Personal care products maker Helen of Troy Limited announced that it has entered into a definitive asset purchase agreement to acquire the business of OXO International from WKI Holding Company, Inc. for U.S. $275 million in cash and the assumption of certain liabilities. The acquisition is expected to close in Helen of Troy's fiscal second quarter and is subject to the closing of financing for the transaction and customary closing conditions, including regulatory approvals.
Based in New York City, NY, U.S., OXO International provides consumer product tools in several categories, including, kitchen, cleaning, barbecue, barware, garden, automotive, storage and organization. OXO sales for the next 12 months are expected to exceed $100 million. The acquisition is expected to be accretive to earnings per share. Due to the OXO acquisition, we are increasing our earnings guidance for fiscal year ending February 28, 2005 from $2.30 - $2.40 per diluted share, to a range of $2.50 - $2.70 per diluted share.
Helen of Troy said it intends to finance the acquisition through its existing working capital and through debt financing. Banc of America Securities LLC acted as financial advisor to Helen of Troy Limited, provided a fairness opinion to its Board of Directors, and is arranging financing to fund the acquisition.
In other news, the company also announced the sale of its 55-percent ownership interest in Tactica International, Inc., a maker of personal care appliances and houseware products, to the current operating management of Tactica. Helen of Troy received marketable securities, intellectual properties, and the right to tax refunds for its 55-percent ownership interest and secured debt. The company said it does not expect a material gain or loss on the sale transaction.
"The sale, announced today, relates to our decision to dispose of our 55 percent interest in Tactica," Gerald J. Rubin, chairman, CEO, and president, said in a statement. "Unfortunately, Tactica did not fit into the Helen of Troy business model. Selling our interest is the most appropriate course of action to maximize long-term shareholder value, and allows us to concentrate on our very successful operating divisions."
Because of Tactica's fourth-quarter operating results, Helen of Troy is announcing a revision to its fiscal fourth quarter and year end guidance for the period ended Feb. 29, 2004. Net income for the fourth quarter from Helen of Troy's core business activities is expected to be approximately $16.0 million, or $0.50 per diluted share, with the results of Tactica's operations being a net loss in the range of $8.5 to $9.5 million or $(0.26) to $(0.29) per diluted share. Consolidated net earnings for the fourth quarter ended Feb. 29, 2004 are expected to be in a range of $6.5 to $7.5 million, or $0.20 to $0.23 per diluted share.
For the full fiscal year, Helen of Troy's core business produced net income of approximately $71.0 million, or $2.27 per diluted share, with Tactica's operations providing a net loss in the range of $10.8 to $11.8 million, or $(0.35) to $(0.38) per diluted share for a consolidated net earnings for the fiscal year ended February 29, 2004 in a range of $59.2 to $60.2 million or $1.89 to $1.93 per diluted share.
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