OAKLAND, Calif., March 12, 2018 /PRNewswire/ -- The Clorox
Company (NYSE:CLX) today announced that it has entered into a
definitive agreement to acquire Nutranext, a health and wellness
company based in Sunrise, Florida,
which manufactures and markets leading dietary supplement brands in
the retail and e-commerce channels as well as in its
direct-to-consumer business.
Nutranext's products include multivitamins under the Rainbow
Light® brand, the No. 2 vitamin brand in the natural
channel1; specialty minerals under the Natural
Vitality® brand, the No. 1 anti-stress and sleep brand
in the natural channel2; and supplements for hair, skin
and nails under the Neocell® brand. The company also
manufactures and markets multivitamins and specialty minerals
through its direct-to-consumer business, primarily under the Stop
Aging Now® brand. About 90 percent of Nutranext sales
are in the U.S.
"Adding Nutranext to our portfolio is consistent with our
strategy to accelerate growth through acquisitions of leading
brands in fast-growing categories with attractive gross margins and
a focus on health and wellness," said Clorox Chairman and CEO
Benno Dorer. "We're looking forward
to leveraging our proven capabilities in brand building, including
innovation and digital marketing, as well as strong partnerships in
retail and e-commerce to accelerate growth of Nutranext
brands."
"I am very proud of the growth we have accomplished over the
last thirty years," said Jose
Minski, Nutranext founder and CEO. "This growth has been
possible thanks to our dedicated employees who have carried our
values and mission to improve ourselves and the world around
us."
Minski added, "I am excited Nutranext is joining the Clorox
family, a company distinguished by its innovation and like-minded
mission of developing products that enhance the lives of consumers
every day. I am confident that with Clorox, Nutranext brands are
well positioned for the next phase of growth."
The Nutranext acquisition brings significant scale and breadth
to Clorox's dietary supplements business. It follows the company's
May 2016 acquisition of the
RenewLife® brand, a leader in digestive health. Clorox's
brand-building capabilities and retail execution behind the
RenewLife brand have led to strong growth in the e-commerce channel
and expanded distribution in the retail channel.
In calendar year 2017, Nutranext generated sales of about
$200 million. Clorox will pay
$700 million to acquire Nutranext,
with the purchase price representing about 3.5 times calendar year
2017 sales.
The company expects to fund the transaction through a
combination of available cash and debt financing, while maintaining
a Debt/EBITDA ratio within its target range of 2.0x to 2.5x. The
transaction is subject to certain closing conditions, including
customary regulatory approvals, and is expected to close in the
company's fiscal fourth quarter, which ends June 30, 2018.
Clorox's preliminary estimates indicate the acquisition will
dilute earnings per share by 7-11
cents in the fourth quarter of its current fiscal year,
ending June 30, 2018, and by
8-12 cents in fiscal year 2019 and be
accretive to earnings per share in fiscal year 2020. All estimates
are based on U.S. GAAP. These estimates include the impacts from
financing costs, inventory step-up charges, one-time systems and
other integration expenses and intangible amortization expenses.
Clorox plans to update investors on the anticipated financial
impact of the Nutranext acquisition in its third-quarter earnings
press release to be issued in early May
2018.
The Clorox Company
The Clorox Company (NYSE: CLX) is a leading
multinational manufacturer and marketer of consumer and
professional products with approximately 8,100 employees worldwide
and fiscal year 2017 sales of $6 billion. Clorox markets some
of the most trusted and recognized consumer brand names, including
its namesake bleach and cleaning products;
Pine-Sol® cleaners; Liquid
Plumr® clog removers; Poett® home
care products; Fresh Step® cat litter;
Glad® bags, wraps and containers;
Kingsford® charcoal; Hidden
Valley® dressings and sauces;
Brita® water-filtration products; Burt's
Bees® natural personal care products; and
RenewLife® digestive health products. The company
also markets brands for professional services, including Clorox
Healthcare® and Clorox Commercial Solutions®.
More than 80 percent of the company's sales are generated from
brands that hold the No. 1 or No. 2 market share
positions in their categories.
Clorox is a signatory of the United Nations Global Compact, a
community of global leaders committed to sustainability. The
company has been broadly recognized for its corporate
responsibility efforts, most notably being named to the Drucker
Institute's 2017 Management Top 250 list, The Just 100: America's
Top Citizens list, CR Magazine's 2017 Best Corporate Citizens
list and the first sector-neutral Bloomberg Gender Equality Index
in 2018. In support of its communities, The Clorox
Company and its foundations contributed
about $11 million in combined cash grants,
product donations and cause marketing in fiscal
year 2017. For more information, visit TheCloroxCompany.com,
including the Good Growth blog, and follow the company on
Twitter at @CloroxCo.
