Perrigo Announces Agreement to Divest Dermacosmetics Business for up to €327 Million
Rhea-AI Summary
Perrigo (NYSE: PRGO) has announced an agreement to sell its Dermacosmetics branded business to KKR-managed Kairos Bidco AB for up to €327 million. The deal includes €300 million in upfront cash and up to €27 million in potential milestone payments tied to net sales performance over three years.
The transaction, expected to close in Q1 2026, is part of Perrigo's 'Three-S' strategic plan to Stabilize, Streamline, and Strengthen the organization. The divested brands include ACO, Biodermal, Emolium, and Iwostin, which generated approximately €125 million in net sales and about 5% of Perrigo's 2024 adjusted operating income.
Proceeds will be directed towards previously announced capital allocation priorities, including strengthening the company's balance sheet. The deal remains subject to regulatory approvals and works council consultation.
Positive
- Deal value of up to €327 million strengthens company's financial position
- Strategic alignment with 'Three-S' plan to focus on core self-care categories
- Divestment of non-core assets allows focus on high-growth opportunities
- Immediate cash injection of €300 million from upfront payment
Negative
- Loss of €125 million in annual net sales from divested business
- Reduction of approximately 5% in adjusted operating income
- Extended closing timeline until Q1 2026 creates execution risk
- Subject to regulatory and works council approval, adding uncertainty
News Market Reaction 1 Alert
On the day this news was published, PRGO declined 0.44%, reflecting a mild negative market reaction.
Data tracked by StockTitan Argus on the day of publication.
Transaction Advances Company's 'Three-S' Plan to Streamline its Portfolio and Strengthen Focus on its 'High-Grow' Brands
Total Consideration of Up to
Expected Net Proceeds to be Directed Towards Previously Announced Capital Allocation Priorities, Including Further Strengthening the Company's Balance Sheet
"This transaction marks another significant milestone in the execution of our 'Three-S' plan," said Patrick Lockwood-Taylor, President and Chief Executive Officer. "By sharpening our focus on core self-care categories that align with our One Perrigo model, we are enhancing our ability to drive sustainable growth and deliver greater value to consumers, customers and shareholders. We believe these brands are well-positioned to thrive under new ownership, where they can benefit from dedicated focus and investment."
Inaki Cobo, Partner at KKR, said, "We are pleased to announce the acquisition of Perrigo's Dermacosmetics business, home to trusted brands and high-quality products. We've been impressed by the talented team behind its success and the strong and loyal market reputation they've built. This acquisition aligns with KKR's strategy of investing in resilient, growth-oriented consumer health platforms. We look forward to working closely with the management team to accelerate growth by leveraging our global network, operational expertise, and long-term capital, unlocking lasting value in this dynamic and important sector."
Expected net proceeds from the transaction would be directed towards previously announced capital allocation priorities, including further strengthening the Company's balance sheet and supporting long-term value creation.
This transaction is expected to close in the first quarter of 2026, subject to customary closing conditions, including regulatory approvals and consultation with works council. In calendar year 2024, Perrigo's Dermacosmetics branded business generated approximately
Advisors
Greenhill & Co., an affiliate of Mizuho, is serving as financial advisor to Perrigo and Latham & Watkins is serving as legal advisor.
About Perrigo
Perrigo Company plc is a leading pure-play self-care company with over a century of experience in providing high-quality health and wellness solutions to consumers primarily in
Perrigo's unique business model leverages its complementary businesses, where cash-generative store brand private label offerings fuel investments for leading brands, including Opill®, Mederma®, Compeed®, EllaOne®, and Jungle Formula®.
For more information, visit www.perrigo.com.
About KKR
KKR is a leading global investment firm with approximately
KKR has deep expertise across consumer health and beauty products, with recent investments including category leaders such as Karo Healthcare (subject to closing), The Bountiful Company, Wella Company, Coty, Vini Cosmetics, KDC/ONE, and Arnott's Group.
