Symrise AG (XTRA:SY1) announces a mandatory public offer to acquire remaining 70% stake in Swedencare AB (publ) (OM:SECARE) for SEK 4.2 billion on June 5, 2023. Under the terms, SEK 37.50 per share in cash will be acquired for 111,112,282 shares. The consideration payable in respect of the Offer is financed in full by available funds and existing credit facilities. Completion of the Offer is conditional upon the Offer and the acquisition of Swedencare receiving all necessary regulatory, governmental or similar clearances, approvals and decisions, including approvals and clearances, competition authorities and Swedencare's board approval. The acceptance period for the Offer commences on June 21, 2023 and expires on July 26, 2023. Skandinaviska Enskilda Banken AB acted as financial advisor and Advokatfirman Vinge as legal advisor to Symrise AG. As of June 30, 2023, The Board of Directors of Swedencare unanimously therefore recommends the shareholders of Swedencare not to accept the Offer. Pareto Securities AB is the fairness opinion provider to Board of Directors of Swedencare.

Symrise AG (XTRA:SY1) completed the acquisition of 0.17% stake in Swedencare AB (publ) (OM:SECARE) on July 26, 2023. At the end of the acceptance period, the Offer had been accepted by shareholders with a total of 270,521 shares in Swedencare, corresponding to a total of 0.17 percent of the share capital. As of August 3, 2023, Symrise has acquired an additional 862,580 shares in Swedencare through market purchases. The highest price paid for the Swedencare shares acquired outside the Offer amounts to SEK 47 per share. Shareholders who accepted the Offer will therefore receive compensatory consideration of SEK 9.5 per share, i.e. the difference between SEK 47 and the price in the Offer of SEK 37.50. As of August 18, 2023, Symrise has acquired an additional 897,693 shares in Swedencare through market purchases. The highest price paid for the Swedencare shares acquired outside the Offer amounts to SEK 47.295 per share. Shareholders who accepted the Offer will therefore receive an additional compensatory consideration of SEK 0.295 per share, i.e. the difference between SEK 47.295 and the preceding highest price paid of SEK 47.00 per share. As on November 20, 2023, Symrise has acquired an additional 465,000 shares in Swedencare through market purchases. The highest price paid for the Swedencare shares acquired outside the Offer amounts to SEK 55.00 per share. Shareholders who accepted the Offer will therefore receive an additional compensatory consideration of SEK 7.705 per share, i.e. the difference between SEK 55.00 and the preceding highest price paid of SEK 47.295 per share. As of the date of this press release, Symrise owns 55,152,398 shares, corresponding to approximately 34.75% of the share capital and votes of Swedencare.