Thank you for joining us today to discuss e.l.f. Beauty's definitive agreement to acquire Naturium. I'm Casey Cotton, Vice President of Corporate Development and Investor Relations. With me today are Tarang Amin, Chairman and Chief Executive Officer, and Mandy Fields, Senior Vice President and Chief Financial Officer. Since many of our remarks today contain forward-looking statements, please refer to our press release regarding the acquisition and reports filed with the SEC, where you'll find factors that could cause actual results to differ materially from these forward-looking statements. In addition, the company's presentation today includes information presented on a non-GAAP basis. Our press release contains a note regarding the use of non-GAAP measures. I would also like to highlight that in addition to this morning's press release, we have posted a presentation with an overview of the transaction to the investor relations section of our website.
With that, let me turn the call over to Tarang.
Good morning, everyone. Thank you for joining us. We're thrilled to announce today our signing a definitive agreement to acquire Naturium, a fast-growing, disruptive brand on a mission to make high-performance skincare accessible to all. To start, as many of you know, our vision is to create a different kind of beauty company, with brands that disrupt industry norms, shape culture, and connect communities through positivity, inclusivity, and accessibility. Our deep commitment to clean, cruelty-free beauty with exceptional quality for the price has fueled the success of our flagship e.l.f. Cosmetics brand since 2004, and has guided us in strategically expanding our portfolio of brands to support our purpose and values. Nearing two decades in business, we continue to deliver exceptional results. As shared during our earnings call in August, e.l.f.
Beauty is one of only 5 public consumer companies out of 274, that has grown sales for 18 consecutive quarters and averaged at least 20% sales growth per quarter. We've spoken many times about the significant white space we see for e.l.f. in color cosmetics, skincare, and internationally. e.l.f. SKIN has demonstrated incredible momentum, growing 127% in track channels in our latest quarter, well above category growth of 10%. We believe Naturium joining e.l.f. Beauty and complementing e.l.f. SKIN, presents a unique opportunity to significantly accelerate the potential we see in skincare. The acquisition is expected to double our skincare presence to approximately 18% of retail sales, from approximately 9% on a standalone basis. Naturium has deep expertise in skincare and has built a talented team.
We see a compelling path for continued growth and value creation as we bring Naturium into the e.l.f. Beauty family. Naturium was launched in 2019 and propelled further in 2020 with the joining of Susan Yara, who has over 20 years of experience in beauty as a former beauty editor and is a leading skincare authority. Susan saw a white space in skincare that our community kept asking for, products that are highly effective and thoughtfully formulated, similar to prestige and medical-grade brands with affordable price points. Driven by the belief that high-performance skincare should be and can be clinically effective, skin compatible, and affordable, Naturium was born. After testing initial products online with Amazon and Naturium.com, the brand expanded into retail with the launch in Target in 2021. Target is Naturium's largest customer today and a key proof point of success.
Naturium is one of Target's fastest-growing skincare brands, most productive independent skincare brand, and was awarded as Target's Beauty Vendor of the Year in 2022. Since its founding, Naturium has seen tremendous growth, with the brand expected to generate approximately $90 million in net sales in the 12 months ending March 31, 2024. For context, while the beauty category has comparably low barriers of entry, very few brands have been able to scale. Of the over 1,800 cosmetics and skincare brands tracked by Nielsen, only 41 have delivered $50 million in annual retail sales over the past 3 years. We're excited to be able to bring one of the few brands that has surpassed this milestone into our portfolio. We believe Naturium's success is underpinned by its efficacious products, accessible price points, and unique engagement model.
Let me spend a moment talking through each of these. First, the brand has high-performance skincare products that are both clinically effective and skin compatible. Naturium has a unique formula-first always mentality, with a relentless focus on what's inside the bottle. The company also believes true efficacy hinges on biocompatibility, meaning that Naturium's formulas are designed so the body can recognize, process, and use the ingredients efficiently without skin irritation. As a result, Naturium has become known for its powerful ingredient-led formulas that combine efficacy with a luxurious experience. Among its best sellers is Glow Getter Multi-Oil Hydrating Body Wash, formulated with 50% glycerin, among the highest concentrations available in mass, that helps to leave skin feeling cleansed, hydrated, and glowing. Naturium's Niacinamide Serum is formulated with 12% niacinamide, again, among the highest concentrations available in mass, to reduce the appearance of dark spots, pores, and fine lines.
