BUSINESS COMBINATIONS

9 Months Ended

Mar. 31, 2014

Business Combinations [Abstract]

Business Combinations

BUSINESS COMBINATIONS

StarAsia

On July 1, 2013, the Company executed a Share Purchase Agreement (“SPA”) to acquire 100% of the shares of StarAsia Group Pte Ltd. (“StarAsia”) for net consideration of $23.5, after final post-closing adjustments. StarAsia is a regional distribution company that acted as a third party distributor of the Company’s fragrance, color cosmetics and skin & body care products in South East Asia, as well as beauty products supplied by parties other than the Company.

The following tables summarize the consideration and purchase price allocation to the net assets acquired in the StarAsia acquisition:

Consideration:
Cash paid	$	25.0
Noncash consideration for pre-acquisition trade receivables	2.0
Cash received from seller for net working capital adjustment	(3.5		)
Purchase price	$	23.5

	Estimated fair value		Estimated useful life (in years)
Goodwill	$	11.5
Customer relationships	7.4		12
Other net assets	4.6
Total identifiable net assets:	$	23.5

The goodwill is not deductible for tax purposes and represents expected benefits associated with the Company’s control over future expansion in Asia and all of our segments. Goodwill of $7.0, $3.8, and $0.7 is allocated to the Skin & Body Care, Fragrances and Color Cosmetics segments, respectively.

For the three months ended March 31, 2014, Net revenues and Net loss of Star Asia included in the Company’s Condensed Consolidated Statements of Operations were $5.0 and $(4.3), respectively. For the nine months ended March 31, 2014, Net revenues and Net loss included in the Company’s Condensed Consolidated Statements of Operations from the date of acquisition were $16.0 and $(7.4), respectively.

Transaction-related costs associated with this acquisition of $1.1 during fiscal 2013 were expensed as incurred and included in Selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations. There were $0.3 of transaction-related costs during the three and nine months ended March 31, 2014.

Lena White

On January 2, 2014, the Company executed an SPA to acquire 100% of the shares of Lena White Limited ("Lena White"), a United Kingdom (“U.K.”) distribution business for approximately £6.6 million ($11.0), subject to additional post-closing net working capital adjustments, which allowed the Company to integrate sales and distribution of certain Color Cosmetic products in the U.K. Included in the consideration paid is £0.5 million ($0.8) that the Company deposited into escrow under the SPA, which will be released to the seller subject to subsequent adjustments for net working capital and indemnities against the seller’s warranties. Also included in the consideration paid is £0.7 million ($1.1) of estimated contingent consideration calculated using a pre-determined formula in the SPA, payable upon completion of a three-year period following the execution of the SPA and is subject to adjustments based on final calculations. Future adjustments to the estimated contingent consideration will be included in Selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations. Contingent consideration will range between nil and £1.5 million ($2.5).

As of the date of this Quarterly Report on Form 10-Q and in accordance with the terms set forth in the SPA, the purchase price and purchase price allocation as it relates to post-closing net working capital adjustments have not been completed. The purchase price is expected to be finalized during fiscal 2014. The following table summarizes the preliminary consideration and purchase price allocation of the purchase price to the net assets acquired in the Lena White acquisition:

Consideration:

Cash paid	$	8.3
Cash received from seller for initial net working capital adjustment	(0.3		)
Noncash consideration for pre-acquisition trade receivables	1.9
Contingent consideration payable	1.1
Purchase price	$	11.0

	Estimated fair value		Estimated useful life (in years)
Goodwill	$	1.8
Customer relationships	4.0		7
Other net assets	5.2
Total identifiable net assets:	$	11.0

The goodwill is not deductible for tax purposes and represents expected benefits associated with the Company’s control over future expansion in the U.K. and the Color Cosmetics segment. Goodwill of $1.8 was allocated to the Color Cosmetics segment.

For the three and nine months ended March 31, 2014, Net revenues and Net loss of Lena White included in the Company’s Condensed Consolidated Statements of Operations from the date of acquisition were $4.2 and $(2.3), respectively.

Transaction-related costs associated with this acquisition of $0.1 during the three and nine months ended March 31, 2014 were expensed as incurred and included in Selling, general, and administrative expenses in the Condensed Consolidated Statements of Operations.