General information

Essity is listed on Nasdaq Stockholm with a market capitalization of SEK 208 billion (December 31, 2024). In 2024, the Group had net sales of approximately SEK 146 billion (EUR 13 billion) and 36,000 employees. Sales take place in approximately 150 countries under a number of globally leading and well-known brands. 

In 2007, Essity (then SCA) acquired shares in the Asian company Vinda International Holdings Ltd, corresponding to approximately 34 percent of the shares in Vinda. Vinda was listed on the Hong Kong Stock Exchange the same year. Essity increased its holding during the years 2008 – 2016 and in 2023 the ownership corresponded to 51.59% of all shares in Vinda.

Essity's strategic review 2023

On April 26, 2023, Essity announced that the company had initiated a strategic review of its operations, including its ownership in Vinda. The press release commented that Essity is continuously evaluating the product portfolios within its three business areas, and that the strategic review meant that various options would be evaluated, including a possible sale. The communication emphasized that no decisions had been made. Vinda had a market capitalization of approximately SEK 34 billion (HKD 26 billion), i.e. the market value of Essity's holdings was approximately SEK 17.5 billion.

On December 15, 2023, Isola Castle Ltd, a company indirectly wholly owned by Asia Pacific Resources International Limited (APRIL), announced its intention to make a public offer to the shareholders of Vinda International Holdings Limited (Vinda) for all shares in Vinda. Essity signed an irrevocable undertaking to accept the offer for its entire holding of 51.59% of the shares.

The offer was announced on March 8, 2024, and Essity accepted the offer in accordance with its undertaking. The offer corresponded to a price of HKD 23.50 per share, which according to the offer document represented a premium of 21.38% compared to the closing price on November 17, 2023, when Vinda announced that discussions were ongoing regarding a possible offer and a premium of 145.23% compared to the revised net value per share for Vinda as of December 31, 2023. The total value of the offer amounted to approximately HKD 28.3 billion (SEK 37.3 billion) for all shares.

On March 21, 2024, Essity completed the sale of its Vinda shares. The proceeds from the sale amounted to approximately HKD 14.6 billion (approximately SEK 19 billion).

In total, Essity's capital gain, excluding reclassification of realized currency translation differences, amounted to SEK 8,366 million. Including reclassification of realized currency translation differences of SEK 748 million after tax, net profit amounted to SEK 9,114 million, which was reported under the item “discontinued operations” in Essity's Annual Report for 2023.

As of the fourth quarter of 2023, Essity classified Vinda's financial reporting as operations under discontinuation and Vinda's operations were therefore not consolidated in Essity's Annual Report for 2023.

The dispute with certain investors in Essity's bonds maturing in 2029, 2030 and 2031 respectively

On October 17, 2024, Essity announced that it had received requests for early redemption from certain bondholders regarding bonds maturing in 2029, 2030 and 2031. The requests were in respect of a minority part of the total outstanding amount of the relevant bonds. Essity also explained at this time that the bondholders making the request did so on the basis of an alleged Event of Default under the terms and conditions of the bonds.

On December 16, 2024, Essity announced that legal proceedings had been initiated against Essity in the English courts. The proceedings are being brought by eight investment funds which allege that they hold an ultimate economic interest in the bonds. The claimants seek declaratory relief only, to the effect that the sale of the Vinda shares constitutes an Event of Default. The alleged Event of Default is said to occur on the basis that the sale of Vinda shares (or the announcement of Essity’s irrevocable undertaking) constituted a “cessation of business” by Essity. No legal proceedings seeking payment under the bonds in connection with the alleged Event of Default have been initiated.

Essity rejects the claim that the sale (or its announcement) constituted a cessation of business and accordingly also rejects that an Event of Default has occurred. Essity is robustly defending the claim. The court will address formal jurisdictional issues in May 2025. The court process is at an early stage, and it is currently not possible to assess when the case will be finally decided.