UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): July 23, 2015
International Flavors & Fragrances Inc.
(Exact Name of Registrant as Specified in its Charter)
New York
(State or Other Jurisdiction
of Incorporation)
| 1-4858 | 13-1432060 | |
| (Commission File Number) |
(IRS Employer Identification No.) | |
| 521 West 57th Street, New York, New York | 10019 | |
| (Address of Principal Executive Offices) | (Zip Code) | |
(212)765-5500
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Regulation FD Disclosure.
On July 23, 2015, International Flavors & Fragrances Inc. (“IFF”) issued a press release announcing that Lucas Meyer Cosmetics, a business of Unipex Group, had accepted IFF’s previously announced binding offer to acquire Lucas Meyer Cosmetics and had entered into a binding purchase agreement for the acquisition. The acquisition is expected to close in the third quarter of 2015.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits |
| Exhibit 99.1 | Press release dated July 23, 2015. | |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| INTERNATIONAL FLAVORS & FRAGRANCES INC. | ||||||
| Date: July 23, 2015 | By: | /s/ Anne Chwat | ||||
| Name: Anne Chwat | ||||||
| Title: Senior Vice President and General Counsel | ||||||
EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1 | Press release dated July 23, 2015. | |
Exhibit 99.1
FOR IMMEDIATE RELEASE
IFF and Lucas Meyer Cosmetics Agree to Acquisition Terms
NEW YORK – July 23, 2015 – International Flavors & Fragrances Inc. (NYSE:IFF) (Euronext Paris:IFF), a leading global creator of flavors and fragrances for consumer products, today announced that Lucas Meyer Cosmetics, a business of Unipex Group, has accepted IFF’s previously announced binding offer to acquire Lucas Meyer Cosmetics and has entered into a binding purchase agreement. The acquisition is expected to close in the third quarter of 2015.
Lucas Meyer Cosmetics is headquartered in Quebec City, Canada, with operations in France and Australia. Lucas Meyer Cosmetics develops, manufactures and markets innovative ingredients for the cosmetics and personal care industry, offering proprietary active ingredients, functional ingredients and delivery systems that address health and wellness macro-trends in the beauty industry in both the developed and emerging markets.
About IFF
International Flavors & Fragrances Inc. (NYSE: IFF) (Euronext Paris:IFF) is a leading global creator of flavors and fragrances used in a wide variety of consumer products. Consumers experience these unique scents and tastes in fine fragrances and beauty care, detergents and household goods, as well as beverages, sweet goods and food products. IFF leverages its competitive advantages of consumer insight, research and development, creative expertise and customer intimacy to provide customers with innovative and differentiated product offerings. A member of the S&P 500 Index, IFF has more than 6,200 employees working in 32 countries worldwide. For more information, please visit our website at www.iff.com; follow us on Twitter and LinkedIn.
Cautionary Statement Regarding Forward-Looking Statements
This press release contains forward-looking statements concerning IFF’s expectations regarding the timing of the closing of the Lucas Meyer acquisition. These expectations are subject to risks customarily associated with acquisitions, including the ability and willingness of each of the parties to fulfill the conditions to the transaction.
Contacts:
IFF
Michael DeVeau
VP, Global Corporate Communications & Investor Relations
212-708-7164
or
Denise Gillen
Manager, Fragrances Communications
212-515-7308