Novozymes, a global company specializing in industrial enzyme and microbial technologies, and Chr. Hansen, a specialist in microbial products for the food, nutritional, pharmaceutical, and agricultural industries, have announced their entry into a merger agreement.
 
The proposed combination will create a single company with a broad, diversified portfolio across several markets. The two complementary companies seek to accelerate their performance by uniting under one banner and expand global presence.
 
Novozymes estimates that the current addressable market for biological solutions is around 15 billion Euros. This has increased pressure on natural resources, and the company reports that it will focus on the challenge of producing more sustainably and efficiently.
 
Innovation Capabilities
 
The combined group will have 38 research and development and application centers and 23 manufacturing sites, which will provide customers with a partner at global scale and local presence.
 
The two companies will bring together approximately 2,000 employees focused on R&D globally, and invest 350 million Euros annually in R&D, representing an estimated 10-11% of combined sales. Together, the two companies will have a global pool of 10,000 employees.
 
The combined group will be driven by Environmental, Social, and Governance (ESG) commitments – it expects to reach carbon neutrality by 2050, following a 75% reduction in absolute CO2 emissions from its operations and a 35% reduction in absolute CO2 emissions from its supply chain by 2030. The combined group is also committing to diversity, seeking to achieve at minimum 45% women and 45% men across all professionals and senior management by 2030.
 
Half of the combined group’s portfolio will focus on food production, while the other half of the portfolio will focus on reducing chemical use and targeting climate neutral practices.
 
Leadership
 
Upon completion of the merger, Ester Baiget, CEO of Novozymes, will assume leadership of the combined group as CEO. Lars Green, current CFO of Novozymes, will resume his role.
 
It is proposed that the chair of the board of directors will be nominated by Novozymes, and the vice chair will be nominated by Chr. Hansen. Each company will also nominate two other board members each. Novo Holdings, a majority shareholder, will also nominate two other board members.
 
Corporate Governance
 
The combination will be effectuated through a statutory merger in accordance with the Danish Companies Act, wih Novozymes as the continuing company and Chr. Hansen as the dissolving company. Following the completion of the merger, the combined company will continue to be admitted to trading and listing on Nasdaq Copenhagen, and will continue to be headquartered in Denmark.
 
“The combination of two strategically complementary companies with a shared purpose and advanced capabilities will show the world the true power of biosolutions,” said Ester Baiget, president and CEO of Novozymes. “Today’s announcement is fully aligned with Novozymes’ strategy and is another step towards unlocking additional growth opportunities. Novozymes and Chr. Hansen share the strong conviction that our combined scale, know-how, commercial strengths, and innovation excellence will drive value for our shareholders, customers, and society at large by providing the sustainable solutions the world so urgently needs.”
 
“We are excited by the immense, additional potential we see in joining Novozymes and Chr. Hansen to create a true global bio-solutions leader underpinned by our shared Danish heritage,” said Jørgen Buhl Rasmussen, chairman of Novozymes. “We are grateful to have such a supportive shareholder in Novo Holdings, one that shares our belief that the two companies will be even better together and enable significant shareholder value accretion.”
 
“I’m proud to share that Novozymes and Chr. Hansen are proposing to join forces to create a Danish-based global bio-solutions partner based on our strong complementary technology platforms, highly dedicated employees and customer-centric approaches,” said Mauricio Graber, president and CEO of Chr. Hansen. “Building on shared purpose-driven values and cultures, as well as an unquestionable business rationale, the proposed combination of these two iconic Danish companies represents a natural next step towards addressing the needs of tomorrow.”