Henkel to Acquire Sun for $3.6 Billion in Biggest U.S. Deal

  • Henkel buys fabric-softener maker from Vestar Capital fund
  • Deal gives German company No. 2 position in U.S. laundry care

Henkel AG agreed to buy laundry-detergents maker Sun Products Corp. for $3.6 billion as Chief Executive Officer Hans Van Bylen marked his first weeks at the helm with the German company’s biggest U.S. acquisition.

The maker of Snuggle fabric softener generated annual revenue last year of about $1.6 billion, under the ownership of Vestar Capital Partners, Dusseldorf-based Henkel said in a statement Friday.

Hans Van Bylen
Hans Van Bylen
Photographer: Rolf Vennenbernd/AFP/Getty Images

The deal is positive for Henkel, which is paying a “very attractive” price, Christian Weiz, an analyst at Baader Bank, said in a note. “The company has an impeccable track record when it comes to M&A and we therefore strongly believe that the deal will be accretive.”

Sun Products gives Henkel scale to take on Procter & Gamble Co. in the highly competitive and shrinking U.S. detergents market, helping to offset heavy discounting by retailers. The German will become the No. 2 supplier in North America for laundry-care products at a critical time when consumers are switching to front-loading machines and concentrated soap tablets over scoops of powder, which is reducing volumes even as the number of wash loads increases.

Vestar, which invested a total of $450 million of equity in Sun in 2007 and 2008, will reap more than a 100 percent profit in the sale, a person familiar with the matter said.

A spokeswoman for Vestar declined to comment.

U.S. Dilemma

Laundry and home-care products powered first-quarter earnings at Henkel, and North America accounted for 20 percent of sales last year.

Van Bylen, like former CEO Kasper Rorsted before him as well as other companies, faced a decision whether to acquire to build scale in the U.S. or exit. Akzo Nobel NV had the same dilemma with its sub-scale paint business, and the Dutch company opted to sell to PPG Industries Inc. in 2012.

Sun, based in Wilton, Connecticut, employs about 2,000 people and has two production sites and one research and development facility in the U.S. Its portfolio includes Dial and Sun, which will help Henkel expand in the heavy-duty detergent segment, and the more mid-tier All brand, according to Baader’s Weiz. Henkel will also gain entry into the private-label laundry care market.

Tough Target

For Van Bylen, who took the helm on May 1, the deal takes Henkel a step closer to reaching a full-year sales goal of 20 billion euros ($22 billion), inherited from his predecessor. On departing to lead Adidas AG, Rorsted admitted the goal may have been too optimistic without the help of acquisitions because of emerging-market currency weakness. He also warned Henkel would be “disadvantaged” without a strong position in the U.S. and needed to become bigger in that country.

Rorsted missed out on improving Henkel’s shampoo and hair dye offering in the region when Procter & Gamble Co. opted in July to sell for $12.5 billion a raft of beauty brands including Wella and Cover Girl to Coty Inc., which makes Calvin Klein and Adidas fragrances.

Henkel’s Sun Products acquisition comes amid financial turmoil surrounding Britain’s vote to leave the European Union, including a slump in the pound to the lowest since 1985, tumbling Asian stocks and surging U.S. treasuries. The dollar price tag on the purchase of Sun Products is fixed at $3.6 billion, Henkel said.

Henkel shares fell 0.3 percent to 104.70 euros as of 1:15 p.m. in Frankfurt, valuing the company at 43 billion euros.

The German supplier of adhesives and hair-care brands including Schwarzkopf shampoo last month stuck to its full-year forecast for organic sales to grow 2 percent to 4 percent and for an earnings before interest and taxes margin to increase to about 16.5 percent.

Perella Weinberg Partners is the lead adviser to Henkel, with assistance from Credit Suisse, and legal help from Cleary Gottlieb Steen & Hamilton LLP. The acquisition will be debt-financed and is underwritten by Deutsche Bank, JP Morgan and BNP Paribas.

Morgan Stanley advised Sun Products, with Kirkland & Ellis LLP on legals.

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