December 13, 2022 | Health Care | Europe | Ended

Chr. Hansen / Novozymes: Deal Insight

Danish biotechnology companies Chr. Hansen and Novozymes announced on 12-Dec-22 an agreement to merge, with the aim of creating a global leader in biosolutions. Structured as a statutory merger under the Danish Companies Act, the all-share deal will see Chr. Hansen shareholders receive 1.5326 new Novozymes B-shares for each Chr. Hansen share, implying a one-day takeover premium of 49% and initially valuing each Chr. Hansen share at DKK 660.55. The merger is conditional on approvals at respective EGMs of both companies (expected in 1H’23; two-thirds of votes and capital cast), as well as regulatory approvals from relevant authorities in the EU, China, Brazil, South Korea, Turkey and the US, and foreign investment approvals from France and Italy. Importantly, Novo Holdings (private, “Novo”), a $94bn medical treatment and research-focused charitable foundation, and the largest shareholder of both companies (25.5% of Novozymes capital, 72.7% of Novozymes votes; 22% of Chr. Hansen shares and votes), will support the merger on the belief that the companies are “a perfect match”. Novo will exchange its 22% stake in Chr. Hansen at a lower exchange ratio, 1.0227 new Novozymes B-shares, and upon completion, Novo will own ...

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