Puig and Estée Lauder merger moves closer as negotiations advance

Madrid – Since confirming on March 24 that they were in negotiations for a potential merger of their respective businesses, Puig and The Estée Lauder Companies have not provided any new official information. The only exception was a statement in which the Spanish company updated its financial calendar at the end of that week. This has not prevented information about the potential merger from being leaked since then, with varying degrees of bias and reliability. It is suggested that a definitive agreement could be announced “in the coming weeks”.

Financial publication Bloomberg provided an update on April 1, citing anonymous sources “close” to both companies. The update concerned the current progress of the merger negotiations between Puig and The Estée Lauder, suggesting that the agreement could be “formally announced in the coming weeks”. This speculation was qualified by a warning that the groups have not yet reached any definitive agreement. Therefore, negotiations for their potential merger remain open, with the possibility that they may not ultimately reach an understanding. It was also noted that Puig has made it an essential requirement for the family to have a significant presence on the board of directors of the post-merger company.

Building on this information, financial publication Expansión reported earlier this week that representatives of the Puig family had travelled to New York. Their aim is to accelerate negotiations for the potential merger of the Spanish group with its US counterpart. It is presumed that Marc Puig is leading the Spanish company's delegation. He stepped down as chief executive officer in early March to exclusively assume the role of executive chairman of the board of directors. The specific objective was to remain, and we quote, “focused on the company's mergers and acquisitions strategy”.

This particular mention cannot be separated from the announcement confirming negotiations with The Estée Lauder, which came just one week after the internal restructuring. It could now be followed by Marc Puig joining the board of directors of The Estée Lauder Companies. This appointment would fulfil the “essential requirement” demanded by the Puig family to approve the deal. However, sources accessed by Expansión indicate that the Puigs are demanding not one, but two seats on The Estée Lauder's board of directors. These seats would be occupied by Marc Puig Guasch, chairman of Puig's board since 2007, and Manuel Puig Rocha, his cousin and vice chairman of Puig's board, also since 2007.

A 50 billion dollar beauty giant

Despite the ongoing doubts about the execution and integration of the deal, which has affected the share prices of Puig and The Estée Lauder differently from the outset, it is already assumed that if the merger goes ahead, it will involve the integration of Puig into The Estée Lauder. It is also ruled out that the group will adopt a new name. This will lead to the de facto disappearance of Puig as an independent company and a benchmark in the luxury fashion and beauty sector. This would be a definitive farewell to its 112-year history. Nevertheless, the family members would try to keep its legacy alive, both from their positions on the board and by leveraging their weight in the shareholding of the “new” The Estée Lauder Companies.

While there is no concrete information on the negotiations, which we reiterate are still open, US investment bank and broker Jefferies has offered its estimates. These estimates cover how the deal is expected to be finalised and how the share capital of the “new” The Estée Lauder Companies might be distributed following the integration of Puig's business. In general terms, the deal would create a beauty giant with a total value of around 50 billion dollars. For the 2027 financial year, the US investment bank projects sales of around 22 billion dollars. It also forecasts an adjusted operating profit margin (EBITDA) of over 20 percent of revenue, following estimated savings of 375 million dollars in general and administrative expenses due to cost synergies between the two groups. These general indicators do not deviate significantly from those already estimated by FashionUnited.

Regarding the unresolved financial terms for Puig's integration into The Estée Lauder, a report from Jefferies on Monday, April 6, 2026, sent to clients and institutional investors, suggests a 30 percent premium on Puig's share price before the merger negotiations were announced. This report was echoed by media outlets such as Europa Press and Cinco Días. This amount would be paid to the shareholders of the Spanish fashion and beauty multinational through a mixed public tender offer. The payment would consist of 20 percent in cash and the remaining 80 percent in shares of the “new” The Estée Lauder Companies resulting from the merger. Under this scenario, the Lauder family would retain 26.7 percent of the company's capital; the Puig family 21.7 percent; current The Estée Lauder shareholders 43.6 percent; and Puig's minority shareholders the remaining 8 percent. It should be noted, however, that the investment bank does not estimate the “real weight” that the members of each family would have after the merger. Both families have always sought to maintain control over their respective groups. The Lauder family holds 84 percent of the voting rights despite owning less than 34 percent of the shares. The Puig family holds 92.96 percent of the Spanish company's voting rights, while retaining 71.7 percent of its share capital after the company's IPO.

A “dual listing” for the “new” The Estée Lauder

In addition to the distribution of board seats, the price of the deal, and the final question of the “real weight” the Puig family would have in the “new” The Estée Lauder, all sources consulted agree on another requirement. It has been stipulated that the post-merger company must have a dual listing. A “dual listing” would allow its shares to be traded simultaneously and in real time on both the New York Stock Exchange, where The Estée Lauder Companies is already listed, and the Madrid Stock Exchange, where Puig is listed.

In this regard, the financial publication Expansión reports that the Puig family is demanding that the shares of the post-integration company be listed in Madrid as well as New York. This would be under the same The Estée Lauder Companies “brand”. This demand is a clear attempt by the Puig family to maintain some effective control over the potential new group. They are trying to avoid being completely absorbed by the US group, especially since it is assumed that the “centre of power” of the resulting company will remain at The Estée Lauder's corporate headquarters in New York.

This article was translated to English using an AI tool.

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