Rayovac 2003 Annual Report Download - page 61

Download and view the complete annual report

Please find page 61 of the 2003 Rayovac annual report below. You can navigate through the pages in the report by either clicking on the pages listed below, or by using the keyword search tool below to find specific information within the annual report.

Page out of 70

  • 1
  • 2
  • 3
  • 4
  • 5
  • 6
  • 7
  • 8
  • 9
  • 10
  • 11
  • 12
  • 13
  • 14
  • 15
  • 16
  • 17
  • 18
  • 19
  • 20
  • 21
  • 22
  • 23
  • 24
  • 25
  • 26
  • 27
  • 28
  • 29
  • 30
  • 31
  • 32
  • 33
  • 34
  • 35
  • 36
  • 37
  • 38
  • 39
  • 40
  • 41
  • 42
  • 43
  • 44
  • 45
  • 46
  • 47
  • 48
  • 49
  • 50
  • 51
  • 52
  • 53
  • 54
  • 55
  • 56
  • 57
  • 58
  • 59
  • 60
  • 61
  • 62
  • 63
  • 64
  • 65
  • 66
  • 67
  • 68
  • 69
  • 70

The aggregate cash purchase price was approximately $275,300, which includes approximately $7,600 of acquisition related expendi-
tures. The following table summarizes the fair value of the assets acquired and liabilities assumed as of the date of the acquisition.
As of October 1, 2002 (in 000’s)
Current assets $168,000
Property, plant, and equipment 52,400
Intangible assets 140,200
Goodwill 75,100
Other assets 2,700
Total assets acquired $438,400
Current liabilities $ 90,700
Long-term liabilities 72,400
Total liabilities assumed $163,100
Net assets acquired $275,300
Of the approximately $140,200 of acquired intangible assets, approximately $128,600 was assigned to registered trademarks which are
not subject to amortization. The remaining acquired intangible assets of approximately $11,600 have a weighted-average useful life
of approximately 18 years. The intangibles comprising the $11,600 of amortizable intangible assets include a manufacturing technol-
ogy asset of approximately $9,900 (nineteen-year weighted-average useful life) and a customer list intangible asset of approximately
$1,700 (ten-year average useful life). The goodwill of approximately $75,100 was assigned to the North America, Latin America, and
Europe/ROW segments in the amounts of approximately $1,400, $11,200, and $62,500, respectively. Of the approximately $75,100 of
goodwill, none is expected to be deductible for tax purposes.
On September 30, 2003, the Company acquired all of the equity interests of Remington Products Company, L.L.C. Remington is a
leading consumer products company focusing on the development and marketing of personal care products. Remington designs
and distributes electric shavers and accessories, grooming products, hair care appliances and other small electrical consumer products.
The Companys results of operations for the year ended September 30, 2003 do not include the impacts of the Remington transaction,
as the transaction took place after the close of business on September 30, 2003.
The cash purchase price was approximately $174,000, which includes approximately $9,000 of acquisition related expenditures, and
the Company assumed Remingtons debt of approximately $180,400. The following table summarizes the fair value of the assets
acquired and liabilities assumed as of the date of the acquisition. The Company is in the process of obtaining third-party valuations
of certain tangible and intangible assets; thus the allocation of the purchase price is subject to change.
As of September 30, 2003 (in 000’s)
Current assets $167,000
Property, plant, and equipment 6,700
Intangible assets
Goodwill 283,000
Other assets 8,100
Total assets acquired $464,800
Current liabilities $105,900
Long-term liabilities 184,900
Total liabilities assumed $290,800
Net assets acquired $174,000
The goodwill of approximately $283,000 was assigned to the North America segment and will be subject to change, pending the
completion of the third-party valuations of certain tangible and intangible assets. Of the approximately $283,000 of goodwill, a
portion is expected to be deductible for tax purposes. The amount deductible is not available at the time of these lings and will
be available upon the completion of the third-party valuations.
Supplemental Pro Forma Information (unaudited): The following reects the Companys unaudited pro forma results had the
results of the VARTA and Remington acquisitions been included in our results of operations in 2002 and 2003. The VARTA pro
forma adjustments reect the results of operations and related pro forma adjustments for the year ended September 30, 2002 and
Notes to Consolidated Financial Statements
Rayovac Corporation and Subsidiaries
(In thousands, except per share amounts)