The Clorox Company Acquires Aplicare and HealthLink, Expanding Its Ability to Fight the Spread of Health Care-Associated Infections
OAKLAND, Calif., – The Clorox Company (NYSE: CLX) announced today that it has acquired Aplicare, Inc. and HealthLink, leading providers of infection control products for the health care industry. These acquisitions are important steps in the company’s effort to increase exposure to faster-growing categories as part of an ongoing portfolio transformation. The acquisitions complement and expand the breadth and depth of the health care portfolio of Clorox Professional Products Company, a division of The Clorox Company.
“One element of our strategy is making targeted, strategic acquisitions to drive faster growth,” said Clorox Chairman and CEO Don Knauss. “Aplicare and HealthLink build on the success of our 2010 Caltech acquisition, which has strengthened our leadership in bleach-based hard-surface disinfection in hospitals. These transactions reinforce the company’s commitment to meet the unique needs of the health care industry, where the use of infection control products is growing rapidly in response to increased attention on helping prevent health care-associated infections.”
Aplicare, based in Meriden, Conn., specializes in developing and manufacturing different forms of products for helping prevent skin infection from needles or surgery. The company sells its products to hospitals and to other companies that create kits for use by health care facilities.
“We can greatly benefit from Aplicare’s expertise in developing FDA-regulated products and from entry into a new channel of distribution to the manufacturers of surgical kits, where we do not sell our products today,” said Craig Stevenson, vice president and general manager, Clorox Professional Products Company.
HealthLink, based in Jacksonville, Fla., bundles a wide assortment of products — including AloeGuard® antimicrobial hand soap — for use by individual physicians, doctors’ offices, outpatient care centers and other health care facilities.
“HealthLink has a broad portfolio of infection prevention products and strong relationships with the major health care product distributors who represent their products to thousands of health care sites across the U.S.,” Stevenson said.
Combined, Aplicare and HealthLink represent more than 1 percent of Clorox Company annual sales on an ongoing basis and will be slightly dilutive to diluted earnings per share in fiscal year 2012.
The combined purchase price for both transactions was in the range of $80 million to $90 million, subject to post-closing adjustments, and was funded through cash and commercial paper borrowing. The transactions will not impact Clorox’s dividend policy or plans to repurchase shares using the remaining proceeds from the sale of the company’s former Auto Care businesses.
According to a report by the Freedonia Group, infection control in the U.S. is a $2.5 billion market and expected to grow to $3 billion in the next five years. The U.S. Department of Health and Human Services estimates that one in 20 hospital patients has a health care-associated infection at any given time, and these infections are responsible for approximately $28 billion to $33 billion in preventable health care costs a year.
“These acquisitions are great examples of using our strong cash flow to expand our portfolio of leading brands where there are significant tailwinds to drive growth,” Knauss said.
The transactions closed during the last week of December 2011.
The Clorox Company
The Clorox Company is a leading manufacturer and marketer of consumer products with 8,100 employees and fiscal year 2011 revenues of $5.2 billion. Clorox markets some of consumers'' most trusted and recognized brand names, including its namesake bleach and cleaning products, Green Works® naturally derived home care products, Pine-Sol® cleaners, Poett® home care products, Fresh Step® cat litter, Kingsford® charcoal, Hidden Valley® and K C Masterpiece® dressings and sauces, Brita® water-filtration products, Glad® bags, wraps and containers, and Burt’s Bees® and güd™ natural personal care products. Nearly 90 percent of Clorox Company brands hold the No. 1 or No. 2 market share positions in their categories. The company’s products are manufactured in more than two dozen countries and marketed in more than 100 countries. Clorox is committed to making a positive difference in the communities where its employees work and live. Founded in 1980, The Clorox Company Foundation has awarded cash grants totaling more than $84 million to nonprofit organizations, schools and colleges. In fiscal year 2011 alone, the foundation awarded $4 million in cash grants, and Clorox made product donations valued at $13 million. For more information about Clorox, visit www.TheCloroxCompany.com.
