Item 2.01 Completion of Acquisition or Disposition of Assets.
Pursuant to the terms of the Purchase Agreement, the sale of all of the
outstanding membership interests of Drybar Products from Holdings to Purchaser
was consummated on January 23, 2020. The total closing consideration was $255
million in cash, subject to certain future adjustments, including an adjustment
for closing date working capital. The information in the Introductory Note is
incorporated herein by reference.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
A principal amount of $255 million was borrowed on a revolving basis under the
Amended and Restated Credit Agreement, dated January 16, 2015, by and among the
Company, Helen of Troy Texas Corporation., a Texas corporation, Bank of America,
N.A., and the other lenders party thereto (as amended, the "Credit Agreement")
in connection with the closing of the Acquisition. The proceeds of the borrowing
and cash on hand were used to pay all of the cash consideration payable for the
Acquisition. The commitment under the Credit Agreement terminates on December 7,
2021.
Item 7.01 Regulation FD.
On January 23, 2020, the Company issued a press release announcing the
successful completion of its previously-announced acquisition of Drybar
Products. A copy of the Company's press release is attached hereto as Exhibit
99.1 and is incorporated herein by reference. The information in this Form 8-K
provided under Item 7.01 and Exhibit 99.1 attached hereto are furnished to, but
shall not be deemed filed with, the Securities and Exchange Commission or
incorporated by reference into the Company's filings under the Securities Act of
1933, as amended, or the Securities Exchange Act of 1934, as amended.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit Number Description
99.1 Press Release dated January 23, 2020
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