Shares of Estée Lauder climbed more than 10% during after-hours trading Thursday after the cosmetics giant announced it had terminated acquisition discussions with Spain-based beauty conglomerate Puig.
The Estée Lauder Companies Inc., EL
The negotiations, which became public knowledge in March, aimed to merge two of the industry’s most prestigious beauty empires. When the merger possibility was initially revealed, Estée Lauder stock declined by 10%.
Had the transaction proceeded, it would have established a premium beauty empire with an estimated valuation approaching $40 billion. The combined entity would have united Estée Lauder’s prestigious portfolio — featuring Tom Ford, Clinique, and MAC — alongside Puig’s collection including Carolina Herrera, Byredo, Paco Rabanne, and Charlotte Tilbury.
Puig’s stock price tumbled almost 13% during Friday’s early European market session after the merger termination was announced.
Jefferies analyst Charles Brennan observed that investors had expressed doubt about the transaction due to its enormous scope, complicated structure, and potential implications for Estée Lauder’s brand portfolio management.
According to two individuals with direct knowledge of the situation who spoke with Reuters, requests from Charlotte Tilbury herself represented a major challenge that ultimately sank the deal.
Puig purchased the British cosmetics brand in 2020 through a transaction valued at roughly $1.2 billion. The company currently owns 78.5% of the business, while Tilbury maintains ownership of the remaining minority portion.
According to Spanish financial publication Expansión, Tilbury attempted to modify the conditions surrounding her remaining ownership position. A provision related to change of control could have enabled her to compel a buyout of her minority stake, estimated at approximately $986 million.
Charlotte Tilbury declined to provide a statement when contacted.
Estée Lauder CEO Stéphane de La Faverie released a statement emphasizing the company’s commitment to implementing its “Beauty Reimagined” transformation strategy — a comprehensive reorganization designed to address three straight years of declining revenue and diminishing market position.
The transformation blueprint encompasses enhanced retail investment and the elimination of stores failing to meet performance benchmarks.
RBC’s Modi emphasized that the proposed merger’s timing was problematic considering the magnitude of Estée Lauder’s current restructuring initiative. He further highlighted that merging two family-owned enterprises would have introduced significant governance challenges.
Earlier this month, Estée Lauder increased its annual earnings projection and announced plans to eliminate an additional 3,000 positions worldwide as part of its comprehensive reorganization program.
Puig disclosed disappointing first-quarter revenue performance in late April, heightening investor apprehension regarding a potential combination.
Estée Lauder indicated it will continue assessing prospective acquisitions and asset sales as components of its strategic vision. The company has consistently expanded through strategic transactions, most notably its $2.8 billion purchase of Tom Ford in 2022.
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