About Clorox Professional Products Company
Clorox Professional Products Company markets some of the most trusted and recognized brand names for health care settings, including Clorox Commercial Solutions® Ultra Clorox® Germicidal Bleach, Clorox Commercial Solutions® Germicidal Wipes, DISPATCH® Hospital Cleaner Disinfectant with Bleach Towels and Sprays, and Clorox® Broad Spectrum Quaternary Disinfectant Cleaner. These Clorox products are fast-acting, EPA-registered disinfectants intended for use by health care personnel on environmental surfaces and medical equipment to help reduce the spread of pathogens that cause health care-associated infections (HAIs). With the acquisition of Caltech Industries, Clorox has become one of the leading providers of bleach disinfectants in more than 2,500 acute care facilities across the nation. With a deeper commitment to providing efficacious solutions to the health care industry, Clorox will continue to build upon its history of helping the health care industry stop the spread of pathogens. For more information, visit www.cloroxprofessional.com
This press release contains “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, as amended (the Securities Act), and Section 21E of the Securities Exchange Act of 1934, as amended (the Exchange Act), and such forward-looking statements involve risks and uncertainties. Except for historical information, matters discussed above, including statements about future volume, sales, costs, cost savings, earnings, cash flows, plans, objectives, expectations, growth, or profitability, are forward-looking statements based on management’s estimates, assumptions and projections. Words such as “will,” “could,” “may,” “expects,” “anticipates,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” and variations on such words, and similar expressions, are intended to identify such forward-looking statements. These forward-looking statements are only predictions, subject to risks and uncertainties, and actual results could differ materially from those discussed above. Important factors that could affect performance and cause results to differ materially from management’s expectations are described in the sections entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in the Annual Report on Form 10-K for the fiscal year ended June 30, 2011, as updated from time to time in the company’s SEC filings. These factors include, but are not limited to: the company’s costs, including volatility and increases in commodity costs such as resin, diesel, chlor-alkali, sodium hypochlorite, high-strength bleach, agricultural commodities and other raw materials; increases in energy costs; the ability of the company to implement and generate expected savings from its programs to reduce costs, including its supply chain restructuring and other restructuring plans; supply disruptions or any future supply constraints that may affect key commodities or product inputs; risks inherent in relationships with suppliers, including sole-source or single-source suppliers; risks related to the handling and/or transportation of hazardous substances, including, but not limited to, chlorine; the success of the company’s strategies; the ability to manage and realize the benefits of joint ventures and other cooperative relationships, including the company’s joint venture regarding the company’s Glad® plastic bags, wraps and containers business, and the agreements relating to the provision of information technology, procure to pay and other key services by third parties; risks relating to acquisitions, mergers and divestitures, including the company’s ability to achieve the strategic and financial benefits from the acquisitions of Aplicare and HealthLink and the estimates of one-time transaction and integration costs related thereto; risks inherent in maintaining an effective system of internal controls, including the potential impact of acquisitions or the use of third-party service providers, and the need to refine controls to adjust for accounting, financial reporting and other organizational changes or business conditions; the ability of the company to successfully manage tax, regulatory, product liability, intellectual property, environmental and other legal matters, including the risk resulting from joint and several liability for environmental contingencies and risks inherent in litigation, including class action litigation; risks related to maintaining and updating the company’s information systems, including potential disruptions, costs and the ability of the company to implement adequate information systems in order to support the current business and to support the company’s potential growth; the ability of the company to develop commercially successful products that delight the consumer; consumer and customer reaction to price changes; actions by competitors; risks related to customer concentration; customer-specific ordering patterns and trends; risks arising out of natural disasters; the impact of disease outbreaks, epidemics or pandemics on the company’s, suppliers’ or customers’ operations; changes in the company’s tax rate; unfavorable worldwide, regional or local general economic and marketplace conditions and events, including consumer confidence and consumer spending levels, the rate of economic growth, the rate of inflation or deflation, and the financial condition of the company’s customers, suppliers and service providers; foreign currency exchange rate fluctuations and other risks of international operations; unfavorable political conditions in the countries where we do business and other operational risks in such countries; the impact of the volatility of the debt and equity markets on the company’s cost of borrowing, cost of capital and access to funds, including commercial paper and its credit facility; risks relating to changes in the company’s capital structure, including risks related to the company’s ability to implement share repurchase plans and the impact thereof on the company’s capital structure and earnings per share; the impact of any unanticipated restructuring or asset-impairment charges and the ability of the company to successfully implement restructuring plans; risks arising from declines in cash flow, whether resulting from declining sales, higher cost levels, tax payments, debt payments, share repurchases, higher capital spending, interest cost increases greater than management’s expectations, interest rate fluctuations, increases in debt or changes in credit ratings, or otherwise; the costs and availability of shipping and transport services; potential costs in the event of stockholder activism; and the company’s ability to maintain its business reputation and the reputation of its brands.
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