Jacuzzi Brands Announces Sale of Rexair
May 09 2005 - 8:02AM
Business Wire
Jacuzzi Brands, Inc. (NYSE: JJZ) today announced that it has
entered into an agreement to sell Rexair, Inc. to Rhone Capital LLC
in a transaction valued at $170 million. Jacuzzi Brands will retain
a 30% interest in Rexair after consummation of the transaction. The
transaction is subject to the receipt of debt financing by the
acquirer, antitrust approval and other customary closing
conditions, and is expected to close by the end of Jacuzzi Brand's
fiscal 2005 third quarter ending July 2, 2005. Rexair manufactures
the Rainbow(R) e2(TM) premium vacuum cleaner system for the global
direct sales market. Rexair markets the Rainbow vacuum cleaner
system to an exclusive network of independent distributors in more
than 70 countries who in turn sell it directly to consumers through
in-home demonstrations. Rexair generated sales of approximately
$104.8 million and operating income of approximately $27.3 million
in the fiscal year ended October 2, 2004. Rhone Capital LLC, a
closely-held firm, specializes in mid-market leveraged buyouts,
recapitalizations and partnerships. The investment in Rexair will
come from Rhone Partners II, LP, Rhone's second private equity
fund, and Rexair senior management. The transaction will be
financed with a credit facility arranged by Credit Suisse First
Boston. The Company expects net cash proceeds at closing to total
approximately $145 million, a portion of which will be used to pay
off its term loan and the outstanding balances under its revolving
credit facility, which together amounted to approximately $86
million at March 31, 2005. David H. Clarke, Chairman and CEO of
Jacuzzi Brands, said, "This is an excellent transaction for us. It
is at a favorable price and also provides, together with Rhone and
Rexair management, a continuing participation in the future upside
of the business. We have said that Rexair is non-essential to our
bath and plumbing focus and that we would sell it at the
appropriate time. While that time has now arrived, the sale
provides a significant amount of excess cash which, at least
temporarily, cannot be used to pay down our bond debt. The result
is that we will have a certain amount of negative interest
arbitrage and also our earnings per share will be reduced. For this
reason, our board of directors is reevaluating our current course
to determine if there are alternative strategies for our Company
which might create additional value for our shareholders. To this
end, we have retained Lazard Freres & Co. LLC to assist us in
our evaluations." The Company will discuss the financial effect of
this transaction in greater detail within the fiscal 2005 second
quarter financial results press release and during the fiscal 2005
second quarter conference call, which is scheduled for May 10, 2005
at 11:00 am ET. Jacuzzi Brands, Inc., through its subsidiaries, is
a global manufacturer and distributor of branded bath and plumbing
products for the residential, commercial and institutional markets.
These include whirlpool baths, spas, showers, sanitary ware and
bathtubs, as well as professional grade drainage, water control,
commercial faucets and other plumbing products. We also manufacture
premium vacuum cleaner systems. Our products are marketed under our
portfolio of brand names, including JACUZZI(R), SUNDANCE(R),
ELJER(R), ZURN(R), ASTRACAST(R) and RAINBOW(R). Learn more at
www.jacuzzibrands.com. Disclosure Concerning Forward-Looking
Statements Any forward-looking statements made within this release,
including the Company's current expectations with respect to future
market conditions, future operating results and other plans,
represent management's best judgment as to what may occur in the
future and are intended to fall within the meaning of the Private
Securities Litigation Reform Act of 1995. Words such as "expects,"
"intends," "plans," "projects," "believes," "estimates," "may,"
"will," "should," "shall," and similar expressions typically
identify such forward-looking statements. Even though the Company
believes the expectations reflected in such forward-looking
statements are based on reasonable assumptions, it can give no
assurance that its expectations will be attained. In particular,
various economic and competitive factors, including those outside
our control, such as interest rates, foreign currency exchange
rates, inflation rates, instability in domestic and foreign
financial markets, terrorist acts, consumer spending patterns,
energy costs and availability, freight costs, availability of
consumer and commercial credit, adverse weather, levels of
residential and commercial construction, and changes in raw
material and component costs, and the credit worthiness of our
customers, insurers, and investees, and other factors contained in
the Company's filings with the Securities and Exchange Commission
could cause our actual results during the remainder of 2005 and in
future years to differ materially from those expressed in this
press release.
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