WeightWatchers 2007 Annual Report Download - page 57

On July 27, 2006, we acquired substantially all of the assets of our Indiana franchisee for a purchase price of
approximately $25.0 million that was financed through cash from operations.
Joint Venture
In February 2008, we entered into a joint venture with Groupe DANONE S.A. to establish a weight
management business in the People’s Republic of China. The joint venture, 51% owned by us and 49% owned by
Groupe DANONE, is expected to commence retail operations in China within the next year.
Stock Transactions
On October 9, 2003, our Board of Directors authorized a program to repurchase up to $250.0 million of our
outstanding common stock. On each of June 13, 2005 and May 25, 2006, our Board of Directors authorized
adding $250.0 million to this program. Under this program, we will not purchase shears held by Artal. This
program currently has no expiration date. As of fiscal year-end 2007, $216.4 million remains available to
purchase our shares under this program. From fiscal 2003 through fiscal 2006, we purchased 12.8 million shares
of common stock in the open market for a total purchase price of $533.6 million.
On December 18, 2006, we commenced a Tender Offer in which we sought to acquire up to 8.3 million
shares of our common stock at a price between $47.00 and $54.00 per share. Prior to the Tender Offer, we
entered into an agreement with Artal whereby Artal agreed to sell us at the same price as is determined in the
Tender Offer the number of our shares necessary to keep its percentage ownership in us at substantially the same
level after the Tender Offer. Artal also agreed not to participate in the Tender Offer so that it would not affect the
determination of the price in the Tender Offer. The Tender Offer expired at midnight on January 18, 2007, and
on January 26, 2007, we repurchased approximately 8.5 million shares at a price of $54.00 per share. The
8.5 million shares repurchased are comprised of the 8.3 million shares we offered to purchase and 0.2 million
shares purchased pursuant to our right to purchase up to an additional 2% of the outstanding shares as of
November 30, 2006. On February 2, 2007, we purchased 10.5 million of our shares from Artal at a purchase
price of $54.00 per share pursuant to our prior agreement with Artal. In January 2007, we amended and
supplemented our revolving line of credit facility to finance these repurchases.
Factors Affecting Future Liquidity
Any future acquisitions, joint ventures or other similar transactions could require additional capital and we
cannot be certain that any additional capital will be available on acceptable terms or at all. Our ability to fund our
capital expenditure requirements, interest, principal and dividend payment obligations and working capital
requirements and to comply with all of the financial covenants under our debt agreements depends on our future
operations, performance and cash flow. These are subject to prevailing economic conditions and to financial,
business and other factors, some of which are beyond our control.
Off-Balance Sheet Transactions
As part of our ongoing business, we do not participate in transactions that generate relationships with
unconsolidated entities or financial partnerships established for the purpose of facilitating off-balance sheet
arrangements or other contractually narrow or limited purposes, such as entities often referred to as structured
finance or special purpose entities.
Related Parties
For a discussion of related party transactions affecting us, see “Item 13. Certain Relationships and Related
Transactions, and Director Independence” in Part III of this Annual Report on Form 10-K.
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