DSM and Firmenich have completed their EUR 35 bn merger, becoming the leading creation and innovation partner in nutrition, beauty and well-being
11 May 2023 – On 9 May 2023 DSM and Firmenich successfully closed the business combination announced on 31 May 2022. In the course of the transaction, the former DSM shareholders who have tendered their DSM shares (tender ratio: 96.1%) in the public exchange offer launched by DSM-Firmenich (the new TopCo of the combined business of DSM and Firmenich) received 65.5% of the shares in DSM-Firmenich and the former Firmenich shareholders received 34.5% of the shares in DSM-Firmenich and a cash consideration of EUR 3.5bn. The shares of DSM-Firmenich are listed and traded on AEX (DSFIR).
DSM has transformed during its 150+ year history into today’s health, nutrition & bioscience global leader. The Dutch-Swiss company specializes in nutritional ingredients for food and feed with proven world-leading bioscience capabilities and an international network of high-quality manufacturing sites that underpin a business model of global products, local solutions and personalization and precision. For Health, Nutrition & Bioscience (excluding Materials), DSM delivered EUR 7.3bn of sales in the calendar year 2021, with adjusted EBITDA of EUR 1.4bn and an adjusted EBITDA margin of 19%.
Firmenich was the world’s largest privately-owned fragrance and taste company and was family-owned for 127 years. The Swiss company specializes in perfumes, flavors, and ingredients and is renowned for its world-class research as well as leadership in sustainability. Firmenich delivered CHF 4.5bn of sales in the calendar year 2021 with adjusted EBITDA margin of 20%.
Walder Wyss advised DSM in connection with the transaction. The team was co-led by Thomas Meister (Partner, Tax) and Thiemo Sturny (Partner, Capital Markets/M&A) and further included Dimitrios Berger (Managing Associate, Core Team, Capital Markets/M&A), Janine Corti (Counsel, Core Team, Tax), as well as Alexander Gutmans (Partner, Notary), Katja Schott-Morgenroth (Partner, Notary), Theodor Härtsch (Partner, Finance) Lukas Wyss (Partner, Finance), Valentin Wiesner (Managing Associate, Finance), Anaëlle Genoud (Senior Associate, Finance) Maurus Winzap (Partner, Tax), Fabienne Limacher (Partner, Tax), Ursina Gremminger (Managing Associate, Tax), Jan Ole Luuk (Counsel, Tax), Natascha Rizzi (Associate, Tax), Michelle Bruni (Managing Associate, Tax), Emilia Rebetez (Managing Associate, Tax) Alex Nikitine (Partner, Capital Markets/M&A), Christian A. Schmid (Associate, Corporate/M&A), Angela Kummer (Senior Associate, Corporate/M&A), Timon Nydegger (Senior Associate, Corporate/M&A), Reto Jacobs (Partner, Competition), Gion Giger (Counsel, Competition), Daniel Dedeyan (Counsel, Regulatory), Irène Suter-Sieber (Partner, Employment), Rayan Houdrouge (Partner, Employment), Stephanie Wichmann (Associate, Employment), Martin Greuter (Associate, Employment), Tabea Gutmann (Associate, Employment), Milos Karic (Trainee, Corporate/M&A), Pascale Friolet (Trainee, Corporate/M&A) and Sissy Sciolli (Trainee, Emplyoment).