Naturium is also known for accessible price points. The company's mission is to make high-performance products accessible for all, which aligns closely with our mission at e.l.f. Beauty. Naturium has attractive masstige price point in skincare, with an average selling price of approximately $18, compared to the mass category at about $8 on average, and the prestige category at $31 on average. As one example, Naturium's Vitamin C Complex Serum is amongst its top sellers, priced at a value of $21, compared to a prestige item at $55. Naturium amplifies its products with its unique go-to-market engagement model, championed by skincare authorities and powered by community. Naturium has an engaged network of dermatologists, cosmetic chemists, and skinfluencers. The company seeds its products with these key authorities, who in turn help educate Naturium's community.
This approach has driven high consumer engagement as well as strong share of voice relative to peers. Naturium is a top performer in earned media value among its peers. With its efficacious products at accessible price points, a community-first mindset, and limited retail distribution, Naturium reminds me of where e.l.f. was when I became CEO over nine years ago. Naturium demonstrates the same spirit, values, and growth characteristics we find in e.l.f. Given our success with the e.l.f. brand, we believe we can successfully activate many of the same strategies to drive Naturium's growth well into the future. First, we believe we're well positioned to accelerate Naturium's brand awareness. For context, Naturium's aided awareness is only about 5% today, as compared to 60% or more for the leading skincare brands.
We plan to lean on our disruptive marketing engine to accelerate awareness and reach new audiences, as we've done with e.l.f. We also see opportunities to build on our retailer relationships to open distribution points for Naturium. In the U.S., Naturium is currently available in Target, Amazon, and on Naturium.com. Given e.l.f.'s position as the number one brand across Target's combined cosmetics and skincare categories, we see opportunity to further accelerate Naturium's business with this key retailer. Additionally, we see white space potential both in the U.S. and abroad. Lastly, we see Naturium as both complementary and distinct to e.l.f. SKIN. We have shared missions of making the best of beauty accessible and values of being vegan, clean, and cruelty-free. At the same time, Naturium is distinct from e.l.f. SKIN in several ways.
In price point, Naturium's products have a masstige skincare price point of about $18 on average, compared to e.l.f. SKIN's mass price point of about $9 on average. In positioning, Naturium is known for its clinically effective and powerful ingredient-led formulas, as compared to e.l.f. SKIN, known for value and accessibility of our prestige-inspired holy Grails. In distribution in U.S. retail, Naturium is only available in Target, as compared to e.l.f. SKIN being broadly distributed in Target, Walmart, Ulta Beauty, and the drug channel. Lastly, in consumer profile, over 80% of Naturium's community is millennial, and over 40% is male, as compared to e.l.f.'s core Gen Z and female audience. For these reasons, we see the addition of Naturium as a compelling acquisition that significantly accelerates our skincare business. I want to close by extending a special thank you to the e.l.f. Beauty and Naturium teams.
We would not be where we are today without the power of our teams, each of which is delivering exceptional results. We plan to continue to operate Naturium from its headquarters in Los Angeles, maintaining the brand's passionate team of employees and building that team further to realize the opportunity we see in Naturium. This approach will also allow the e.l.f. team to remain focused on the significant white space we see ahead for our existing brands. We are confident our combined companies have a bright future ahead of us as we work towards our shared mission of making the best of beauty accessible for all. I'll now turn the call over to Mandy.
Now let's cover the transaction and financials in more detail. I'll start with valuation. The purchase price of $355 million represents a multiple of approximately 4x Naturium's net sales and approximately 21x adjusted EBITDA, which compares favorably to e.l.f. Beauty's current trading multiples. The transaction, which is subject to customary closing conditions, is expected to close around September 30, 2023. We expect to finance the transaction largely using cash on hand and access to our existing credit facility, as well as approximately $70 million of e.l.f. Beauty stock issued directly to founders and key management, which represents approximately 600,000 shares.... We expect our liquidity position to remain strong, with relatively low leverage post the transaction, with net leverage expected to be less than 1.5x adjusted EBITDA.
We expect to continue to have operational flexibility to invest behind our growth initiatives and support our strategic extensions. Turning to Naturium's financials and the expected impact to our business. On an annualized basis, Naturium is expected to generate approximately $90 million of net sales and $17 million in adjusted EBITDA in the 12 months ending March 31, 2024. Given the expected timing of the transaction's close, we expect Naturium to contribute to our results starting in our fiscal Q3 and add approximately $48 million in net sales and $9 million in adjusted EBITDA for the year. Additionally, we expect this transaction to contribute approximately $0.04 in adjusted EPS on a fully diluted basis in fiscal 2024. In summary, we are excited to welcome Naturium to the e.l.f. Beauty family.
