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Subsequent Event
3 Months Ended
Mar. 31, 2019
Subsequent Events [Abstract]  
Subsequent Event

 

19.

Subsequent Event

 

Flawless Acquisition

 

On May 1, 2019, the Company closed on its previously announced acquisition of the FLAWLESS™ and FINISHING TOUCH™ hair removal business (the “Flawless Acquisition”) from Ideavillage Products Corporation. The Company paid $475.0 at closing and will make an additional earn-out payment up to a maximum of $425.0 in cash, based on a trailing twelve-month net sales target ending no later than December 31, 2021. The transaction was funded with a three-year term loan and commercial paper borrowings. The Company anticipates there will be a four-month integration transition period in which the net cash received from Ideavillage will be accounted for as other revenue as a component of net sales. The Company will purchase the inventory following the transition period. FLAWLESS will be accounted for in the Consumer Domestic and Consumer International segments and represents an addition to our specialty haircare portfolio which includes BATISTE dry shampoo, VIVISCAL hair thinning supplements, and TOPPIK hair fibers.

 

The preliminary fair values of the net assets acquired are set forth as follows:

 

Flawless

 

 

Acquisition Date

 

 

Preliminary

 

 

Fair Value

 

Trade names and other intangibles

$

559.0

 

Goodwill

 

98.0

 

Contingent consideration

 

(182.0

)

Cash purchase price

$

475.0

 

 

The goodwill and other intangible assets associated with the Flawless Acquisition is deductible for U.S. tax purposes.  Pro forma results are not presented because the impact of the acquisition is not material to the Company’s consolidated financial results.

 

Amended Credit Agreement

 

On May 1, 2019, the Company amended its $1,000.0 unsecured revolving credit facility (the “Credit Agreement”) to extend the term of the Credit Agreement from March 29, 2023 to March 29, 2024.  Under the Credit Agreement, the Company continues to have the ability to increase its borrowing up to an additional $600.0, subject to lender commitments and certain conditions as described in the Credit Agreement.  Borrowings under the Credit Agreement are available for general corporate purposes and are used to support the Company’s $1,000.0 commercial paper program. 

 

New Term Loan

 

On May 1, 2019, the Company entered into a new $300.0 unsecured term loan credit facility with various banks, the proceeds of which were used to partially fund the Flawless Acquisition.  Unless prepaid, the loan is due on May 1, 2022.  The interest rate is LIBOR plus an applicable margin based on the Company’s credit rating, which can range from 60 bps to 113 bps.