AVIGNON, France— Naturex released details on its plan to integrate the Ingredients division of Natraceutical Group into its operation. After completion, Naturex will own production sites in Europe (France, Italy, Spain, Switzerland and the United Kingdom), the United States, Morocco, Australia and Brazil, as well as sales offices in the United States, Europe and Asia. The new entity is expected to generate an estimated €185 million in proforma revenues in 2009, with a balanced presence between Europe (50 percent of proforma invoicing) and the United States (34 percent).
The business assets under acquisition are valued at around €110 million. Payment will be made in shares (65 percent) via a reserved capital increase, and cash (35 percent), including net debt by means of a structured loan. Following the reserved capital increase, Natraceutical Group will hold around 39 percent of Naturex’s capital and around 20 percent of voting rights. SGD, the family holding company owned by Jacques Dikansky, president and CEO of Naturex, will also hold 20 percent of voting rights and will remain the principal shareholder with both parties linked by a shareholders’ agreement.
The agreement must be approved by the French Securities Regulator (AMF) and the Extraordinary General Meeting of Naturex shareholders, expected to be convened in November 2009.