Mayr-Melnhof Karton AG (WBAG:MMK) agreed to acquire ESNT Packaging & Securing Solutions Limited and Essentra Packaging US Inc from Essentra plc (LSE:ESNT) for £310 million on June 24, 2022. The consideration payable is subject to adjustments after completion by way of a standard completion accounts mechanics to allow for changes in cash, debt and working capital. The transaction is conditional upon Approval of a resolution approving the transaction by shareholders at a General Meeting of Essentra, Exercise of the Put Option, Completion of the reorganization and Satisfaction of certain regulatory conditions. The Board intends to use the proceeds to further strengthen Essentra's balance sheet, and make a small contribution to Essentra's defined benefit pension schemes. As of August 8, 2022 Essentra plc shareholders approved the disposal. Closing of the transaction is expected in the fourth quarter of 2022. Credit Suisse International acted as financial advisor to Essentra plc and Lazard & Co., Limited is acting as independent financial adviser to the Board of Essentra. Barclays acted as financial advisor to Mayr-Melnhof Karton AG. Lazard & Co., Limited acted as financial advisor to Essentra. Jeff Twentyman, Sally Wokes, Laura Houston, Charles Osborne,William Turtle, Padraig Cronin, Hugh Gittins, and Philip Snell of Slaughter and May acted as legal advisors to Essentra plc (LSE:ESNT) in the deal. Anja Balitzki, Alf-Henrik Bischke, Thomas Meurer, Hengeler Mueller, Christian Hoefs, Matthias Scheifele and Moritz Rademacher of Hengeler Mueller Partnerschaft von Rechtsanwälten mbB acted as legal advisor to Essentra plc. Ernst & Young LLP acted as due diligence provider to Mayr-Melnhof Karton AG (WBAG:MMK). Marly Didizian, John Sheppard, Sima Ostrovsky, Simon Kerr-Davis, and Jonathan Sadler of Linklaters acted as legal advisor to Mayr-Melnhof Karton AG.

Mayr-Melnhof Karton AG (WBAG:MMK) agreed to acquire ESNT Packaging & Securing Solutions Limited and Essentra Packaging US Inc from Essentra plc (LSE:ESNT) on October 2, 2022. All relevant competition authorities have received.