER OF EQUALS BETWEEN DSM
AND FIRMENICH TO CREATE DSM-FIRMENICH
    * ACCEPTANCE PERIOD BEGINS AT 09.00 HOURS CET ON 23 NOVEMBER
2022
AND EXPIRES AT 17:40 HOURS CET ON 31 JANUARY 2023, UNLESS
EXTENDED
    * DSM SHAREHOLDERS WILL BE ENTITLED TO EXCHANGE EACH DSM
ORDINARY
SHARE THEY HOLD FOR ONE NEWLY ISSUED DSM-FIRMENICH ORDINARY
SHARE
    * THE EXCHANGE OFFER IS SUBJECT TO A MINIMUM ACCEPTANCE
LEVEL OF
95% OF DSM'S AGGREGATE ISSUED AND OUTSTANDING ORDINARY SHARE
CAPITAL AS AT THE ACCEPTANCE CLOSING DATE
    * COMPLETION OF THE TRANSACTIONS IS CURRENTLY EXPECTED IN Q1
2023
    * DSM HAS UNDERTAKEN TO TENDER UNDER EXCHANGE OFFER PART OF
DSM
ORDINARY SHARES IT HOLDS IN TREASURY
    * DSM ORDINARY SHARES IN EXCHANGE FOR DSM-FIRMENICH ORDINARY
SHARES FOR THE OFFER CONSIDERATION (1:1 EXCHANGE RATIO)
    * DSM SHAREHOLDERS WILL HAVE THE ABILITY TO TENDER UP TO
100% OF
THEIR DSM ORDINARY SHARES IN THE EXCHANGE OFFER
    * COMPANY WILL HAVE A DUAL HEADQUARTER STRUCTURE IN
KAISERAUGST,
SWITZERLAND, AND IN HEERLEN, THE NETHERLANDS AND LATER
MAASTRICHT, THE NETHERLANDS

Source text for Eikon:  ID:nPrexGwcya 
Further company coverage:  DSMN.AS 
 (Gdansk Newsroom)
 ((gdansk.newsroom@thomsonreuters.com; +48 58 769 66 00;))