Helen of Troy Completes Acquisition of Olive & June

Helen of Troy Ltd. has completed its acquisition of Olive & June, LLC. Founded in 2013, Olive & June is an omni-channel DIY nail care brand.

Noel M. Geoffroy, CEO, Helen of Troy, stated, “We are very excited to complete the acquisition of Olive & June, which complements our existing Beauty portfolio, broadens us beyond the Hair category, and adds a consumables business that is both high growth and high margin.

“This is a great example of us executing our strategic goal of Continuing Better Together M&A. Olive & June continues to earn outstanding industry recognition, including recently awarded Inc.’s 2024 Best In Business, Beauty Inc.’s Breakthrough Brand of the Year, Mass, and Glossy’s 2024 Beauty Brand of the Year. We look forward to working with Olive & June’s passionate associates and visionary leadership team to continue to drive its award-winning product innovation and unique consumer engagement model that makes salon-quality home nail care available to everyone,” concluded Geoffroy.

Helen of Troy continues to expect Olive & June’s calendar year 2024 net sales revenue to be approximately $92 million, and for the Acquisition to be immediately accretive to Helen of Troy’s revenue growth rate, gross profit margin, adjusted EBITDA margin, adjusted diluted EPS growth rate, and free cash flow conversion.

A principal amount of $235.0 million was borrowed on a revolving basis under Helen of Troy’s Credit Agreement in connection with the closing of the Acquisition. The proceeds of the borrowing were used to pay the initial cash consideration of $229.4 million, net of cash acquired, which includes an estimated working capital adjustment and excludes the contingent cash consideration of up to $15.0 million subject to performance over 3 years. As of December 16, 2024, inclusive of the borrowings for the Acquisition, the company has swapped an aggregate amount of $550.0 million, or 56.0 percent of its outstanding floating rate borrowings to an average fixed SOFR rate of 3.9 percent through February 2026. Helen of Troy’s proforma net leverage ratio is 3x at closing.

Helen of Troy intends to update its outlook for fiscal 2025 to include the incremental impact of Olive & June in conjunction with the third quarter earnings release on January 9, 2025.

Non-GAAP Financial Measures
The company reports and discusses its operating results using financial measures consistent with accounting principles generally accepted in the U.S. (“GAAP”). To supplement its presentation, the company discloses certain financial measures that may be considered non-GAAP, including EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted diluted EPS, free cash flow conversion, and proforma net leverage ratio. The company is unable to present quantitative reconciliations of its forward-looking proforma net leverage ratio and Olive & June’s forward-looking adjusted EBITDA to its most directly comparable forward-looking GAAP financial measures because the information is not available, and management cannot reliably forecast all of the necessary components of such GAAP financial measures without unreasonable effort or expense. In addition, the company believes such reconciliations would imply a degree of precision that would confuse or mislead investors.

Helen of Troy Ltd. is a global consumer products company offers a diversified portfolio, including OXO, Hydro Flask, Osprey, Vicks, Braun, Honeywell, PUR, Hot Tools, Drybar, Curlsmith, Revlon, and Olive & June.

Image courtesy Olive & June