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| 8-K - Prestige Consumer Healthcare Inc. | v199748_8k.htm |
PRESTIGE BRANDS, INC. ANNOUNCES $100 MILLION SENIOR NOTE OFFERING
IRVINGTON,
N.Y., Oct 22, 2010 (BUSINESS WIRE) -- Prestige Brands Holdings, Inc. (NYSE: PBH)
(the "Company") announced today that its wholly-owned subsidiary Prestige
Brands, Inc. ("Prestige Brands") is making a private placement offering of $100
million in aggregate principal amount of new senior notes due 2018 (the "Notes")
in a private offering to qualified institutional buyers pursuant to Rule 144A
and Regulation S under the Securities Act of 1933, as amended.
The
Company intends to use the proceeds of the Notes together with a new term loan
facility under the "accordion" feature of its existing senior secured credit
facilities to purchase 100% of the capital stock of Blacksmith Brands Holdings,
Inc. and pay associated fees and expenses. The Company had previously
announced the planned acquisition of Blacksmith Brands on September 20,
2010. The Notes will have the same terms and will be part of the same
series as the Prestige Brands’ existing 8.25% senior notes due 2018 issued in
March 2010. The Notes will be fully and unconditionally guaranteed by
the Company and its domestic subsidiaries.
This
press release does not constitute an offer to sell or the solicitation of an
offer to buy the Notes. Any offers of the Notes will be made only by
means of a private offering memorandum. The Notes have not been
registered under the Securities Act, or the securities laws of any other
jurisdiction, and may not be offered or sold in the United States without
registration or an applicable exemption from registration
requirements.
About the
Company
Prestige
Brands markets and distributes brand name over-the-counter healthcare and
household products throughout the United States, Canada and certain
international markets. Key brands include Compound W® wart
treatments, Chloraseptic® sore throat relief and allergy treatment products, New
Skin® liquid bandage, Clear Eyes® and Murine® eye care products, Little
Remedies® pediatric over-the-counter healthcare products, The Doctor’s®
NightGuard® dental protector, Comet® and Spic and Span® household cleaners, and
other well-known brands.
Forward-Looking
Statements
This news
release contains “forward-looking statements” within the meaning of the federal
securities laws and is intended to qualify for the Safe Harbor from liability
established by the Private Securities Litigation Reform Act of 1995.
“Forward-looking statements” generally can be identified by the use of
forward-looking terminology such as “assumptions,” “target,” “guidance,”
“outlook,” “plans,” “projection,” “may,” “will,” “would,” “expect,” “intend,”
“estimate,” “anticipate,” “believe,” “potential,” “continue” (or the negative or
other derivatives of each of these terms) or similar terminology. The
“forward-looking statements” include, without limitation, statements regarding
the Company’s issuance and utilization of the proceeds of the
Notes. These statements are based on management’s estimates and
assumptions with respect to future events, which include current capital market
conditions as well as the Company’s ability to close on new debt financing on
acceptable terms, which estimates are believed to be reasonable, though are
inherently uncertain and difficult to predict. Actual results could differ
materially from those projected as a result of certain factors. A
discussion of factors that could cause actual results to vary is included in the
Company’s Annual Report on Form 10-K and other periodic reports filed with the
Securities and Exchange Commission.
SOURCE:
Prestige Brands Holdings, Inc.
Contact:
Dean Siegal
914-524-6819