Helen of Troy Limited (NasdaqGS:HELE) entered into a definitive agreement to acquire Osprey Packs, Inc. for approximately $420 million on November 29, 2021. The consideration value includes the impact of an estimated $6 million favorable customary closing net working capital adjustment. Helen of Troy Limited expect to finance the purchase price with cash on hand and its existing revolving credit facility.

Helen of Troy entered into the Amended and Restated Credit Agreement, by and among the company, Helen of Troy Texas Corporation, Bank of America, N.A., and the other lenders party thereto. A principal amount of $435.0 million was borrowed on a revolving basis under the Credit Agreement in connection with the closing of the acquisition of Osprey Packs, Inc. The proceeds of the borrowing and cash on hand were used to pay all of the cash consideration payable for the acquisition, including amounts for cash acquired. Employees of Osprey will join Helen.

The transaction is subject to customary closing conditions, including regulatory approval. The transaction is expected to close before calendar year end 2021. The acquisition is expected to be accretive to Helen of Troy's consolidated sales growth rate, gross profit margin, adjusted EBITDA margin, adjusted diluted EPS, adjusted diluted EPS growth rate, and cash flow from operations.

Morgan Stanley acted as financial advisor to Osprey Packs, Inc.