8-KMaterial AgreementsRegulation FDExhibits & Filings

CHURCH & DWIGHT CO INC /DE/ 8-K Report, Material Agreement (Jul 17, 2017)

Filed July 17, 2017For Securities:CHD

Summary

Church & Dwight Co., Inc. (CHD) has announced a significant strategic move, entering into a definitive Stock Purchase Agreement to acquire Waterpik, a leader in water-jet technology for oral care and shower heads. The acquisition is valued at approximately $1.033 billion in cash, subject to adjustments for closing working capital. This move signals a clear intent by Church & Dwight to expand its product portfolio into higher-growth, complementary categories. Investors should note that the transaction is expected to close in the third quarter of 2017 and is not subject to any financing condition, with the company planning to fund the acquisition through debt. The deal is contingent on customary closing conditions, including regulatory approval under the Hart-Scott-Rodino Act. This acquisition represents a substantial investment for Church & Dwight, and its successful integration and contribution to future earnings will be key areas for investor focus.

Key Highlights

  • 1Church & Dwight to acquire Waterpik for approximately $1.033 billion in cash.
  • 2Waterpik is a water-jet technology company specializing in oral flossers and shower heads.
  • 3Acquisition expected to close in Q3 2017, subject to regulatory approvals and customary closing conditions.
  • 4The transaction will be financed with debt; no financing condition is attached.
  • 5The agreement includes pre-closing covenants and termination rights with an end date of October 16, 2017.
  • 6Waterpik management stock options will be exchanged for CHD stock options, while other vested options will be cashed out.

Frequently Asked Questions

This 8-K filing announces that Church & Dwight Co., Inc. has entered into a material definitive agreement to acquire Waterpik for approximately $1.033 billion in cash.

Waterpik is a company that designs and sells oral water flossers and shower heads, leveraging water-jet technology.

Church & Dwight expects to finance the acquisition using debt. The transaction is not subject to a financing condition.

The closing of the acquisition is anticipated to occur in the third quarter of 2017, pending regulatory approvals and other customary closing conditions.