Arxada Provides Update on Transaction Support Agreement
Basel, Switzerland – June 24, 2026 – Herens Midco S.à r.l. (“Arxada” or the “Company”) is pleased to report that the amendments to the transaction support agreement (“TSA”) announced on June 22, 2026 (the “TSA Amendment”) related to its recapitalization and amend & extend transaction originally announced on May 12, 2026 (the “A&E Transaction”) have become effective and, as of today’s date, senior secured creditors representing well over 75% by value of its senior secured debt (“Senior Secured Creditors”) and well over 75% by value of its senior unsecured notes (“Senior Unsecured Holders”) have acceded to the TSA. The Company has now obtained the required creditor approvals needed to consummate the A&E Transaction and intends to implement the A&E Transaction through a UK scheme of arrangement. The Company will provide further updates on the implementation of the A&E Transaction in due course and continues to expect completion of the A&E Transaction in the third quarter of 2026.
The Company notifies Senior Unsecured Holders and the lenders under its revolving credit facility (the “RCF Creditors”) that the Early Bird Premium Deadline and the Consent Premium Deadline have been extended from their original dates, which were previously detailed in the announcement made on May 12, 2026, as follows:
Early Bird Premium Deadlines:
- For RCF Creditors or Senior Unsecured Holders which acceded to the TSA after the original Early Bird Premium Deadline of May 22, 2026, but on or prior to the original Consent Premium Deadline of May 28, 2026, the Early Bird Premium Deadline will be 11:59pm (UK) on May 28, 2026;
- For RCF Creditors or Senior Unsecured Holders which accede to the TSA after the original Consent Premium Deadline of May 28, 2026, the Early Bird Premium Deadline will be 11:59pm (UK) on June 26, 2026; and
- For all other creditors, the Early Bird Premium Deadline will remain as 11:59pm (UK) on May 22, 2026.
Consent Premium Deadlines:
- For creditors which acceded to the TSA prior to the original Consent Premium Deadline of May 28, 2026, the Consent Premium Deadline will remain as 11:59pm (UK) on May 28, 2026; and
- For creditors which accede to the TSA after the original Consent Premium Deadline of May 28, 2026, the Consent Premium Deadline will be 11:59pm (UK) on June 26, 2026.
The amount of the previously announced Early Bird Premium and Consent Premium will remain unchanged. Further information regarding the Early Bird Premium and the Consent Premium are detailed in the TSA.
The Company also notes that the key terms of the previously announced CHF200 million new money injection by the Bain Capital and Cinven (“Sponsor Contribution”) have been agreed in the TSA. The Sponsor Contribution will (i) rank junior to the Senior Secured Creditors and pari passu with the Senior Unsecured Holders, (ii) accrue interest in kind at a rate not to exceed the interest rate of the amended and restated fixed rate senior unsecured notes, and (iii) have the same maturity date as the extended maturity date of the amended and restated senior unsecured notes. Further information regarding the Sponsor Contribution is detailed in the TSA.
The Company encourages all creditors who wish to access further information relating to the A&E Transaction and accede to the TSA to consult the transaction website at https://deals.is.kroll.com/arxada for administrative information.
If creditors have questions on the A&E Transaction, please email the Bain Capital, Cinven and/or the Company at the contact details provided below.
Contact Information
Arxada
Peter Frauenknecht
cfo.arxada@arxada.com
Emily Johnson
emily.johnson@arxada.com
Bain Capital
Maria Andrisani
MAndrisani@BainCapital.com
Cinven
Christopher Anderson
Christopher.Anderson@Cinven.com
About Arxada
Arxada is a global leader in innovative solutions that protect our world. Our groundbreaking technologies, in-depth regulatory know-how, manufacturing and process development help our customers to safeguard nutrition, health and infrastructure efficiently through chemistry and microbiology that enhance sustainability. We offer a broad portfolio of ingredients and services for multiple end-markets that include Human Health & Nutrition, Home & Personal Care, Professional Hygiene, Paints & Coatings and Wood Protection. With customers in more than 100 countries, the company achieved sales of CHF 2billion in 2025. Headquartered in Basel (Switzerland), Arxada employs 3,100 associates across 24 production sites and 14 R&D centers, all committed to our customers’ success.
To learn more about Arxada, please visit: arxada.com and Arxada on LinkedIn.
Disclaimer
This release does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor will there be any sale of securities referred to in this announcement, in any jurisdiction, including the United States, in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. Securities may not be offered or sold in the United States absent registration under the U.S. Securities Act of 1933, or an exemption from registration.
This announcement contains forward-looking statements. These statements include, but are not limited to, statements regarding the anticipated timing of future announcements and the implementation the A&E Transaction. Forward-looking statements are based on our current expectations and assumptions and are subject to risks and uncertainties, many of which are outside our control, that could cause actual results or outcomes to differ materially from those expressed or implied in those statements. No assurance can be given that the matters described in these forward-looking statements will occur as described or at all. We undertake no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable law.