Sigma Healthcare shareholders approves US$5.5B merger with Chemist Warehouse

AUSTRALIA – Sigma Healthcare shareholders have overwhelmingly approved a merger with Chemist Warehouse, paving the way for the creation of an A$8.8 billion (US$5.5 billion) pharmacy and retail giant.

The vote, held on January 29, saw more than 99% of proxy shareholders support the deal, surpassing the regulatory requirement of at least 75% approval for the merger to proceed.

The final results of the vote are expected to be released later on February 5.

This development follows Chemist Warehouse’s recent expansion into the United Arab Emirates (UAE), where it launched its first store at Dubai’s Al Ghurair Centre a few months ago.

Known for its affordable health, wellness, and beauty products, the Australian chain aims to establish itself as a key shopping destination in the region.

Its budget-friendly pricing and diverse product range, including health essentials, skincare, and beauty items, make it an attractive option for consumers.

The merger was supported by Sigma shareholders, with more than 99% of proxy voters backing the deal, according to a presentation at a Melbourne meeting.

 This level of approval far exceeds the regulatory requirement, which mandates at least 75% of votes for the transaction to proceed. The final results will be released later on Wednesday.

The decision brings an end to more than a year of discussions between Sigma, Chemist Warehouse, and regulators. Initially, there were antitrust concerns, but in November 2023, regulators gave the green light for the transaction.

As part of the agreement, Sigma will pay Chemist Warehouse shareholders A$700 million (US$436.065 million) in cash and issue stock to facilitate the merger.

This process effectively allows Chemist Warehouse to enter the Australian Securities Exchange (ASX) without going through a traditional initial public offering (IPO)—a strategic move given the volatility in global financial markets.

Once merged, Chemist Warehouse will hold an 85.8% stake in the newly formed company.

The entity will oversee 1,200 Sigma-aligned pharmacies and operate more than 658 Chemist Warehouse stores, according to regulatory filings.

Additionally, Chemist Warehouse’s founders will retain a 14.25% stake in the combined company.

Chemist Warehouse has long been recognized for its low prices, large retail spaces, and strong marketing campaigns.

The brand has built a reputation as a dominant player in Australia’s pharmacy sector, offering discounted products and extensive advertising.

Its strong performance is reflected in its first-half 2025 financial results. The company reported A$5.15 billion (US$3.208 billion) in sales, marking a 13% increase from the same period last year.

 Additionally, earnings before interest and tax (EBIT) surged 35% to A$438 million (US$272.91 million), highlighting its growing profitability.

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