UNITED
STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT
REPORT
PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): June 20, 2011
COLGATE-PALMOLIVE COMPANY
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300
Park Avenue
New York, NY 10022
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 2.01. Completion of Acquisition or Disposition of Assets.
On June 20, 2011, Colgate-Palmolive Europe Sarl (“Colgate Europe”) completed its acquisition (the “Acquisition”) of the business of the Sanex personal care brand (the “Business”), pursuant to the terms of the previously announced and filed Business and Share Sale and Purchase Agreement, dated as of March 22, 2011, by and among Colgate Europe, Colgate-Palmolive Company (“Colgate”), Unilever N.V. and Unilever PLC (together with Unilever N.V., the “Unilever Parents”), from the Unilever Parents and certain of their affiliates (the “Unilever Group”) for an aggregate purchase price of €672,000,000. The Acquisition included the purchase of all of the issued and outstanding common stock of a French company, a Danish company and a Dutch company each owned by a member of the Unilever Group and the other assets used in the Business and held by certain other members of the Unilever Group.
Attached hereto as Exhibit 99.1 is a copy of the press release issued by Colgate on June 20, 2011 regarding the closing of the Acquisition, which is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
| (d) | Exhibits. | |
| 99.1 | Press Release, dated June 20, 2011, Issued by Colgate-Palmolive Company Announcing Closing of the Acquisition. |
| SIGNATURES |
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Dated: June 24, 2011
| COLGATE-PALMOLIVE COMPANY | |
| By: /s/Dennis J. Hickey | |
| Name: Dennis J. Hickey | |
| Title: Chief Financial Officer | |
| EXHIBIT INDEX | ||
| 99.1 | Press Release, dated June 20, 2011, Issued by Colgate-Palmolive Company Announcing Closing of the Acquisition. | |
Exhibit 99.1
Bina Thompson 212-310-3072
Hope Spiller 212-310-2291
FOR IMMEDIATE RELEASE…
Colgate Completes Purchase of Sanex Personal Care Brand in Europe
New York, New York, June 20, 2011...Colgate-Palmolive Company (NYSE:CL) today announced, as expected, that it has completed the purchase of the Sanex personal care brand from Unilever PLC for €672 million (approximately US$952 million).
Sanex is a premium-priced personal care brand with a distinct positioning around healthy skin and strong market share positions in Europe. The agreement to purchase the Sanex brand was signed and announced in March 2011.
Ian Cook, Colgate’s Chairman, President and CEO said, “We are excited to move forward on this strategically important acquisition that will strengthen Colgate’s positions in the shower gel and deodorant categories in Europe and our overall personal care business in that region.”
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About Colgate-Palmolive: Colgate-Palmolive is a leading global consumer products company, tightly focused on Oral Care, Personal Care, Home Care and Pet Nutrition. Colgate sells its products in over 200 countries and territories around the world under such internationally recognized brand names as Colgate, Palmolive, Mennen, Softsoap, Irish Spring, Protex, Sorriso, Kolynos, elmex, Tom’s of Maine, Ajax, Axion, Fabuloso, Soupline and Suavitel, as well as Hill’s Science Diet and Hill’s Prescription Diet. For more information about Colgate’s global business, visit the Company’s web site at http://www.colgate.com. To learn more about Colgate’s global oral health education program, Bright Smiles, Bright Futures ™, please visit http://www.colgatebsbf.com.
Cautionary Statement on Forward-Looking Statements
This press release (other than historical information) may contain forward-looking statements. Such statements may relate, for example, to the impact and timing of the transactions, sales or unit volume growth, organic sales growth, profit and profit margin growth, earnings growth, financial goals, the impact of currency devaluations or exchange controls in Venezuela, cost-reduction plans, tax rates, new product introductions and commercial investment levels. These statements are made on the basis of our views and assumptions as of this time and we undertake no obligation to update these statements. We caution investors that any such forward-looking statements are not guarantees of future performance and that actual events or results may differ materially from those statements. Investors should consult the Company’s filings with the Securities and Exchange Commission (including the information set forth under the caption “Risk Factors” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2010) for information about certain factors that could cause such differences. Copies of these filings may be obtained upon request from the Company’s Investor Relations Department or the Company’s web site at http://www.colgate.com.
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