Danisco Board Accepts DuPont Offer

DuPont entered into a definitive agreement for the acquisition of Danisco for $5.8 billion in cash and assumption of $500 million of Danisco net debt on January 10.

2/10/2011 --- In accordance with the Board of Directors’ recommendation of 21 January 2011, the Executive Board and members of the Board of Directors of Danisco have accepted DuPont's offer of DKK 665 per share, corresponding to 28,056 shares and a total value of DKK 18.7 million.

Highlights of the Offer Document were as follows:

• DuPont will offer DKK 665 for each share of Danisco in cash, equivalent to a total transaction value of DKK 36.1 billion.
• The offer represents a 25% premium to Danisco’s closing share price on 7 January 2011, a 40% premium to the last three month’s average share price and a 90% premium to the share price on 7 January 2010.
• The offer represents a multiple of 12.8x EBITDA based on the last twelve months.
• The transaction represents a strong strategic fit and creates new growth opportunities for both companies.

DuPont entered into a definitive agreement for the acquisition of Danisco for $5.8 billion in cash and assumption of $500 million of Danisco net debt on January 10. Danisco produces specialty food ingredients, including enablers, cultures and sweeteners, that generate about 65 percent of its total sales. Genencor, its enzymes division, represents 35 percent of total sales.

DuPont will pay 665 kroner ($115) a share for Danisco, which is 25 percent more than Danisco’s all-time high 530-krone Jan. 7 closing share price, as well as assuming $500 million of debt. Danisco will be the largest takeover by DuPont since it bought genetically modified seed-maker Pioneer Hi-Bred International Inc. for $7.7 billion in 1999.

Upon closing, this transaction would establish DuPont as a clear leader in industrial biotechnology with science-intensive innovations that address global challenges in food production and reduced fossil fuel consumption.

DuPont and Danisco are already joint venture partners in developing technology for second-generation bioethanol -- biofuel made from non-food crops -- which is seen with growth potential as the United States seeks to wean itself off imported fossil fuels. Danisco has called it a $75 billion market.