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Acquisitions
9 Months Ended
Sep. 30, 2014
Acquisitions

2. Acquisitions

2014 Activity

On August 29, 2014, the Company complete the tuck-in acquisition of Rexair Holdings, Inc. (“Rexair”), a global provider of premium vacuum cleaning systems sold primarily under the Rainbow® brand name. The total value of the transaction, including debt assumed and repaid, was approximately $349, subject to certain adjustments. The acquisition of Rexair is expected to expand distribution channels, as well as expand the Company’s current product offerings. Rexair is reported in the Company’s Consumer Solutions segment and is included in the Company’s results of operations from the date of acquisition. Based on the Company’s preliminary valuations, which are subject to further refinement, the Company allocated the total purchase price, net of cash acquired, to the identifiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values on the date of acquisition. The excess of the purchase price over the net amounts assigned to the fair value of the assets acquired and the liabilities assumed is recorded as goodwill. Based on this purchase price allocation, the Company allocated approximately $44 of the purchase price to identified tangible net liabilities excluding debt repaid, approximately $192 of the purchase price to identified intangible assets and approximately $201 of the purchase price as goodwill.

During the nine months ended September 30, 2014, the Company completed two other tuck-in acquisitions that by nature were complementary to the Company’s core businesses and from an accounting standpoint were not significant.

2013 Activity

On October 3, 2013, the Company acquired Yankee Candle Investments LLC (“Yankee Candle”), a leading specialty-branded premium scented candle company (the “YCC Acquisition”). The total value of the YCC Acquisition, including debt assumed and/or repaid, was approximately $1.8 billion. Yankee Candle is reported in the Company’s Branded Consumables segment and was included in the Company’s results of operations from October 3, 2013.

 

Pro forma financial information (unaudited)

The following unaudited pro forma financial information presents the combined results of operations of the Company and Yankee Candle as if the YCC Acquisition had occurred on January 1, 2012. The pro forma results presented below for the three and nine months ended September 30, 2013 combine the historical results of the Company and Yankee Candle for the periods presented. The unaudited pro forma financial information is not intended to represent or be indicative of the Company’s consolidated results of operations or financial condition that would have been reported had the YCC Acquisition been completed as of January 1, 2012 and should not be taken as indicative of the Company’s future consolidated results of operations or financial condition.

 

(in millions, except per share data)    Three months
ended
September 30,
2013
     Nine months
ended
September 30,
2013
 

Net sales

   $ 2,019.1       $ 5,677.7   

Net income

     110.6         187.3   

Earnings per share:

     

Basic

   $ 0.89       $ 1.49   

Diluted

   $ 0.88       $ 1.48   

The unaudited pro forma financial information for the three and nine months ended September 30, 2013 include $1.1 and $3.3, respectively, for the amortization of purchased intangibles from the YCC Acquisition.