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8-K - PRESTIGE BRANDS HOLDINGS 8-K MARCH 10, 2010 - Prestige Consumer Healthcare Inc. | pbh8kmarch102010.htm |
EX-99.1 - PRESS RELEASE ANNOUNCING CASH TENDER OFFER AND CONSENT SOLICITATION - Prestige Consumer Healthcare Inc. | pressrelease1.htm |
Exhibit 99.2
News
Release
Prestige
Brands, Inc. Announces $150 Million Senior Note Offering
IRVINGTON,
N.Y., March 10, 2010 -- 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 $150 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 to refinance current long-term
indebtedness, including $126 million aggregate principal amount outstanding of
Prestige Brands’ 9 1/4% Senior Subordinated Notes due 2012, for which it is
conducting a tender offer. The interest rate, and other terms of the
Notes will be determined by negotiations between the Company and the initial
purchasers. 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, personal
care and household products throughout the United States, Canada and certain
international markets. Key brands include Compound W(R) wart treatments,
Chloraseptic(R) sore throat relief and allergy treatment products, New Skin(R)
liquid bandage, Clear Eyes(R) and Murine(R) eye care products, Little
Remedies(R) pediatric over-the-counter healthcare products, The Doctor’s(R)
NightGuard(TM) dental protector, Cutex(R) nail polish remover, Comet(R) and Spic
and Span(R) 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 new 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 obtain 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.
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