The Estée Lauder Companies (EL) moved lower Friday as the market continued to reprice the company’s newly disclosed discussions with Puig around a potential business combination. The decline reflects typical deal-risk dynamics: uncertainty on price, structure, regulatory review, and whether the talks ultimately produce a signed transaction.

A new update out of Spain said Puig is postponing the presentation of its new strategic roadmap and its quarterly sales update due to the ongoing negotiations with Estée Lauder. That postponement reduces near-term visibility into Puig’s standalone trajectory and makes it harder for investors to handicap valuation and strategic fit, adding to volatility around EL.

While a combination could broaden fragrance exposure and scale, investors often sell the acquirer (or presumed acquirer) when the path to value creation is unclear or when a potential premium raises dilution and leverage questions. Estée Lauder is also still in a multi-year profit recovery and restructuring phase, and the prospect of a large, complex transaction can be viewed as an added execution risk at a sensitive point in the turnaround.