IFF (NYSE: IFF) today announced that Clariant—a sustainably focused specialty chemical company—has agreed to purchase IFF’s Cosmetic Ingredients business unit for $810 million. Reporting through IFF’s Scent division, IFF’s Cosmetic Ingredients business unit develops, manufactures and markets innovative ingredients for the cosmetic and personal care industry, including active ingredients, functional ingredients and delivery systems, primarily through the Lucas Meyer Cosmetics brand. Cash proceeds from the proposed transaction—net of taxes and expenses—will be used to reduce outstanding debt.

“Consistent with our announcement during our second-quarter earnings, we are executing our portfolio optimization strategy to strengthen our capital structure,” said IFF CEO Frank Clyburn. “Aligned with our best-owner mindset, the proposed sale of our Cosmetic Ingredients business to Clariant will allow us to focus on our core businesses, maximizing growth and returns. We appreciate the many contributions of our Cosmetic Ingredients colleagues who have demonstrated their commitment to service, quality and innovation. We are convinced that Clariant is the best owner for the Cosmetic Ingredients business and with an ability to invest, will offer the business and our colleagues a bright future.”

IFF’s Cosmetic Ingredients business unit includes the Lucas Meyers Cosmetics and IBR brands and operates six research and development and/or production sites globally. With about 195 employees, IFF’s Cosmetic Ingredients business unit has more than 2,900 customers in over 80 countries and generated approximately $100 million in revenue in the last 12 months.

IFF and Clariant expect to close the transaction in the first quarter of 2024, subject to applicable works council consultations and customary closing conditions, including regulatory clearances. Morgan Stanley & Co. LLC acted as financial advisor to IFF, and Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel.

Cautionary Statement under the Private Securities Litigation Reform Act of 1995

This press release contains “forward-looking statement” within the meaning of the federal securities laws, including Section 27A of the Securities Act, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements often address expected future business and financial performance and financial condition, and often contain words such as “expect,” “anticipate,” “intend,” “plan,” “believe,” “seek,” “see,” “will,” “would,” “target,” similar expressions, and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about the transaction and the expected timetable for completing the transaction. The forward-looking statements included in this release are made only as of the date hereof, and we undertake no obligation to update the forward-looking statement to reflect subsequent events or circumstances.

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