What is the difference between VWR Funding, Inc. and VWR International, LLC?
VWR Funding, Inc. (VWR Funding) is the direct parent company of VWR International, LLC (VWR International). VWR Funding is a holding company operating principally through VWR International and VWR International's operating subsidiaries throughout North America, Europe and Asia. VWR Funding does not have its own employees, and the same individuals serve on both VWR International's Board and VWR Funding's Board and the senior management teams for both entities are the same.
Is either VWR Funding, Inc. or VWR International, LLC a "public company"?
Neither VWR Funding nor VWR International has publicly-held common stock or other equity outstanding. All of VWR International's equity is directly owned by VWR Funding, and approximately 75% of VWR Funding's common stock is beneficially owned by private equity funds managed by Madison Dearborn Partners, LLC (Madison Dearborn). Madison Dearborn acquired VWR Funding in June 2007 (MDP Acquisition). More information regarding Madison Dearborn is available at its website: http://www.mdcp.com.
VWR Funding has debt securities (i.e., Senior Notes due 2015, CUSIP no. 918436 AD8) that are publicly-held and registered with the Securities and Exchange Commission (SEC), and so it files periodic reports (i.e., Forms 10-K, 10-Q and 8-K) with the SEC. VWR International currently does not have any outstanding debt securities that are registered with the SEC.
What is the relationship between "VWR International, LLC" and "VWR International, Inc."?
In connection with the MDP Acquisition, VWR International was converted from a Delaware corporation to a Delaware limited liability company and changed its name from "VWR International, Inc." to "VWR International, LLC". Under Delaware law, the conversion did not change VWR International's business operations or its existing debts and liabilities - i.e., the only real change is that it is a different form of entity (with a different name), and VWR International has continued to conduct its business as it did prior to the conversion.
Why did VWR International, LLC stop filing periodic reports with the SEC following the MDP Acquisition?
Prior to the MDP Acquisition, both VWR Funding (then known as "CDRV Investors, Inc.") and VWR International had publicly-held debt securities outstanding and so both entities filed periodic reports with the SEC. As part of the financing of the MDP Acquisition, VWR Funding issued debt securities that were used, in part, to repay substantially all of its and VWR International's then-outstanding debt securities. Certain of these new debt securities issued by VWR Funding are publicly-held and registered with the SEC. As a result, VWR International was able to cease filing periodic reports and VWR Funding has continued to file periodic reports.
How long has VWR International, LLC been in business and what is the company's history?
The roots of VWR International's business date back to 1852. Following a series of business combinations over the years, VWR International became part of Univar Corporation (Univar). In 1986, the company became a publicly-traded company known as "VWR Corporation" following a spin-off from Univar and embarked on a substantial expansion program, which included both internal and acquisition growth initiatives. The company's most significant acquisition occurred in 1995 when the company purchased Baxter International's industrial and life sciences distribution business, more than doubling the company's revenue base. In connection with this acquisition, affiliates of Merck KGaA acquired 49.9% of the company's outstanding common stock. The remaining 50.1% was publicly-held and listed on The Nasdaq National Market. Also in 1995, the company changed its name to "VWR Scientific Products Corporation".
In 1999, Merck KGaA took the company private by acquiring the 50.1% of the common stock that was publicly-held. During the period from 1995 through 1999, Merck KGaA actively built its scientific supplies distribution business in Europe through a series of acquisitions. In 2001, Merck KGaA combined the operations of the two businesses, and in 2002, consolidated them under a common U.S. parent company, creating a leader in the global research laboratory industry. At the time, the company was named "VWR International, Inc."
In April 2004, the company was acquired from Merck KGaA by affiliates of Clayton, Dubilier & Rice (CD&R). In June 2007, the company was acquired from CD&R by Madison Dearborn.
Do you have another investor related question that hasn't been answered?
Comments and/or questions about Investor Relations at VWR can be submitted through the form below. All fields are required. Any comments/questions which are not specific to Investor Relations will not be addressed.
Greg Cowan, Senior Vice President and Chief
Financial Officer
VWR International, LLC
Radnor Corporate Center
Building 1, Suite 200
100 Matsonford Road
Radnor, PA 19087 Contact Investor Relations
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