Helen of Troy Limited Announces Definitive Agreement to Acquire Kaz, Inc., and Conference Call to Discuss the Transaction
December 9, 2010 — EL PASO, Texas — Helen of Troy Limited (NASDAQ, NM: HELE), designer, developer and worldwide marketer of brand-name personal care and household consumer products, announced today that it has entered into a definitive merger agreement to acquire the business of Kaz, Inc., for $260 million in cash, subject to certain closing working capital and other adjustments. The acquisition is expected to close by December 31, 2010, subject to the closing of financing for the transaction and other customary closing conditions, including regulatory approvals.
Based in Southborough, Massachusetts, Kaz is a world leader in providing health care and home environment consumer solutions. Kaz markets its products to leading retailers under a variety of brand names, including Vicks® and Braun® under license from The Procter & Gamble Company, Honeywell® under license from Honeywell, and Stinger®, Softheat® and Kaz®, owned by Kaz, Inc. Product categories include vaporizers, humidifiers, digital, infrared and non-invasive thermometers, blood pressure monitors, hot/cold health care therapy, air purifiers, seasonal humidifiers, heaters, fans, and dehumidifiers, and lawn and garden products. Kaz products are sold in the United States and throughout the world. Sales for the next twelve months ending December 31, 2011 are expected to exceed $400 million. The acquisition is expected to be accretive to Helen of Troy’s earnings per share in fiscal year ending February 29, 2012.
Gerald J. Rubin, Chairman, Chief Executive Officer and President, stated, “We are very excited about welcoming the Kaz organization into Helen of Troy. Kaz is a world-class business with excellent leadership with significant potential for growth, both domestically and internationally. We are pleased that Julien Mininberg, Chief Executive Officer of Kaz, and his talented management team will be joining our Helen of Troy family. Kaz’s business and culture will continue to operate as it has in the past. Helen of Troy, through the addition of the Kaz business, will have combined annual net sales revenue in excess of $1.1 billion in fiscal 2012. Helen of Troy and Kaz are committed to together building a world class consumer products company that uses its impressive stable of global brands, its outstanding people, and its strong capabilities to drive shareholder value.”
Richard Katzman, Chairman of Kaz, Inc., stated, “After 84 years and three generations, the Katzman family is very pleased that Kaz will continue to operate as a vibrant part of the Helen of Troy organization. They have built an outstanding company that shares the same entrepreneurial culture and core values that have been essential to our success. I believe the combination of these two market leaders will be very powerful.”
Julien Mininberg, Chief Executive Officer of Kaz, stated, “We are excited to be joining the Helen of Troy family. Their well-respected expertise in worldwide sourcing, marketing and distribution of consumer products will complement our own. The increased critical mass will enhance our ability to maintain and expand our leadership role in the markets we serve. Helen of Troy’s financial and sourcing strengths make for a uniquely compelling business combination for the Kaz team.”
Helen of Troy Limited intends to finance the acquisition through its existing working capital and through debt financing, which has been committed by Bank of America. BofA Merrill Lynch acted as financial advisor to Helen of Troy Limited in connection with the transaction. Sawaya Segalas & Co., LLC(1), a leading consumer investment banking firm, acted as exclusive sell-side advisor to Kaz, Inc. in connection with this transaction.
(1) Securities offered through Sawaya Segalas Securities, LLC