WeightWatchers 2010 Annual Report Download - page 73

I
n June 2008, we acquired substantially all of the assets of our Wichita, Kansas franchisee for a purchas
e
p
rice of approximately
$
5.7 million
.
I
n Januar
y
2008, we acqu
i
re
d
su
b
stant
i
a
lly
a
ll
o
f
t
h
e assets o
f
our Pa
l
m Beac
h
,F
l
or
id
a
f
ranc
hi
see
f
or a
p
urchase price of approximatel
y
$12.9 million.
I
n June 2007, we acquired substantiall
y
all of the assets of our British Columbia franchisee for a purchas
e
p
rice of approximatel
y
$15.8 million.
C
h
ina Joint Venture
I
nFe
b
ruar
y
2008, we entere
di
nto a
j
o
i
nt venture w
i
t
h
Groupe DANONE S.A. to esta
bli
s
h
awe
ight
mana
g
ement business in the People’s Republic of China. The
j
oint venture, 51% owned b
y
us and 49% owned b
y
G
roupe DANONE, commence
d
reta
il
operat
i
ons
i
nC
hi
na
i
n Septem
b
er 2008
.
S
toc
k
Transaction
s
On October 9, 2003, our Board of Directors authorized a program to repurchase up to
$
250.0 million of ou
r
o
utstanding common stock. On each of June 13, 200
5
, May 2
5
, 2006 and October 21, 2010, our Board o
f
Directors authorized adding
$
250.0 million to this program. Under this program, we will not purchase shares hel
d
by Artal. This program currently has no expiration date. As of fiscal year-end 2010,
$
240.5 million remain
s
available to purchase shares of our common stock under this program. From fiscal 2003 through fiscal 2010, w
e
p
urchased 19.3 million shares of our common stock in the o
p
en market for a total
p
urchase
p
rice of
$
759.
5
million. No shares were re
p
urchased in fiscal 2009.
On December 18, 2006, we commenced the Tender Offer in which we sou
g
ht to acquire up to 8.3 millio
n
shares of our common stock at a price between $47.00 and $54.00 per share. Prior to the Tender Offer, w
e
entere
di
nto an agreement w
i
t
h
Arta
l
w
h
ere
b
y Arta
l
agree
d
to se
ll
to us, at t
h
e same pr
i
ce as was
d
eterm
i
ne
di
n
t
h
e Ten
d
er O
ff
er, t
h
e num
b
er o
fi
ts s
h
ares o
f
our common stoc
k
necessary to
k
eep
i
ts percentage owners
hi
p
i
nus
at su
b
stant
i
a
ll
yt
h
e same
l
eve
l
a
f
ter t
h
e Ten
d
er O
ff
er. Arta
l
a
l
so agree
d
not to part
i
c
i
pate
i
nt
h
e Ten
d
er O
ff
er s
o
t
h
at
i
t wou
ld
not a
ff
ect t
h
e
d
eterm
i
nat
i
on o
f
t
h
epr
i
ce
i
nt
h
e Ten
d
er O
ff
er. T
h
e Ten
d
er O
ff
er exp
i
re
d
at m
id
n
i
g
h
t
o
n January 18, 2007, and on January 26, 2007 we repurchased approximately 8.
5
million shares at a price o
f
$
54.00 per share. These repurchased shares were comprised of 8.3 million shares that we offered to purchase and
approx
i
mate
l
y 0.2 m
illi
on s
h
ares purc
h
ase
d
pursuant to our r
i
g
h
t to purc
h
ase up to an a
ddi
t
i
ona
l
2% o
f
t
h
e
o
utstanding shares as of November 30, 2006. On February 2, 2007, we repurchased approximately 10.
5
millio
n
o
f Artal’s shares at a purchase price of $54.00 per share pursuant to our prior agreement with Artal. In January
2007, we amen
d
e
d
an
d
supp
l
emente
d
our revo
l
v
i
ng cre
di
t
f
ac
ili
ty to
fi
nance t
h
ese repurc
h
ases.
F
actors Affecting Future Li
q
ui
d
it
y
A
ny 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
r
equirements and to comply with all of the financial covenants under our debt agreements depends on our future
o
perations, 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.
O
ff-Balance
S
heet Transactions
A
s part of our on
g
oin
g
business, we do not participate in transactions that
g
enerate relationships wit
h
unconsolidated entities or financial partnerships established for the purpose of facilitatin
g
off-balance shee
t
arran
g
ements or other contractuall
y
narrow or limited purposes, such as entities often referred to as structure
d
f
inance or s
p
ecial
p
ur
p
ose entities
.
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7