This is an English translation of a Hebrew instant report that was revealed on September 18, 2022 (reference no.: 2022-01-118207) (hereafter: the “Hebrew Version”). This English model is just for comfort functions. This isn’t an official translation and has no binding drive. Whilst affordable care and talent have been exercised in the preparation hereof, no translation can ever completely mirror the Hebrew Version. In the occasion of any discrepancy between the Hebrew Version and this translation, the Hebrew Version shall prevail.
Turpaz Industries Ltd. (the “Company”)
Company quantity: 514574524
Address: Halahav 2 Holon
Tel: 03-5560913; Fax: 03-5560915
September 18, 2022
Israel Securities Authority (“ISA”)
Tel Aviv Stock Exchange Ltd. (“TASE”)
Reported Via Magna
Reported Via Magna
Re: Acquisition of control in a fragrance company in the USA (Klabin)
Turpaz Industries Ltd. (“Tupraz”) is honored to announce that on September 16, 2022, by way of Turpaz USA1, its wholly owned subsidiary, it signed an settlement to buy 81% of the issued and paid-up share capital and voting rights in Klabin Fragrances, Inc. (“Klabin”), a personal company integrated in the USA, from its shareholders, in trade for a complete of 24.3 million USD. The afore talked about consideration is topic to changes based on Klabin’s enterprise efficiency throughout the yr 2022. Completion of the transaction is predicted in the coming weeks. The Company intends to finance the transaction partly from unbiased sources and partly from financial institution financing, the scope and phrases of which haven’t but been determined as of the date of the report.
The settlement consists of choices (put/name) for the buy of the remaining shares of Klabin by Turpaz, exercisable beginning January 1, 2026, for a interval of one yr, till December 31, 2026. The train worth of the choice relies on the enterprise efficiency of the mixed operations of Klabin and Turpaz USA in the discipline of fragrance extracts in the USA, throughout a interval starting on January 1, 2023, till the date of train of the choice.
Klabin’s managers and its founders, Saul and Justin Klabin, will proceed to handle and lead Klabin’s actions in the coming years, in addition to the actions of Turpaz USA in the discipline of fragrance extracts
1 Turpaz Fragrances and Flavors Inc.
in the USA, which will probably be united as talked about with Klabin, and can be part of the administration group of the Turpaz group.
Klabin, based in 1994 and started operations in 1998, engages in analysis, improvement, manufacturing, advertising, sale and provide of customized fragrance, pure oil blends, extracts, pure and artificial substances, uncooked supplies, functions and practical options for the cosmetics, toiletries, candles, physique and hair care, diffusers, diffusers, detergents and positive fragrances markets.
The buy of Klabin is a strategic acquisition for Turpaz in the USA, which allows the growth of the group’s portfolio of merchandise and clients in the discipline of fragrances extracts, while leveraging synergies between the group’s corporations in improvement, procurement, advertising and gross sales. Klabin’s actions, which will probably be merged with Turpaz’s acitivites in the USA, will strengthen the place of Turpaz as a main participant in the discipline of fragrances in the USA.
According to the monetary knowledge the company acquired from Klabin, based mostly on its unaudited monetary statements, for the years 2020 and 2021, Klabin’s income cycle amounted to 9.9 million USD and 9.7 million USD respectively, the EBITDA amounted to 2.6 million USD and a pair of.4 million USD respectively, the complete property amounted to 2.5 million USD and a pair of.6 million USD respectively, with complete liabilities amounting to 1.1 million USD and 0.7 million USD respectively.
Turpaz Industries Ltd.
By: Karen Cohen Khazon, CEO and Chairperson.
Turpaz Industries Ltd. revealed this content material on 18 September 2022 and is solely accountable for the data contained therein. Distributed by Public, unedited and unaltered, on 18 September 2022 06:39:00 UTC.
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