SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): January 14, 1999
PLAYTEX PRODUCTS, INC.
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(Exact name of registrant as specified in charter)
Delaware 33-25485-01 51-0312772
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(State or other (Commission (IRS Employer
jurisdiction of File Number) Identification No.)
incorporation)
300 Nyala Farms Road, Westport, CT 06880
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (203) 341-4000
N/A
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(Former name or former address, if changed since last report)
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Item 5. Other Events.
On January 14, 1999, the registrant issued a press release on the
acquisition of substantially all of the assets of Mondial Industries Limited
Partnership.
Item 7. Financial Statements and Exhibits
(c) Exhibits
Exhibit Description
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99 Press release of Playtex Products, Inc. dated January
14, 1999
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Signatures
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
Date: January 14, 1999
PLAYTEX PRODUCTS, INC.
By: /s/ Michael F. Goss
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Michael F. Goss
Executive Vice President & Chief Financial Officer
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Exhibit Description
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99 Press release of Playtex Products, Inc. dated January
14, 1999
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FOR IMMEDIATE RELEASE Press Release
PLAYTEX PRODUCTS TO ACQUIRE DIAPER GENIE(R) BUSINESS
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Will Add Best-Selling Diaper Disposal System to Playtex's Market-Leading Infant
Care Line
WESTPORT, CT (January 14, 1999) - Playtex Products, Inc. (NYSE: PYX), a leading
diversified consumer and personal products company, announced today it has
reached a definitive agreement to acquire the Diaper Genie(R) business, the
leading diaper disposal system in the U.S., from privately held Mondial
Industries Limited Partnership ("Mondial") for approximately $122 million.
Playtex will pay $72 million in cash and issue $50 million in convertible debt
to Mondial in connection with the acquisition.
Diaper Genie is the market leader in the diaper pail market with an 82% dollar
share and features a unique, patented diaper pail and replacement cartridge
system for the disposal of infant diapers. The business generated net sales of
approximately $42 million and EBITDA of approximately $13 million in 1998.
"Diaper Genie is a very attractive, high-quality business with strong cash
flow," commented Michael R. Gallagher, Chief Executive Officer of Playtex. "Like
many of our existing products in our Infant Care line, Diaper Genie enjoys
unparalleled brand equity in its category, strong consumer loyalty, and
proprietary, patented product features. We expect the acquisition to be modestly
accretive to earnings per share in 1999, and more positively accretive
thereafter."
Mr. Gallagher continued, "This business also plays extraordinarily well to our
skills in product innovation, consumer marketing and category management. As a
result, we see numerous cross-marketing opportunities to leverage our sales and
distribution network as well as the potential to explore product line extensions
and penetrate untapped markets."
The newly issued convertible debt will bear interest of 6% and will be
convertible after the first anniversary of closing at the holders' option into
Playtex common stock at a 20% premium over the average closing price for the
ten-day trading period immediately prior to closing. The notes will mature in
2004. The transaction, which is not subject to any financing contingency or
shareholder approval, is expected to close early in the first quarter of 1999
following regulatory approval.
With the exception of the historical information contained in the release, the
matters described herein contain forward-looking statements that are made
pursuant to the Safe Harbor provisions of the Private Securities Litigation
Reform Act of 1995. Forward-looking statements involve a number of risks,
uncertainties or other factors beyond the Company's control which may cause
material differences in actual results, performance or other expectations. These
factors include, but are not limited to, general economic conditions,
competitive market pressures, dependence on key customers, the ability to
integrate acquisitions, adverse publicity and product liability claims, capital
structure, and delays or unexpected costs to resolve issues related to Year 2000
and other factors detailed in the Company's
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reports filed with the Securities and Exchange Commission. Readers are cautioned
not to place undue reliance on these forward-looking statements, which speak
only as of the date hereof. The Company assumes no obligation to update such
information.
# # #
(MORE)
About Playtex Products
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Playtex Products, Inc. is a leading manufacturer and distributor of a
diversified portfolio of consumer and personal products. Infant Care is the
largest business segment and market leader with Playtex(R) infant feeding
products, Binky(R) pacifiers, Chubs(R) baby wipes, Wet Ones(R), and Mr.
Bubble(R). Feminine Care offers a wide range of Playtex(R) tampons and leads the
plastic applicator segment. Sun Care includes the #2-selling Banana Boat(R) and
BioSun(R). Household Products includes Woolite(R) rug and upholstery cleaning
products and Playtex(R) Gloves, the leader in the household latex glove market.
Personal Grooming includes market leaders Binaca(R) and Ogilvie(R).
About Diaper Genie(R)
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o Introduced in 1993 by Mondial, the patented Diaper Genie diaper
disposal system provides a unique system for the convenient and
hygienic disposal of soiled infant diapers. The system is composed of a
plastic storage container and plastic film refill cartridge. The Diaper
Genie totally encapsulates a soiled diaper, individually wrapping it in
a thin plastic film tubing and storing it in the base of the disposal
container, thereby reducing odor and bacteria.
o Refill cartridges are purchased separately. Diaper Genie is the only
diaper pail and hamper product that sells branded, special purpose
refills.
o The exclusive "twist" action utilized by the Diaper Genie sealing
mechanism, the key feature of the product, is protected by patent until
the end of 2008. The exclusive refills are also protected by patent.
o A state-of-the-art facility at the company's headquarters in
Streetsboro, Ohio produces the system and refills with proprietary
injection molding tools, patented film handling equipment and
high-speed packaging lines.
o Diaper Genie holds the #1 market position in the diaper pail segment
with an 82% dollar share and 72% unit share.
o The business generated net sales of approximately $42 million and
EBITDA of approximately $13 million in 1998. Roughly two thirds of
sales are from refills.
o Diaper Genie's customers represent most major names in U.S. mass market
consumer goods retailing, including Wal-Mart, K-Mart, Target, Sears and
Toys'R'Us, together with many regional accounts and specialty baby
stores.
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For more information, contact:
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Michael F. Goss Julie K. Gottlieb
Executive Vice President Director of Investor Relations
and Chief Financial Officer and Communications
Playtex Products, Inc. Playtex Products, Inc.
(203) 341-4264 (203) 341-4262
