Galderma will acquire 100% of ZO Skin Health for an enterprise value of 1.5 billion USD in an all-cash transaction, subject to customary adjustments, and will be funded through a combination of existing cash reserves and bank financing. The transaction is expected to close in the fourth quarter of 2026 or early 2027, subject to regulatory approvals and other customary closing conditions. Consistent with its proven value creation focus, Galderma plans to increase commercial investment during the first year of ownership to strengthen the foundation for renewed growth beginning in the second year following closing. The transaction is expected to be slightly dilutive to the Group’s Core EBITDA margin in 2027 and to achieve a margin broadly comparable with the Group’s average from 2028 onwards. The acquisition is expected to be Core EPS neutral in the first full year following closing and to be in-line with Galderma’s commitment to a solid investment grade credit rating. Lazard is acting as lead financial advisor, JP Morgan is acting as a financial advisor, and Ropes & Gray LLP is acting as legal advisor to Galderma. Raymond James is acting as lead financial advisor, Citi is acting as a financial advisor, and Weil, Gotshal & Manges LLP and Paul Weiss are acting as legal counsel to ZO Skin Health and Blackstone.