| Wesley Jessen Vision Care, Inc. | |||
| Ticker: | WJCO | 333 East Howard Avenue | |
| Exchange: | NASDAQ-National Market | Des Plaines, IL 60018 | |
| Industry: | Manufacturing (SIC Code 3851) | (847) 294-3000 | |
| Type of Shares: | Common Shares | Filing Date: | 12/6/96 | |
| U.S. Shares: | 2,450,000 | Offer Date: | 2/12/97 | |
| Non-U.S. Shares: | 0 | Filing Range: | $19.00 - $21.00 | |
| Primary Shares: | 2,450,000 | Offer Price: | $15.00 | |
| Secondary Shares: | 0 | Gross Spread: | $1.05 | |
| Offering Amount: | $49,000,000 | Selling: | $0.61 | |
| Expenses: | $1,833,000 | Reallowance: | $0.10 | |
| Shares Out After: | 16,776,028 |
| Manager | Tier | Phone |
| Merrill Lynch & Co. | Lead Manager | (212) 449-4600 |
| Alex. Brown & Sons Incorporated | Co-manager | (410) 895-2700 |
| BT Securities Corporation | Co-manager | (212) 250-5579 |
| Salomon Brothers Inc. | Co-manager | (212) 783-2947 |
| Issuer's Law Firm: | Kirkland & Ellis |
| Bank's Law Firm: | Ropes & Gray |
| Auditor: | Price Waterhouse |
| Registrar/Transfer Agent: | American Stock Transfer & Trust Co |
Dollar amounts in U.S. millions except for per share data | |||||
| Full Year Audited Income | Latest Unaudited Income | Prior Unaudited Income | Balance Sheet | ||
| 12/31/96 | 9/28/96 | ||||
| Revenue: | $0.16 | Assets: | $63.24 | ||
| Net Income: | $0.00 | Curr Assets: | |||
| EPS: | Liabilities: | $67.30 | |||
| Prior EPS: | Curr Liabilities: | ||||
| Cash Flow/Oper: | Equity: | -$4.06 | |||
| Cash Flow/Fin: | Cash: | ||||
| Cash Flow/Inv: | |||||
| Business Description |
| The company is the leading worldwide developer, manufacturer and marketer of specialty soft contact lenses. The company's products include cosmetic lenses, which change or enhance the wearer's eye color appearance; toric lenses, which correct vision for people with astigmatism; and premium lenses, which offer value-added features such as improved comfort for dry eyes and protection from ultraviolet light. The company offers both conventional contact lens products, which can typically be used for up to 24 months, and a broad range of disposable lenses, which are intended to be replaced at least every two weeks. Founded in 1946 by pioneers in the contact lens industry, the company has a long-standing reputation for innovation and new product introductions. The company was acquired by Bain Capital and management in June 1995, and in October 1996 the company strengthened its product, technology and distribution capabilities through the acquisition of Barnes-Hind. For the twelve months ended September 28, 1996, the company's pro forma net revenues were $247.2 million and its pro forma operating profit was $23.4 million. |
| Competition |
| The contact lens market is highly competitive. The company faces competition from other companies within each segment of the contact lens market in which it operates. In the specialty segment of the market, the company principally competes with divisions of large medical and pharmaceutical companies, including Ciba Vision (a division of Ciba-Geigy Corporation) and Bausch & Lomb, Inc. as well as with smaller companies. To the extent the company operates in the clear lens segment, it faces competition primarily from Vistakon (a division of Johnson & Johnson) and other large contact lens manufacturers such as Ciba Vision and Bauscho & Lomb, Inc. Certain of the company's competitors in each segment have lower costs of operations, products with enhanced features, substantially greater resources to invest in product development and customer support, greater vertical integration and greater access to financial and other resources than the company. While the company is the leading manufacturer and distributor of specialty contact lenses, the company ranks fourth in the contact lens market overall in terms of net revenues. To a lesser extent, the company also competes with manufacturers of eyeglasses and providers of toehr methods of vision correction, including refractive surgical procedures. Within the contact lens market, the company believes that the principal competitive factors in the specialty segment include production innovation, brand awareness, product quality and price. Due to the manner in which contact lenses are distributed, the company also competes on the basis of its relationships and reputation with eyecare practitioners. |
| Business Plan |
| The company's principal objective is to expand its contact lens business in the faster-growing specialty segments of the market in order to achieve continued growth in revenues and operating profit. The company's continuing business strategy is to: (I) Capitalize on Favorable Industry Trends, (ii) Increase the Company's Market Share, (iii) Develop and Successfully Launch New Products, (iv) Increase the International Penetration of its Products, (v) Realize Synergies through the Integration of Branes-Hind and (vi) Benefit from the Company's Significant Operating Leverage. |
| Use of Proceeds |
| The proceeds from the proposed offering will be used to repay certain outstanding indebtedness incurred in connection with the Barnes-Hind Acquisition and for the payment of certain fees to Bain Capital relating to an advisory agreement. |