WeightWatchers 2011 Annual Report Download - page 28

country. We believe the protection of our trademarks, copyrights, patents, domain names, trade dress and trade
secrets is important to our success. We aggressively protect our intellectual property rights by relying on a
combination of trademark, copyright, patent, trade dress and trade secret laws, and through the domain name
dispute resolution system.
History
Early Development
In 1961, Jean Nidetch, our founder, attended a New York City obesity clinic and took what she learned from
her personal experience at the obesity clinic and began weight-loss meetings with a group of her overweight
friends in the basement of a New York apartment building. Under Ms. Nidetch’s leadership, the group members
supported each other in their weight-loss efforts, and word of the group’s success quickly spread. Ms. Nidetch
and Al and Felice Lippert, who all successfully lost weight through these efforts, formally launched our business
in 1963. Weight Watchers International, Inc. was incorporated as a Virginia corporation in 1974 and succeeded
to the business started in New York in 1963. Heinz acquired us in 1978.
Artal Ownership
In September 1999, Artal Luxembourg, S.A., or Artal Luxembourg, acquired us from Heinz. Artal
Luxembourg is an indirect subsidiary of Artal Group, S.A., which together with its parents and its subsidiaries is
referred to in this Annual Report on Form 10-K as Artal. Subsequent to Artal’s acquisition of us, Artal
Luxembourg transferred ownership of its shares in us to Artal Participations and Management S.A. and Artal
Holdings Sp. z o.o., Succursale de Luxembourg, or Artal Holdings, each also members of Artal. Currently, Artal
Holdings is the record holder of all our shares owned by Artal. Artal Luxembourg holds an irrevocable proxy
with respect to a portion of these shares.
WeightWatchers.com Acquisition
In July 2005, we acquired control of our licensee and affiliate, WeightWatchers.com, by increasing our
ownership interest from approximately 20% to approximately 53%. Subsequently, in December 2005,
WeightWatchers.com redeemed all shares owned by Artal in it, resulting in our current ownership of 100% of
WeightWatchers.com.
2007 Tender Offer and Share Repurchase
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, a transaction that we refer to in this
Annual Report on Form 10-K as the 2007 Tender Offer. Prior to the 2007 Tender Offer, we entered into an
agreement with Artal Holdings whereby Artal Holdings agreed to sell to us, at the same price as was determined
in the 2007 Tender Offer, the number of its shares of our common stock necessary to keep its percentage
ownership in us at substantially the same level after the 2007 Tender Offer. Artal Holdings also agreed not to
participate in the 2007 Tender Offer so that it would not affect the determination of the price in the 2007 Tender
Offer.
The 2007 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. These repurchased shares were comprised of
8.3 million shares that we offered to purchase and approximately 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 repurchased approximately 10.5 million of Artal Holdings’ shares at a purchase price of $54.00 per
share pursuant to our prior agreement with Artal Holdings. In January 2007, we amended and supplemented our
revolving credit facility to finance these repurchases.
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