Irinquiries@prestigebrands.com
Prestige Consumer Healthcare Inc.
660 White Plains Road – Ste 250
Tarrytown, NY 10591
Telephone: 914-524-6819
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
FORM
8-K
CURRENT
REPORT
Pursuant
to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of
Report (Date of earliest event reported): January 12,
2009
PRESTIGE
BRANDS HOLDINGS, INC.
(Exact
name of registrant as specified in its charter)
| Delaware | 001-32433 | 20-1297589 |
| (State or other jurisdiction | (Commission File Number) | (IRS Employer |
| of incorporation) | Identification No.) |
90 North Broadway,
Irvington, New York 10533
(Address
of principal executive offices, including Zip Code)
(914)
524-6810
(Registrant’s
telephone number, including area code)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
[ ]
Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ]
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act
(17 CFR 240.14d-2(b))
[ ]
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act
(17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and
Financial Condition.
On
January 12, 2009, Prestige Brands Holdings, Inc. (the ‘‘Registrant’’) issued a
press release disclosing certain revenue and earnings per share information for
the quarter ended December 31, 2008. A copy of that press release is
attached hereto as Exhibit 99.1 and incorporated herein by
reference.
The
information in this Form 8-K and Exhibit 99.1 attached hereto shall not be
deemed to be ‘‘filed’’ for purposes of Section 18 of the Securities Exchange Act
of 1934, as amended, or otherwise subject to the liabilities of that section,
unless the Registrant specifically states that the information is to be
considered “filed” under the Securities Exchange Act of 1934 or incorporates it
by reference into a filing under the Securities Act of 1933 or the Securities
Exchange Act of 1934.
Item
7.01. Regulation FD Disclosure.
The information set forth in Item
2.02 above is incorporated by reference as if fully set forth
herein.
Item
9.01 Financial Statements and Exhibits.
| (d) |
|
Exhibits.
|
| Exhibit | Description |
| 99.1 | Press Release dated January 12, 2009 (furnished only). |
SIGNATURES
Pursuant to the requirements of the
Securities Exchange Act of 1934, the Registrant has duly caused this report to
be signed on its behalf by the undersigned hereunto duly
authorized.
| Dated: January 13, 2009 | PRESTIGE BRANDS HOLDINGS, INC. | ||
|
|
By:
|
/s/ Peter J. Anderson | |
| Name: Peter J. Anderson | |||
| Title: Chief Financial Officer | |||
| EXHIBIT INDEX | |||
| Exhibit | Description | ||
| 99.1 | Press Release dated January 12, 2009 (furnished only). | ||
Exhibit 99.1
Prestige
Brands Holdings, Inc. Projects Fiscal 2009 Third Quarter Revenues In Line With
Prior Year; EPS Expected To Be Slightly Below Prior Year; Cash Reserves Continue
To Build
Q3
Conference Call Scheduled for February 5th
Irvington,
NY, January 12, 2009--Prestige Brands Holdings, Inc. (NYSE-PBH) announced today
that revenues for the fiscal 2009 third quarter, ended December 31, 2008, are
expected to be essentially even with the prior year comparable quarter. These
results are largely attributable to a slowing retail environment and trade
inventory reductions.
Mark
Pettie, Chairman and CEO, commented, “In today’s challenging economic climate,
we are generally satisfied that our total revenues are expected to be even with
last year. Importantly, most of our focus brands performed better than their
respective categories during the quarter, resulting in market share gains for
those franchises. Primarily due to the flat revenues and increased advertising
investment behind key brands, we anticipate Earnings per Share to be $0.01 to
$0.02 below the previous year’s quarter.
It is
worthy to note that despite the economic circumstances affecting our revenue
growth, the Company continues to generate healthy free cash flow. Our recent
decision to enhance our liquidity position by building our cash reserves to
approximately $30 million is proceeding as planned with over $27 million on hand
at December 31.”
The
Company plans to release its fiscal third quarter results on Thursday, February
5, 2009 before the opening of the market, and will host a conference call that
same morning at 8:30a.m. EST. The toll free dial-in number is 1-800-638-4817
within North America and 1-617-614-3943 outside North America. The conference
passcode is “prestige”. Telephonic replays will be available for two weeks
following the completion of the call and can be accessed at 1-888-286-8010
within North America and 1-617-801-6888 outside North America. The passcode is
10641677.
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,” or “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 outlook for Prestige Brands Holdings' market and the demand for its
products, earnings per share, future cash flows from operations, future revenues
and margin requirement and expansion, the success of new product introductions,
growth in costs and expenses, and the impact of acquisitions, divestitures,
restructurings and other unusual items, including Prestige Brands Holdings’
ability to integrate and obtain the anticipated results and synergies from its
acquisitions. These projections and statements are based on
management’s estimates and assumptions with respect to future events and
financial performance and 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 results to vary is included in the Company’s Annual Report on Form
10-K and other periodic and other reports filed with the Securities and Exchange
Commission.
Contact:
Dean Siegal
914-524-6819