Colgate-Palmolive Company (NYSE:CL) entered into a share purchase agreement to acquire Laboratoires FILORGA Cosmétiques SAS from Filorga Initiatives for €1.5 billion on July 11, 2019. At the closing of the transaction, Colgate-Palmolive Company will acquire Laboratoires Filorga Cosmétiques, including cash, debt and working capital it has accrued since January 1, 2019, and Colgate will pay Filorga Initiatives an amount of interest on the purchase price calculated at an annual rate of 2% in respect of the period commencing January 1, 2019 and ending on the closing date of the transaction. The share purchase agreement also provides Colgate-Palmolive Company with certain rights to recover from Filorga Initiatives for, among other things, breaches of certain fundamental representations and warranties of Filorga Initiatives and with respect to certain claims or proceedings related to Filorga Initiatives's other businesses and that do not relate to Laboratoires Filorga Cosmétiques's business. The transaction will be financed with a combination of debt and cash. Either party may terminate the share purchase agreement if the closing conditions are not satisfied on or before December 31, 2019, provided, however, that each of Colgate-Palmolive Company and Filorga Initiatives have a right to extend this date to March 31, 2020 without the consent of the other party. Filorga Initiatives has also agreed to certain non-compete and employee non-solicitation obligations which will continue for a period of three years from closing and Filorga Initiatives and Laboratoires Filorga Cosmétiques (and/or certain of their affiliates) will provide transitional services to each other for a limited post-closing period. The consummation of the transaction is subject only to the approval of the Austrian Federal Competition Authority, the French Competition Authority and the Federal Antimonopoly Service of the Russian Federation, as well as the absence of any governmental proceeding, order or law that would prohibit the consummation of the transaction and regulatory approvals in certain countries. As of September 6, 2019, the transaction is approved by French Competition Authority. The deal is currently expected to close in the third quarter of 2019. The transaction is expected to have no impact on diluted earnings per share of Colgate-Palmolive Company in 2019. Wachtell, Lipton, Rosen & Katz LLP and Carlos Peña, José Ramón Meléndez and Alina Martiniva of CMS Francis Lefebvre Avocats acted as legal advisors and Citigroup Inc. (NYSE:C) acted as financial advisor to Colgate-Palmolive Company. Bredin Prat & Associes acted as legal advisor and Goldman Sachs and BNP Paribas SA (ENXTPA:BNP) acted as financial advisors to Filorga Initiatives.