KKR is acquiring Perrigo's Dermacosmetics branded business through its Core Private Equity strategy.
For additional information about KKR & Co. Inc. (NYSE: KKR), please visit KKR's website at www.kkr.com.
Non-GAAP Measures
This press release contains certain non-GAAP measures. A "non-GAAP financial measure" is defined as a numerical measure of a company's financial performance that excludes or includes amounts different from the most directly comparable measure calculated and presented in accordance with
These non-GAAP financial measures should be considered as supplements to the GAAP reported measures, should not be considered replacements for, or superior to the GAAP measures and may not be comparable to similarly named measures used by other companies.
Perrigo Forward-Looking Statements
Certain statements in this press release are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995, as amended, and are subject to the safe harbor created thereby. These statements relate to future events or our future financial performance and involve known and unknown risks, uncertainties and other factors that may cause our, or our industry's actual results, levels of activity, performance or achievements to be materially different from those expressed or implied by any forward-looking statements. In particular, statements about our expectations, beliefs, plans, objectives, assumptions, future events or future performance contained in this press release are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may," "will," "could," "would," "should," "expect," "plan," "anticipate," "intend," "believe," "estimate," "forecast," "predict," "potential" or the negative of those terms or other comparable terminology.
We have based these forward-looking statements on our current expectations, assumptions, estimates and projections. While we believe these expectations, assumptions, estimates and projections are reasonable, such forward-looking statements are only predictions and involve known and unknown risks and uncertainties, many of which are beyond our control, including our ability to complete the proposed divestment of the Dermacosmetics branded business, receipt of Works Councils and regulatory approval regarding the transaction, performance by counterparties to the transaction and the likelihood of satisfying the deferred payment milestones associated with the transaction, among others. These and other important factors, including those discussed in our Form 10-K for the year ended December 31, 2024 and in any subsequent filings with the United States Securities and Exchange Commission, may cause actual results, performance or achievements to differ materially from those expressed or implied by these forward-looking statements. The forward-looking statements in this press release are made only as of the date hereof, and unless otherwise required by applicable securities laws, we disclaim any intention or obligation to update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.
Perrigo Contact
Bradley Joseph, Vice President, Global Investor Relations & Corporate Communications,
(269) 686-3373, E-mail: bradley.joseph@perrigo.com
Nicholas Gallagher, Senior Manager, Global Investor Relations & Corporate Communications,
(269) 686-3238, E-mail: nicholas.gallagher@perrigo.com
KKR Contact
Annabel Arthur, Head of EMEA Corporate Communications,
+44 7554 919 491, E-mail: annabel.arthur@kkr.com
TABLE I | |||
Twelve Months Ended December 31, 2024 | |||
Consolidated Continuing Operations | Net Sales | Operating Income | |
Reported | $ 4,373.4 | $ 112.9 | |
As a % of reported net sales | 2.6 % | ||
Pre-tax adjustments: | |||
Amortization expense related primarily to acquired intangible assets | 229.5 | ||
Restructuring charges and other termination benefits | 113.4 | ||
Unusual litigation | 54.2 | ||
Impairment charges(1) | 88.9 | ||
Infant formula remediation | 21.7 | ||
Gain on divestitures and investment securities | (28.1) | ||
Other(2) | 16.0 | ||
Adjusted Operating Income | $ 608.5 | ||
As a % of reported net sales | 13.9 % | ||
Adjusted Operating Income in Euros(3) | € 562.60 | ||
(1) | During the twelve months ended December 31, 2024, we determined the carrying value of the Rare Diseases reporting unit net assets exceeded their fair value less costs to sell, resulting in a total impairment charge of |
(2) | Other pre-tax adjustments for the twelve months ended December 31, 2024 include expenses of |
(3) | Adjusted Operating Income was translated at the average exchange rate for the 2024 calendar year of |
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SOURCE Perrigo Company plc