Merger of Haarmann & Reimer and Dragoco under EQT’s lead now set

DEAL CLOSED TODAY FOLLOWING ANTI-TRUST APPROVAL. TWO  FORMER COMPETITORS JOIN FORCES TO BECOME FRONT-RUNNER IN FLAVOR AND FRAGRANCE INDUSTRY – INTEGRATION PROGRESSING ACCORDING TO PLAN

Munich/Holzminden, October 1, 2002 – The path has been cleared for the merger of Haarmann & Reimer (H&R) and Dragoco, two Holzminden-based producers of flavors and fragrances, under the lead of EQT Northern Europe Private Equity Funds (EQT). The transaction was closed today following approval by the anti-trust authorities. The agreement signed by EQT and Bayer AG in July for the acquisition of H&R, the world’s fifth-largest producer of flavors and fragrances, thus went into effect today. At the same time, all Dragoco shares were transferred to the holding company of the newly merged group. In this process, EQT is acting as the catalyst for the new global player’s growth strategy in a dynamic industry.

Completion of the transaction marks the creation of a company whose pro-forma sales of € 1.245 billion in 2001 rank it among the top players in the industry. The two flavor and fragrance producers are being merged to form a new company with headquarters in Holzminden and a new name, which will soon be presented. Together both companies employ a combined workforce of around 5,800 in some 30 locations around the world.

Integration of H&R and Dragoco is progressing according to plan and the majority of integration measures are expected to be put in place during the course of 2003. Until the merger is complete and the two companies operate as one, H&R and Dragoco will continue to do business as separate legal entities.

Decisions regarding the new company’s future management structure have already been made. A management team comprised of representatives from H&R and Dragoco can commence work now that the transaction has been closed. Horst-Otto Gerberding will head the new company as its Chief Executive Officer (CEO). The first-tier management team includes Dan Stebbins, who will be in charge of Flavors; Tim Schaffner, who will be in charge of Fragrances and Cosmetics; Dr. Horst Finkelmeier, who will be in charge of Aroma Chemicals; Dr. Heinz-Jürgen Bertram, who will be in charge of R&D, and Dr. Jürgen Nienhaus, who will be in charge of Operations. Dr. Martin Wolf has been appointed the new Chief Financial Officer (CFO). The integration process is being headed by Kurt Hufnagel as Chief Integration Officer (CIO). The future Supervisory Board under the chairmanship of Göran Lundberg, Chairman of TAC Holding AB and Duni AB – two other companies in EQT’s portfolio – will be appointed in the coming weeks.

Both Haarmann & Reimer and Dragoco are successful global players in the fields of fragrance and flavor compositions, aroma chemicals and cosmetic ingredients. Following the merger, the new company will hold an approximate eight-percent market share in this industry, whose volume is estimated at around fifteen billion euros. The merged company will seek to significantly expand its global position. Key growth factors in this regard include the broadened product portfolio and combined strengths in creativity and technology.

Horst-Otto Gerberding welcomed the successful closing as a starting point for the swift integration of the two companies. Building upon the complementary core competencies of H&R and Dragoco, the new company will be able to even further improve its response to the specific needs and wishes of its customers in the food, fragrance and cosmetics industries.

In connection with closing, Udo Philipp, partner at EQT Partners Beteiligungsberatung GmbH, the investment advisor to the EQT Funds, highlighted the new company’s growth potential. EQT intends to actively support the newly merged company in continuing its growth path.

The H&R Group (www.haarmann-reimer.com) is a global player with companies on all five continents and a total of some 3,800 employees. In 2001, the H&R Group reported sales of € 872 million.

The Dragoco Group (www.dragoco.com) is also a global company with around 2,000 employees. Sales in 2001 were € 372 million.

EQT is a group of private equity funds with equity commitments exceeding € 3 billion and is sponsored by Investor AB, the publicly listed holding company of the Wallenberg group. EQT Partners, acting as investment advisor to all EQT funds, has offices in Stockholm, Copenhagen, Helsinki and Munich. The business concept of EQT is realised by acquiring and developing high-quality medium sized companies in Northern Europe. EQT serves as an active owner and works in close cooperation with the management of the companies it acquires, to develop and implement value-enhancing strategies.

Further information is available from:

Udo Philipp, Partner, EQT Partners Beteiligungsberatung GmbH,
+49 89 25 54 99 22

On behalf of EQT:
Charles Barker Corporate Communications
Kornelia Spodzieja
+49 69 79 40 90 40
+49 172 622 7007

Dr. Markus Pickel, Corporate Communications, H&R
+49 5531 90 24 48

Katja Derow, Corporate Communications, Dragoco
+49 40 35 57 19 42

www.eqt.se