Frutarom will acquire full ownership of Israel-based Enzymotec at a net investment of approximately $210 million. As of the date of signing Frutarom held about 19% of Enzymotec’s shares at an average price of $9.6 per share. Frutraom will acquire the balance of shares at $11.9 per share. The transaction will be done via full merger of Enzymotec into a subsidiary of Frutarom. Total Enzymotec sales in the 12-month period ended June 2017 were $47 million. Enzymotec’s nutrition segment sales in the 12-month period ended June 2017 totaled $36.5 million, with adjusted EBITDA of $15.7 million.

“We are delighted at having signed a definitive agreement for the acquisition of Enzymotec and its merger with Frutarom,” said Ori Yehudai, president and CEO of Frutarom Group. “This acquisition will provide additional reinforcement to our growing activity in natural specialty fine ingredients based on innovation which is expanding at a rapid pace. Following our announcement of the acquisition of Enzymotec shares and our intention to make a tender offer, we conducted friendly and professional negotiations with Enzymotec’s board of directors and reached an agreement on acquiring 100% ownership. This amicable transaction offers significant advantages to both parties, including a further boost in value for our shareholders along with providing a quick and efficient implementation of a growth strategy and profitability for Enzymotec’s operations as well as a rapid and effective realization of the significant synergies between the companies.”

The merger will enable full integration of the companies’ activities in the fields of R&D, sales, marketing, production, supply chain and logistics while accelerating joint growth through many cross-selling opportunities inherent in the acquisition and the expansion of the product portfolio to both Enzymotec’s and Frutarom’s existing customer bases.

“We particularly see Enzymotec’s nutrition segment as playing an important part in our future profitable growth strategy that will contribute to the expansion of the portfolio of comprehensive solutions for customers of both companies in the fields of pharmaceuticals, dietary supplements, designated foods for infants in the field of infant formula (where Frutarom has almost no activity currently) and elderly clinical nutrition in which Frutarom is active,” said Mr. Yehudai.

Prior to the signing of the merger agreement, Frutarom had acquired, in prior transactions, approx. 19% of Enzymotec’s issued and outstanding shares at an overall investment of approximately $42 million and announced its intention to make a tender offer for Enzymotec shares.

The transaction is subject to customary closing conditions including approval by the shareholders of Enzymotec. Frutarom currently anticipates the transaction to close by early in the first quarter of 2018.