Gildan Activewear Inc. announced that it has signed a definitive agreement to acquire substantially all of the assets of Doris Inc. (Doris), a marketer and manufacturer of branded sheer hosiery, legwear and shapewear products to retailers in Canada and the United States.
The initial purchase price is approximately CDN $110 million (U.S. $101.4 million), with possible additional contingent payments of up to CDN $10 million (U.S. $9.2 million), which are based on the achievement of targets for growth in sales revenues. The purchase consideration will be paid in cash and will be financed out of Gildan's bank credit facility.
Doris is the third largest marketer of branded ladies legwear in North America and the market leader in Canada, with products sold throughout all retail channels of distribution. Its company-owned brands include Secret(R), one of the most recognized sheer pantyhose brands and a growing brand for shapewear in Canada, the Silks(R) brand, and TherapyPlus(R), which provides therapeutic legwear solutions for medical conditions and everyday activities. Doris also markets its brands including Kushyfoot(R) and TherapyPlus(R) in the U.S. Revenues in the U.S. account for close to 30% of Doris' total sales. In addition, Doris has brand licenses and supplies selective retailer private label programs.
Revenues of Doris for the year ended March 31, 2014 amounted to approximately CDN $95 million (U.S. $87.6 million), and adjusted EBITDA for the same period amounted to approximately CDN $14 million (U.S. $12.9 million), so that the acquisition is expected to be immediately accretive to Gildan's earnings in fiscal 2015.
The acquisition of Doris immediately provides Gildan with a strong sales organization and platform for retail distribution of the Gildan(R) and Gold Toe(R) brands in Canada. The acquisition also further enhances the Company's consumer brand portfolio within its existing U.S. retail distribution and positions it to increase its penetration in the basic women's apparel markets. It will position the Company for entry into the ladies intimates' category and, in addition, further broadens the Company's retail distribution network in the United States due to Doris' strong presence in the food and drug channel.
Doris' head office is located in Montreal, Quebec. Doris operates a distribution facility and a sheer hosiery manufacturing facility with knitting, dyeing and packaging capabilities in Montreal. Approximately half of Doris' production is vertically-integrated. Doris' management team, including the founder's son, President and Chief Executive Officer Jack Hasen, will join Gildan and contribute to the further development of Gildan's Canadian retail branding strategy.
The acquisition is subject to customary closing conditions and is expected to close in early July 2014.