DSK Legal assisted and advised Eternis Fine Chemicals Limited (“Eternis”) and Eternis Fine Chemicals UK Limited in relation to acquisition of 100% shareholding of Sharon Personal Care (“Sharon PC”), having manufacturing capabilities and innovation labs in Italy and Israel, distribution sites in US, Italy, Germany, and France as well as a global distribution network, from Tene Capital Fund and Burstein Family (“Transaction”). The Transaction involved various complexities and spread across multiple jurisdictions including Israel, Italy, United Kingdom, India and the United States.
Eternis, is a wholly owned business of the renowned Mariwala family that has been in the fragrance and flavour industry since decades. The aroma chemicals business is operated by the Mariwala family. Eternis has four manufacturing facilities in the State of Maharashtra (India) as well as a state-of-the-art manufacturing facility acquired in the United Kingdom, with a total capacity of over 66,000 tons per year of Aroma Chemicals & Acetates. It has a turnover of over US$ 250 Million and has 600+ employees.
Sharon PC is a global supplier of innovative ingredient solutions for a broad range of personal care products, with specialized expertise in trending market segments. Its product portfolio includes unique preservation systems, green functional chemistries, bio-active ingredients and oleosome technology. With a solid foundation in environmentally sustainable chemistry, Sharon delivers multifunctional ingredient solutions that help differentiate personal care products in a fast-changing market. Sharon PC employs about 100 people worldwide, with manufacturing logistics and scientific facilities in Italy & Israel and distribution network in various countries across the globe.
As a result of this strategic Transaction, Eternis further expands its global footprints, whilst leveraging the multi-location research labs, manufacturing and distribution platforms. This acquisition marks a significant step to diversify offerings by widening the portfolio into the a diverse but adjacent and fast growing personal care segment.
DSK Legal advised and assisted Eternis, end-to-end, acting as lead transaction counsel, including in relation to: (a) structuring of the Transaction; (b) facilitating the due diligence of the Sharon PC and its subsidiaries; (c) reviewing, negotiating and finalising the transaction documents; (d) execution and closing of the Transaction; (d) advising on obtaining W&I insurance including review of the W&I insurance policies; and (e) undertaking merger control analysis across multiple jurisdictions. The Transaction involved advisors from multiple jurisdictions, across the globe. The advisors representing Eternis on the Transaction involved Rothschild & Co (as the financial advisor), Mayer Brown (London), Goldfarb Gross Seligman (Israel) and PedersoliGattai (Italy) (as the foreign legal advisors and for conducting legal due diligence on Sharon PC and its subsidiaries) and Ernst & Young (as the financial & tax due diligence advisor). The sellers, Tene Capital Fund and Burstein Family were represented by Jefferies LLC (as the financial advisor), Erdinast, Ben Nathan, Toledano & Co. (as the legal advisor) and KPMG (as the tax advisor).
The team at DSK Legal representing Eternis comprised of:
Transaction Team: Mr. Aparajit Bhattacharya (Partner), Mr. Harvinder Singh (Partner), Ms. Shruti Dogra (Associate Partner) and Mr. Manhar Gulani (Senior Associate).
Competition Team: Mr. Abhishek Singh Baghel (Partner), Mr. Shivam Sharma (Associate), and Mr. Ishan Handa (Associate).
Mr. Aparajit Bhattacharya (Partner) acted as the relationship partner and the lead engagement partner for Eternis on the Transaction.
Deal Value: Confidential
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