Merck KGaA’s Acquisition of Sigma-Aldrich Receives Clearance from EU Regulators – Approvals Also Granted by Japan and China

Merck KGaA (Germany) has announced that the European Commission has approved its planned acquisition of U.S.-based life science company Sigma-Aldrich.

The EU clearance, which is subject to certain conditions, follows the recent antitrust approvals in Japan (JFTC) and by the Chinese Ministry of Commerce (MOFCOM). In addition, Merck KGaA, Darmstadt, Germany has already secured antitrust clearance from the U.S., Taiwan, South Africa, Russia, Serbia and Ukraine.

“Those approvals are very important as we’re working toward completing the acquisition of Sigma-Aldrich, and we remain excited about the transformational opportunities this acquisition will create for our company in life science,” said Bernd Reckmann, Member of the Executive Board of Merck KGaA, Darmstadt, Germany. “We will now work with all related parties in the coming months to swiftly implement the commitments that have been agreed with the EU. As always, we are committed to ensuring a smooth transition for both customers and employees. We will work closely with employee representatives to ensure that our values as a responsible employer are reflected throughout the process.”

As part of the EU commitments, Merck KGaA, Darmstadt, Germany and Sigma-Aldrich have agreed to sell parts of Sigma-Aldrich’s solvents and inorganics business in Europe. These include its manufacturing assets in Seelze, Germany, where most of the solvents and inorganics sold by Sigma-Aldrich in Europe are manufactured. In addition, the divestiture of solvents and inorganics sold by Sigma-Aldrich worldwide under the Fluka, Riedel-de-Haen and Hydranal brands as well as a temporary license to the Sigma-Aldrich brand for the supply of solvents and inorganics in the European Economic Area have been agreed. The commitments also include the transfer of customer information and a solution to ensure a temporary channel to the market.

Based on the recent clearances, Merck KGaA, Darmstadt, Germany said it will continue to work toward a mid-2015 completion of the transaction as detailed on the occasion of Merck KGaA, Darmstadt, Germany’s first-quarter earnings release on May 19, 2015. The closing remains subject to certain other conditions, including remaining antitrust clearances from Brazil’s Council for Economic Defense (CADE) as well as from the competition authorities of Israel (IAA) and Korea (KFTC). Merck will continue to closely cooperate with the relevant antitrust authorities.

On September 22, 2014, Merck KGaA, Darmstadt, Germany and Sigma-Aldrich announced that they entered into a definitive agreement under which Merck KGaA, Darmstadt, Germany will acquire Sigma-Aldrich for $17.0 billion (€13.1 billion), establishing one of the leading players in the $130 billion global life science industry. The acquisition is a key element in Merck KGaA, Darmstadt, Germany’s “Fit for 2018” transformation and growth program aimed at strengthening the company’s three growth platforms, healthcare, life science and performance materials.

The transaction presents an opportunity for both companies and their customers in regard to their product offerings and services in life science. Once it has been completed, the combined company will be able to serve life science customers around the world with a highly attractive set of established brands and an efficient supply chain that can support the delivery of more than 300,000 products. In the Laboratory & Page 2 of 4 News Release Academia business, together Merck KGaA, Darmstadt, Germany’s life science business, which operates as EMD Millipore in the U.S. and Canada, and Sigma-Aldrich will offer their customers a complementary range of products across laboratory chemicals, biologics and reagents. In pharma and biopharma production, SigmaAldrich will complement Merck KGaA, Darmstadt, Germany’s existing products and capabilities with additions along the entire value chain of drug production and validation.