Our performance over the last 18 quarters demonstrates that we have a winning strategy and our business momentum remains strong. We have been transparent about our desire to pursue strategic extensions that can leverage our strengths and bring complementary capabilities to e.l.f., and we have remained highly disciplined. It's clear that Naturium has built something special. With this acquisition, we're significantly expanding our skincare business and accelerating our progress by adding a distinct yet complementary brand that we expect to be accretive to both our growth profile and earnings. With that, operator, you may open the call to questions.
We will now begin the question-and-answer session. To ask a question, you may press star then one on your telephone keypad. If you're using a speakerphone, please pick up your handset before pressing the keys. To withdraw your question, please press star then two. At this time, we will pause momentarily to assemble our roster. Our first question will come from Dara Mohsenian with Morgan Stanley. You may now go ahead.
Hey, guys. So two questions. On the revenue side, can you discuss how quickly you plan to expand the retailer footprint to additional customers beyond Target, over time? And then can you also just give us a bit more sense on how much of the business, specifically today, is in Target in terms of sales mix versus e-commerce? And then also, if you can just give us a bit more specifics on e.l.f.'s ability to expand, Naturium's 5% unaided brand awareness over time, how specifically do you plan to use the e.l.f. marketing machine to drive that awareness? That'd be helpful. Thanks.
Hi, Dara. This is Tarang. So first of all, in terms of Naturium's current retail mix, about half the business is in Target, with the other half being in Amazon and Naturium.com, with some limited international distribution. In terms of our plans, I would say first, near term, it's to really maximize where Naturium already is. As you know, e.l.f. is Target's number one brand by a pretty wide margin across color, cosmetics, and skincare. We have a set of capabilities we hope to apply to help accelerate Naturium's presence in Target. We think there's a huge opportunity there, as well as, we also have very fast growth at Amazon. A number of our technology investments, particularly in our tech stack over the years, we feel can be applied to Naturium.com. So I'd say near term, that's our primary focus.
Certainly, given the momentum that Naturium has, there are going to be other distribution opportunities for Naturium that we'll look into. We're not ready to talk about those yet, but obviously, you can see the track record we've had on e.l.f. and our ability to get e.l.f. broadly distributed. Given Naturium's strategy is making the best of skincare accessible, we feel there are opportunities not only in the U.S., but also internationally. In the U.K., their primary retailer right now is Space NK. They're doing extremely well there. We see other opportunities as well. In terms of our ability to expand their unaided awareness, as we mentioned, their unaided awareness, as successful as Naturium has been, they do have a unique engagement model in which they're able to seed their new products with leading skincare authorities.
Our plans would be to continue that approach, but also broaden consumer awareness. Certainly, we've had a great track record on e.l.f. being able to do that. Our plans, in this case, is not only to keep the entire team at Naturium, but enhance that team with additional capabilities, as well as increase our levels of marketing support. We think there's a huge opportunity. Their 5% aided awareness compares to about 60% for legacy skincare brands. So it's one of the things that we're really excited to be able to do in addition to help on the distribution front.
Great. Thanks.
Our next question will come from Rupesh Parikh with Oppenheimer. You may now go ahead.
Good morning, and thanks for taking my question. I had a few financial questions. First, I was hoping to get the current year's, current fiscal year's sales growth rate, and then just curious how you think about the intermediate term growth rates for the business?
... Hi, Rupesh. Thanks for joining the call. So we've talked about the full year outlook. So in our fiscal 2024, seeing this brand at $90 million in net sales, and it's been on a CAGR of about 80% growth. In terms of contribution to our financials for this year, since given the timing of the transaction, we expect to see an incremental $48 million in net sales and $9 million in Adjusted EBITDA to our financials this year. We haven't broken out the specific growth rate just for the one year, but it's a strong growth brand. That's really what attracted us to this. You know, we've looked at many brands over the years, and this had the unique combination of very strong growth rate and also profitability, which we liked a whole lot.
Great. And then maybe just one follow-up question. There wasn't as much color on the supply chain, so if you can just remind us where their product is sourced, and then if you see opportunities on the supply chain as well.
Sure. Hi, Rupesh, this is Tarang. So their supply chain right now is based in the U.S. They have a network of suppliers that we visited and like a great deal and have great capabilities in terms of how they partner with the company, in terms of also supporting the strong growth rates the company has seen. They do get their componentry from China, which is typical in our industry, but this further diversifies our supply chain with U.S. manufacturing, in addition to our network in China and Thailand and other places.
Great. One final question. Any more color on the gross margin profile of the business? Is it accretive to your current gross margins?
So we talked, you know, we gave the EBITDA overall, and so the EBITDA margins are roughly 19%, which is very strong, like I said, for a business of this size and, and looking across the landscape of what we've seen out there, ability to drive strong sales growth with strong EBITDA margins. And it compares favorably to where e.l.f. was just last year. We were about a 20% EBITDA margin, so very strong overall.