CLX-F
Forward-Looking Statements
This press release contains "forward-looking statements" within
the meaning of Section 27A of the Securities Act of 1933, as
amended, and Section 21E of the Securities Exchange Act of 1934, as
amended, and such forward-looking statements involve risks and
uncertainties. Except for historical information, statements about
future volumes, sales, foreign currencies, costs, cost savings,
margins, earnings, earnings per share, including as a result of the
Nutranext acquisition, diluted earnings per share, foreign currency
exchange rates, tax rates, cash flows, plans, objectives,
expectations, growth, or profitability are forward-looking
statements based on management's estimates, beliefs, assumptions
and projections. Words such as "could," "may," "expects,"
"anticipates," "targets," "goals," "projects," "intends," "plans,"
"believes," "seeks," "estimates," "predicts" and variations on such
words, and similar expressions that reflect our current views with
respect to future events and operational, economic and financial
performance are intended to identify such forward-looking
statements. These forward-looking statements are only predictions,
subject to risks and uncertainties, and actual results could differ
materially from those discussed. Important factors that could
affect performance and cause results to differ materially from
management's expectations are described in the sections entitled
"Risk Factors" and "Management's Discussion and Analysis of
Financial Condition and Results of Operations" in the Company's
Annual Report on Form 10-K for the fiscal year ended June 30,
2017, as updated from time to time in the
Company's SEC filings, including the Company's Quarterly
Report on Form 10-Q for the fiscal quarter ended December 31, 2017. These factors include, but are
not limited to: intense competition in the Company's markets;
volatility and increases in commodity costs such as resin, sodium
hypochlorite and agricultural commodities, and increases in energy,
transportation or other costs; the ability of the Company to drive
sales growth, increase prices and market share, grow its product
categories and manage favorable product and geographic mix;
dependence on key customers and risks related to customer
consolidation and ordering patterns; the impact of increases in
sales of consumer products through alternative retail channels;
risks related to reliance on information technology systems,
including potential security breaches, cyber-attacks, privacy
breaches or data breaches that result in the unauthorized
disclosure of consumer, customer, employee or Company information,
or service interruptions; lower revenue or increased costs
resulting from government actions and regulations; the ability of
the Company to successfully manage global political, legal, tax and
regulatory risks, including changes in regulatory or administrative
activity; risks relating to acquisitions, new ventures and
divestitures, and associated costs, including the potential for
asset impairment charges related to, among others, intangible
assets and goodwill; and the ability to complete announced
transactions, including the acquisition of Nutranext, and, if
completed, integration costs and potential contingent liabilities
related to those transactions worldwide; regional and local
economic and financial market conditions; risks related to
international operations and international trade, including
political instability; government-imposed price controls or other
regulations; foreign currency exchange rate controls, including
periodic changes in such controls, fluctuations and devaluations;
changes in trade, tax or U.S. immigration policies, labor claims,
labor unrest and inflationary pressures, particularly in
Argentina; potential negative
impact and liabilities from the use, storage and transportation of
chlorine in certain international markets where chlorine is used in
the production of bleach; and the possibility of nationalization,
expropriation of assets or other government action; the ability of
the Company to innovate and to develop and introduce commercially
successful products; the ability of the Company to implement and
generate cost savings and efficiencies; the success of the
Company's business strategies; the Company's ability to maintain
its business reputation and the reputation of its brands; risks
related to the effects of the Tax Cuts and Jobs Act (Tax Act) on
the Company as the Company continues to assess and analyze such
effects as well as its current interpretation, assumptions and
expectations relating to the Tax Act, and the possibility that the
final impact of the Tax Act on the Company may be materially
different from the Company's current estimates based on the
Company's actual results for future periods, the Company's further
assessment and analysis of the Tax Act, any additional
Congressional, administrative and FASB actions or other guidance
related to the Tax Act and any actions that the Company make take
as a result of the Tax Act; risks related to additional increases
in the estimated fair value of P&G's interest in the
Glad® business, such as the significant increase over
the first half of fiscal year 2018 primarily due to the recent Tax
Act and the recent extension of the venture agreement with, and the
related R&D support provided by, P&G; supply disruptions
and other risks inherent in reliance on a limited base of
suppliers; the impact of product liability claims, labor claims and
other legal or tax proceedings, including in foreign jurisdictions;
the Company's ability to attract and retain key personnel;
environmental matters, including costs associated with the
remediation and monitoring of past contamination, and possible
increases in costs resulting from actions by relevant regulators,
and the handling and/or transportation of hazardous substances; the
impact of natural disasters, terrorism and other events beyond the
Company's control; the Company's ability to maximize, assert and
defend its intellectual property rights; any infringement or
claimed infringement by the Company of third-party intellectual
property rights; the effect of the Company's indebtedness and
credit rating on its business operations and financial results; the
Company's ability to pay and declare dividends or repurchase its
stock in the future; the Company's ability to maintain an effective
system of internal controls; uncertainties relating to tax
positions, tax disputes and changes in the Company's tax rate; the
accuracy of the Company's estimates and assumptions on which its
financial projections are based; risks related to the Company's
discontinuation of operations in Venezuela; and the impacts of potential
stockholder activism.
The Company's forward-looking statements in this press release
are based on management's current views, beliefs and assumptions
regarding future events and speak only as of the date when made.
The Company undertakes no obligation to publicly update or revise
any forward-looking statements, whether as a result of new
information, future events or otherwise, except as required by the
federal securities laws.
1 IRI/SPINS, POS retail dollar ending
12/31/17
2 IRI/SPINS, POS Retail $ Ending 12/31/17
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SOURCE The Clorox Company