Deal done: Sigma, Chemist Warehouse shareholders vote in favour of merger

A Discount Drug Stores location under Sigma Healthcare
Shareholders of Sigma Healthcare have approved the company’s merger with Chemist Warehouse. (Source: Sigma Healthcare)

The shareholders of both Sigma Healthcare and Chemist Warehouse approved the two companies’ merger during separate meetings on Wednesday.

The second meeting, of about 40 Chemist Warehouse shareholders and franchisees in Melbourne, ended at 6.16pm with overwhelming approval.

At the earlier meeting, more than 97 per cent of Sigma proxies voted in favour of the deal, surpassing the regulatory requirement of at least a 75 per cent approval rate.

Shareholders also agreed to elect Chemist Warehouse founders Mario Verrocchi and Jack Gance to the board of the merged company. 

Damien Gance – son of Sam Gance, another Chemist Warehouse co-founder – and Danielle Di Pilla, Verrocchi’s cousin of and a franchisee, will also join the board.

Jack and Sam Gance and Verrocchi will share a stake in Sigma worth $15 billion, while 104 franchisees will emerge with stakes worth between $5 million and $25 million.

Under the merger agreement announced in December 2023, Sigma will acquire all the shares in Chemist Warehouse in exchange for Sigma shares and $700 million in cash. Chemist Warehouse shareholders will own about 85 per cent of the merged entity.

The merged entity will recast the ASX when it lists in February with an expected market capitalisation of about $30 billion, according to the Australian Financial Review

The proposed merger secured approval from the Australian Competition and Consumer Commission (ACCC) last November. 

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