Bain Capital Private Equity makes offer for Zenith Hygiene Group plc to expand Diversey in Europe
Bain Capital Private Equity, a leading global private investment firm, today announced it has, through its investment in Diversey, reached agreement on the terms of a recommended final* cash offer for Zenith Hygiene Group plc, a UK manufacturer of cleaning and hygiene chemicals and related products.
Based in Hertfordshire, Zenith Hygiene offers a wide, high quality range of products serving customers in the healthcare, food service, hospitality, leisure and facilities management, pharmaceutical, and food and beverage processing industries. The company employs more than 500 people and generated net sales of £67M in the fiscal year ending February 2017.
Bain Capital completed the acquisition of Diversey from Sealed Air in September 2017. Diversey is a global supplier of hygiene and cleaning solutions that integrates chemicals, floor care machines, tools and equipment with a wide range of technology-based value-added services, food safety services and water and energy management. Globally, Diversey employs approximately 8,600 people and generated net sales of approximately $2.6 billion in 2016.
Bain Capital has received irrevocable undertakings representing 91.01per cent of A shares and 100 per cent of the C shares of Zenith Hygiene in issue as of the close of business on 6 October 2017. Zenith Hygiene’s directors, consider the offer to be fair and reasonable and intend to unanimously recommend that Zenith Hygiene Shareholder accept it. The acquisition will be funded with cash from Diversey’s balance sheet.
Completion is anticipated to take place during Q1 of 2018, subject to customary anti-trust clearance. “We are committed to growing Diversey’s geographic reach and the addition of Zenith Hygiene would be a first valuable step towards creating a world-class provider of cleaning and hygiene solutions,” said Michel Plantevin, a Managing Director of Bain Capital Private Equity.
“We are excited to join Diversey and be part of a group benefiting from Bain Capital’s integrated global platform and bold growth plans for Diversey,” said Ringo Francis, CEO of Zenith Hygiene Group plc. “During the past 20 years, we have successfully grown the business by developing a comprehensive product offering in the UK and Ireland. We believe that all customers will benefit from the combination of both companies’ innovations and application expertise.”
“I am excited by the opportunity to build Diversey’s local scale in the UK and Ireland with the acquisition of Zenith Hygiene” said Dr. Ilham Kadri, President and Chief Executive Officer of Diversey. “This combination, with the backing of Bain Capital, would create significant scale and help us serve a broader base of customers in key markets around the world.”
* the final offers will be final and will not be increased except that the bidding company for Bain Capital Private Equity reserves the right to increase the amount of the total consideration if there is an announcement, on or after the date hereof, of an offer or a possible offer for Zenith by a third party offeror or potential offeror.