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Jarden Corporation Annual Report 2014 17
Acquisitions
Consistent with the Company’s historical acquisition strategy, to the extent the Company pursues future acquisitions, the Company
intends to focus on businesses with product offerings that provide geographic or product diversication, or expansion into related
categories that can be marketed through the Company’s existing distribution channels or provide us with new distribution channels for
its existing products, thereby increasing marketing and distribution efciencies. Furthermore, the Company expects that acquisition
candidates would demonstrate a combination of attractive margins, strong cash ow characteristics, category leading positions and
products that generate recurring revenue. The Company anticipates that the fragmented nature of the consumer products market will
continue to provide opportunities for growth through strategic acquisitions of complementary businesses. However, there can be no
assurance that the Company will complete an acquisition in any given year or that any such acquisition will be signicant or successful.
The Company will only pursue a candidate when it is deemed to be scally prudent and that meets the Company’s acquisition criteria.
The Company anticipates that any future acquisitions would be nanced through any combination of cash on hand, operating cash
ow, availability under its existing credit facilities and new capital market offerings.
2014 Activity
On August29, 2014, the Company completed the acquisition of Rexair Holdings, Inc. (“Rexair”), a global provider of premium vacuum
cleaning systems sold primarily under the Rainbow® brand name (the “Rexair Acquisition”). The total value of the transaction, including
debt assumed and repaid, was approximately $349 million, subject to certain adjustments. The acquisition of Rexair is expected
to expand distribution channels, as well as expand the Company’s current product offerings. Rexair is reported in the Company’s
Consumer Solutions segment and is included in the Company’s results of operations from the date of acquisition. Based on the
Company’s preliminary valuations, which are subject to further renement, the Company allocated the total purchase price, net of cash
acquired, to the identiable tangible and intangible assets acquired and liabilities assumed based on their estimated fair values on the
date of acquisition.
During 2014, the Company completed two other tuck-in acquisitions that by nature were complementary to the Company’s core
businesses and from an accounting standpoint were not signicant.
2013 Activity
On October3, 2013, the Company acquired Yankee Candle Investments LLC (“Yankee Candle”), a leading specialty-branded premium
scented candle company (the “YCC Acquisition”). The total value of the YCC Acquisition, including debt assumed and/or repaid, was
approximately $1.8 billion, subject to adjustment. The YCC Acquisition extends the Company’s portfolio of market-leading, consumer
brands in niche, seasonal staple categories, while creating opportunities in cross-selling and broadening the global distribution platform.
The YCC Acquisition enhances the Company’s overall margin prole, is consistent with the Company’s disciplined acquisition criteria of
purchasing leading, niche consumer-oriented brands with attractive cash ows and strong management. Yankee Candle is reported in the
Company’s Branded Consumables segment and was included in the Company’s results of operations from October3, 2013.
During 2013, the Company completed one other tuck-in acquisition that by nature was complementary to the Company’s core
businesses and from an accounting standpoint was not signicant.
2012 Activity
During 2012, the Company completed three tuck-in acquisitions that by nature were complementary to the Company’s core businesses
and from an accounting standpoint were not signicant.
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Venezuela Operations
Up until December31, 2014, the nancial statements of the Company’s subsidiaries operating in Venezuela were remeasured at and are
reected in the Company’s consolidated nancial statements at the CENCOEX exchange rate (“ofcial exchange rate”) of 6.30 Bolivars
per U.S. dollar, which was the Company’s expected settlement rate.
Management’s Discussion and Analysis
Jarden Corporation Annual Report 2014
In 2013, the Venezuelan government established a new auction-based exchange rate market program, the Complementary System for
Foreign Currency Administration (“SICAD”). In 2014, the Venezuelan government mandated that dividends and royalties be executed
under the SICAD program and also introduced an additional currency exchange program, commonly referred to as SICAD-II. At
December31, 2014, the exchange rates for SICAD and SICAD-II were 12.0 and 50.0 Bolivars per U.S. dollar, respectively. Historically, the
majority of the Company’s purchases have qualied for the ofcial exchange rate and the Company has been able to convert Bolivars
at the ofcial exchange rate. Due to the evolving foreign exchange control environment in Venezuela and additional experience with
the various foreign exchange mechanisms, as of December31, 2014, the Company determined it would be most appropriate for it to
remeasure the nancial statements of the Company’s subsidiaries operating in Venezuela at the SICAD-II exchange rate. As a result
of the change to the SICAD-II exchange rate, the results of operations for 2014 includes a foreign exchange-related charge of $151
million related to the write-down of net monetary assets due to this remeasurement. This charge is included in selling, general and
administrative expenses (“SG&A”). At December31, 2014, the Company’s Bolivar-denominated net assets were approximately $22
million, including $18 million of cash, most of which is cash denominated in Bolivars converted at the SICAD-II rate. During 2014, the
Company was able to convert Bolivars to U.S. dollars at all three available exchange rates.