8-KOther Events

CHURCH & DWIGHT CO INC /DE/ 8-K Report (Jun 5, 2001)

Filed June 5, 2001For Securities:CHD

Summary

This Form 8-K filing by Church & Dwight Co., Inc. (CHD) on June 5, 2001, reports on the completion of its acquisition of USA Detergents, Inc. The company, through its subsidiary US Acquisition Corp., successfully completed a tender offer, acquiring approximately 79.7% of USA Detergents shares. This was followed by a short-form merger, bringing the total ownership to 94.8% of outstanding shares. This strategic acquisition is expected to integrate USA Detergents' laundry and household cleaning product operations into Church & Dwight's existing business. The filing also notes that the detailed financial statements and pro forma information related to this acquisition will be provided in a subsequent filing by August 6, 2001. Additionally, a Credit Agreement dated May 23, 2001, which details the financing for this acquisition, is filed as an exhibit.

Key Highlights

  • 1Church & Dwight Co., Inc. has completed the acquisition of USA Detergents, Inc. through a tender offer and subsequent short-form merger.
  • 2The acquisition resulted in Church & Dwight owning 94.8% of USA Detergents' outstanding shares.
  • 3The tender offer successfully acquired approximately 79.7% of USA Detergents shares, with Church & Dwight already owning 15% prior to the offer.
  • 4USA Detergents is a manufacturer and marketer of laundry and household cleaning products.
  • 5Church & Dwight intends to continue the existing business operations of USA Detergents.
  • 6Detailed financial statements and pro forma information will be filed later, by August 6, 2001.
  • 7A Credit Agreement related to the financing of the acquisition has been filed as an exhibit.

Frequently Asked Questions

The main event reported is the completion of Church & Dwight's acquisition of USA Detergents, Inc. This involved a tender offer for USA Detergents' common stock, followed by a short-form merger.

Church & Dwight acquired a total of 94.8% of the outstanding shares of USA Detergents. This includes shares acquired through the tender offer (approximately 79.7%) and shares owned prior to the offer (approximately 15%).

The source of funds for the acquisition was disclosed in a prior filing (Schedule TO). A Credit Agreement dated May 23, 2001, detailing the financing from several banks and financial institutions, is filed as an exhibit to this report.

The financial statements and pro forma financial information related to the USA Detergents acquisition will be filed by Church & Dwight Co., Inc. no later than August 6, 2001.