8-KMaterial AgreementsRegulation FDExhibits & Filings

CHURCH & DWIGHT CO INC /DE/ 8-K Report, Material Agreement (Apr 1, 2008)

Filed April 1, 2008For Securities:CHD

Summary

Church & Dwight Co., Inc. (CHD) announced on April 1, 2008, that it has entered into a material definitive agreement to acquire substantially all the assets of Del Pharmaceuticals, Inc. for $380 million in cash, plus the assumption of certain liabilities. This strategic acquisition is expected to be financed through a combination of cash on hand, existing credit lines, and an addition to its bank credit facility, indicating the company's intent to leverage its financial resources for growth. The transaction is subject to standard closing conditions, including antitrust approval under the Hart-Scott-Rodino Act and other customary consents and conditions. The acquisition is anticipated to close in July 2008, marking a significant move by Church & Dwight to expand its business. Investors should monitor the satisfaction of these closing conditions and the potential impact of this acquisition on the company's financial performance and market position.

Key Highlights

  • 1Church & Dwight Co., Inc. entered into an Asset Purchase Agreement with Del Pharmaceuticals, Inc. on March 28, 2008.
  • 2The acquisition involves substantially all assets of Del Pharmaceuticals for $380 million in cash.
  • 3The company will also assume certain liabilities as part of the transaction.
  • 4Financing for the acquisition will come from available cash, existing credit lines, and an addition to the bank credit facility.
  • 5The closing is contingent upon customary conditions, including Hart-Scott-Rodino antitrust review and other third-party consents.
  • 6The transaction is expected to be completed in July 2008.

Frequently Asked Questions

This Form 8-K filing is primarily to announce that Church & Dwight Co., Inc. has entered into a material definitive agreement to acquire substantially all the assets of Del Pharmaceuticals, Inc.

The acquisition is valued at $380 million in cash, plus the assumption of certain liabilities.

The company plans to finance the acquisition using a combination of available cash, its existing line of credit, and an expansion of its bank credit facility.

The closing is subject to the expiration or termination of the Hart-Scott-Rodino waiting period, satisfaction of certain third-party consents, accuracy of representations and warranties, and the absence of any material adverse effect on Del Pharmaceuticals.

The acquisition is expected to close in July 2008.