Thank you. I'll pass it along.
Our next question will come from Susan Anderson with Canaccord. You may now go ahead.
Hi, good morning. Thanks for taking my questions. I'm curious, it looks like they have a pretty nice portfolio of products across skincare. I guess, how are you thinking about new products to expand into? And will you take the same strategy as e.l.f., where you have some big holy grail products and kind of build up upon those products and categories?
So, Susan, one of the things we really like about Naturium is just the strength of their products. These clinically effective, skin compatible, ingredient-led stories have really resonated not only in facial skincare, but they also have a number of body products, and we see growth in both of them. As we've taken a look at the pipeline, it's quite strong for the next couple of years, and you'll see continued expansion in different skin conditions, things that are important for consumers, as well as we think there's a lot of opportunity in body. Beyond that, we haven't really mapped out other categories that we're trying to go into, just given the massive opportunity within skincare, and so that will remain our focus, both facial skincare as well as body.
Great. And then if I could just add one follow-up, I guess the shelf space in Target, I'm curious kind of where it's at versus peers and how much opportunity there is to gain more space there. And not sure if you talked about the market share within skin that you have in Target, too.
Yeah. So I would say, Susan, we see Target as a big opportunity for Naturium. Today, we haven't broken out their shelf space exactly, but they won Vendor of the Year this past year, and so they are a very important partner to Target overall. And we do see opportunity over time to increase their presence in Target, just given what we've done here at e.l.f. And so we think there's a lot of opportunity on the road ahead.
Great. Thank you.
Yeah.
Again, if you have a question, please press star then one. Our next question will come from Ashley Helgan with Jefferies. You may now go ahead.
Hey, good morning, and thanks for taking our questions. So I think just to start, can you just talk a little bit more on Naturium's current marketing strategy and how it compares to e.l.f.? And then maybe any areas of potential synergies of the combined company. Thanks.
I'd say the current marketing strategy, Ashley, is really to leverage the incredible network they've built among their dermatologists, cosmetic chemists, skinfluencers. So their current approach is they seed their new items, often with Susan Yara posting and educating the community on what they are. And they have that built-in network that does a great job of educating consumers, because this is real skin science and everything that's involved in it, in terms of how the products work, why they're good for your skin, why it's not just about the levels of ingredients, but this whole concept of biocompatibility. And so what they found is this approach of kind of seeding products with core network of skinfluencers, dermatologists, cosmetic chemists, builds very strong consumer appetite and demand for their products. And it's not only for their new products.
They often will send out products they launched even a couple of years ago, and you'll see a spike in those products to bring in even more consumers. And so I'd say that's the primary way. I'd say, you know, reminds me of early e.l.f., very scrappy in terms of their ability and very efficient in terms of their ability to see their new items. The opportunity we see is to broaden the awareness beyond this core authority set, similar to what we did on e.l.f. just almost even four years ago, where we started doing more awareness building. And the quality of the products are just so phenomenal that we feel many more people should be aware of them.
We know that when a consumer is aware of Naturium, the repeat rates are quite strong and the level of loyalty to the product is really strong. So that's part of our plan, is continue what they're doing, it's highly effective, but then add more in terms of marketing, where we can actually accelerate the number of consumers coming to the franchise.
Your second question, Ashley, was on synergies, and so we have not really included any synergies as a part of this plan. What we love about this is this is really a growth-driven acquisition versus a synergy-driven acquisition. You heard Tarang say, we're gonna continue to invest behind marketing and digital to drive the growth that this brand has seen, while maintaining our EBITDA margins. So, very similar to the approach that we've had on e.l.f.
You know, just adding on that, I'd say we've had a great track record if you look at e.l.f. over the years in terms of our margin progression. And we certainly see there will be opportunities in terms of, I call it, good efficiencies, whether you think of our distribution network, if we took a look at the overall manufacturing network, certainly the scale that we have in terms of purchasing and what we're able to do. So there will be some cost synergies, but to Mandy's point, this is primarily about the growth that we see, first and foremost, and then we'll see where the margin opportunities are.
Great. Congrats.
Thank you.
This concludes our question and answer session. I would like to turn the conference back over to Tarang Amin, Chairman and CEO, for closing, for any closing remarks.
Well, thank you everyone for joining us this morning. We're thrilled to welcome Naturium to the e.l.f. Beauty family. We're confident we have a bright future ahead as we work towards our shared mission of making the best of beauty accessible for all. We look forward to speaking with you in November, when we report our second quarter results. Thank you, and be well.
The conference is now concluded. Thank you for attending today's presentation. You may now disconnect.