â¢ The two publicly-traded companies have signed a memorandum of understanding
regarding the merger of Natraceuticalâs ingredients division into Naturex, expected
to come into effect before the year end.
â¢ Together with a fully complementary product portfolio, production sites and sales
offices all over the world, the resulting company will combine the strengths of
Naturex and those of Natraceutical and will become the world leading independent
company of natural speciality ingredients.
â¢ The transaction will be structured by means of the integration of Natraceuticalâs
ingredients division into Naturex, where Natraceutical will become board member
and a relevant minority shareholder alongside SGD, the family controlled holding
company of Jacques Dikansky, Naturexâs chairman and CEO.
â¢ The companies will now initiate the due diligence process prior to the formalization
of a binding contract to be approved by the respective boards of directors and
Naturexâs shareholders meeting, and subject to the financial feasibility of the project
and the authorisation by the French financial market authority (AutoritÃ© des marches
Avignon (FR) / Valencia (SP), 6 August 2009 - Spanish multinational Natraceutical Group, a leading
biotechnology corporation in the field of research and development on functional ingredients, active
principles and nutritional supplements, and french multinational Naturex, a leading supplier of natural
speciality ingredients to food, flavour, food supplements, pharmaceutical and cosmetic industries,
formalized yesterday a memorandum of understanding for the merger of their ingredient activities,
which is expected to be effective before the year end.
The transaction is planned to be structured by means of the integration of Natraceuticalâs ingredients
division into Naturex. This merger, triggered by two of the leading publicly traded companies in the
ingredients industry, will create the number one independent company of natural specialty ingredients
in the world.
With a fully complementary product portfolio that includes nutraceutical ingredients, flavouring,
preservative and innovative extracts on Naturexâs side, and natural colours, fruit and vegetable
powders, pectins, functional ingredients, yeasts and caffeine by Natraceuticalâs ingredients division,
the new company will combine the strengths of Naturex, strongly positioned in the USA, and those of
Natraceutical, strongly positioned in Europe.
The resulting company will have production sites in Europe (France, Italy, Spain, Switzerland and
United Kingdom), the USA, Morocco, Australia and Brazil and own sales offices in the USA, Europe
and Asia, thus being ideally placed to take advantage of the ongoing growth and consolidation of this
The company will operate under Naturex management, headed by Jacques Dikansky, chairman and
CEO of the company.
After this operation, Naturex proforma sales will reach in 2009 around â¬ 200 million and proforma
EBITDA will represent around â¬ 30 million, with a debt ratio close to 3.5 times Ebitda.
After closing of this deal, and from an operational point of view, Natraceutical Group will focus its
efforts in the full development of their nutritional supplements division in Europe, which the company
markets exclusively in pharmacies under the brand name FortÃ© Pharma.
According to Mr. Jacques Dikansky, Naturexâs chairman and CEO: âThis operation represents a
unique opportunity for Naturex to become the number one natural speciality ingredients company
worldwide through the integration of the well-known and highly reputable companies forming
Natraceuticalâs ingredients divisionâ.
To Mr. Xavier AdserÃ , Natraceutical Groupâs chairman: âUnder the current financial circumstances that
are requiring companies to adapt their growth strategies to the new environment, we believe that
uniting our strengths to Naturexâs will be highly value-creating for our businesses and shareholdersâ.
Jacques Dikansky & Xavier AdserÃ
More details will be given during Naturexâs H1 2009 accounts presentation
to be held in September in Paris.
Naturex has a recognized place amongst the very top global leaders in natural extracts. Naturex manufactures
and markets natural ingredients for the food, nutraceutical, pharmaceutical and cosmetic industries.
These products are exclusively sold to industrial companies. Todayâs market for extracts is very strong since the
natural origin of ingredients fulfils a buoyant and fast-growing demand from end consumers. Naturex's strength
lies in its ability to position itself on specific products which constitute market niches.
During the past ten years, Naturex has recorded a very strong growth. Revenues have been multiplied by ten
during this period. To maintain the healthy organic growth of the group and to fully exploit the expertise in offering high value-added, high performance technical solutions for each of our different markets, Naturex has structured its activities, since 2009, into three core businesses: Food & Beverage, Nutrition & Heath and Personal Care.
Based in Avignon, the group employs 600 staff and over 90% of its sales are overseas. Naturex has production
units in France, Morocco, the United States and Italy, as well as 8 sales offices located in Europe, the USA and
Asia. Naturex quotes on NYSE Euronext Paris under the ticker FR0000054694; NRX. Total outstanding shares:
About Natraceutical Group
Spanish multinational corporation Natraceutical Group is at the forefront of biotechnology applied to nutrition, a
leading reference in the research and development of naturally-sourced functional / active ingredients and
nutritional complements for the foodstuffs, pharmaceutical and cosmetics sectors. The company streamlines its
industrial activity through two divisions (Ingredients and Nutritional Supplements) with the purpose of contributing to the prevention of diseases and improving quality of life through nutrition.
The Groupâs Ingredients division currently runs production facilities in Spain, UK, Switzerland, Australia and
Brazil; and operates actively in over 60 countries, running branches in Europe, US and the Asia Pacific region,
plus several sales networks worldwide. Natraceutical provides products and services to over 1,000 companies
worldwide, including eight of the worldâs ten leading food corporations.
In October 2006, Natraceutical expanded its sphere of activity by penetrating the nutritional supplements sector
following the acquisition of Monaco-based company Laboratoires FortÃ© Pharma, specializing in nutritional
supplements for health, beauty and weight control, thanks to which the company gained direct access to end
Natraceutical quotes in the Spanish stock exchange under the ticker NATE.MC. Total outstanding shares:
President and C.E.O.
Phone: +33 (0)4 90 23 96 89
Group Marketing Manager
Phone: +33 4 90 23 96 89
Natraceutical Group contacts:
Investor Relations and Communication
Phone: +34 667 988 543