Terminix and Rentokil Initial to Merge
Creating a Global Leader in Pest Management Across Residential and Commercial Services
TERMS OF THE TRANSACTION
$6.7B transaction
80% stock and 20% cash*
Premium of 47% over Terminix's closing price on December 13, 2021, the last trading day prior to announcement
*Terminix shareholders may elect all cash or all stock, subject to proration.
Terminix and Rentokil Initial to Merge
Creating a Global Leader in Pest Management Across Residential and Commercial Services
TERMS OF THE TRANSACTION
$6.7B transaction
80% stock and 20% cash*
Premium of 47% over Terminix’s closing price on December 13, 2021, the last trading day prior to announcement
*Terminix shareholders may elect all cash or all stock, subject to proration.
EXPECTED CLOSING
Second half of 2022
Subject to customary conditions including:
Approval by Rentokil Initial and Terminix shareholders
Regulatory approval
Compelling Benefits of Combining Highly
Complementary Portfolios
A Win-Win for Our Teammates, Customers, Partners, and Shareholders
Leading position in residential
Strong international operations
and commercial pest
and global commercial pest
management services in U.S.
control offerings
Larger, stronger organization better positioned to serve customers with leading-edge pest management solutions
Brings together the cultures, talent, and capabilities of both organizations
Enhanced opportunities for growth and development for our teammates and colleagues
WHO IS RENTOKIL INITIAL?
Industry-leading provider of pest control services and solutions for commercial and residential customers
87
90+
countries
of world’s 100
largest cities
~44,500
+1,800
employees
local service
teams globally
United Kingdom
Headquarters
Board Confident Merger Maximizes Value for Shareholders
Delivers compelling premium to Terminix shareholders
Mixed equity and cash consideration:
Next Step in Terminix’s Journey
Becoming a Leader in the Global Pest Control Industry
Better positioned to serve large and loyal customer base
More comprehensive service offerings across residential and commercial pest management – both domestically and around the world
Creates strong growth platform
Greater scale to drive growth and invest in innovation and technology
Highly complementary businesses for strong operational and cultural fit
Teammates and colleagues will continue to be greatest asset
Advances ongoing strategic initiatives
Enables Terminix to accelerate our efforts on driving the Terminix Way and completing our CxP transformation
Industry-leading ESG practices and profile
Shared commitment to local communities
Offers cash certainty
Enables Terminix shareholders to participate in and benefit from substantial upside potential of combined company
Ownership26%
Terminix shareholders
74%
Provides Significant Value to
Terminix Shareholders
Significant Upfront Premium and Meaningful Upside Opportunity
Attractive financial profile with significant free cash flow and strong long- term growth potential
Opportunity to achieve industry-leading margins in pest control over the medium-term and be highly cash generative
Rentokil Initial shareholders
The Combined ProForma Company
Customers: 4.9M
2020 Revenue: $5.7B
2020 Free Cash Flow: $606M
Brett Ponton
Terminix CEO
Strong balance sheet and a highly diversified business
Significant revenue and cost synergy opportunities
Mid-teens percentage accretive to Rentokil Initial’s earnings per share in the first full financial year following completion
“This is an exciting next step that significantly advances Terminix’s journey toward becoming a global leader in pest management. As part of a larger and stronger organization, we will offer superior service and an even more comprehensive range of solutions for our customers, while accelerating our investments in growth and technology. Leveraging our strong combined residential and commercial capabilities and enhanced customer density will improve the quality of service we provide long into the future.”
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