We are advising Firmenich on the transaction

Davis Polk is serving as U.S. counsel to Firmenich on its business combination agreement with DSM. At inception, DSM shareholders will own in aggregate 65.5% of DSM-Firmenich, and the various shareholders of Firmenich will own in aggregate 34.5% of DSM-Firmenich and will receive €3.5 billion in cash, subject to potential adjustments. DSM and Fimernich will seek to obtain all necessary approvals and competition clearances as soon as is practicable and will initiate the information and applicable consultation procedures with DSM’s works councils and unions. The merger is expected to close in the first half of 2023.

Firmenich is the world’s largest privately owned fragrance and taste company and has been 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.

DSM has transformed during its 150+ year history into a health, nutrition and 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.

The Davis Polk corporate team includes partners George R. Bason Jr. and Reuven B. Young, counsel Ajay B. Lele and associates Alexander W. Simmonds and Heather Weigel. Partner Ronan P. Harty is providing antitrust and competition advice. Members of the Davis Polk team are based in the New York and London offices.