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): October 26,
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 5.02 Departure of
Directors or Certain Officers; Election of Directors; Appointment of Certain
Officers; Compensatory Arrangements of Certain Officers.
(b) On
October 26, 2009, each of Peter C. Mann and Vincent J. Hemmer
resigned as a director of Prestige Brands Holdings, Inc. (the "Company"),
effective October 27, 2009.
Item
7.01 Regulation FD Disclosure.
On
October 27, 2009, the Company issued the press release that is furnished hereto
as Exhibit 99.1 and incorporated by reference as if fully set forth herein
announcing the matter described in Item 5.02 of this Current Report on Form
8-K.
Item
9.01 Financial Statements and Exhibits.
| (d) |
Exhibits.
|
See
Exhibit Index immediately following signature page.
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: October 27, 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 October 27, 2009 (furnished only) | ||
Exhibit 99.1
PRESTIGE
BRANDS HOLDINGS, INC. ANNOUNCES CHANGES TO ITS BOARD OF DIRECTORS
Irvington,
NY, October 27, 2009—Prestige Brands Holdings, Inc. (NYSE-PBH) today announced
the resignations of two members of its board of directors, Peter C. Mann and
Vincent J. Hemmer.
Mr. Mann,
the retired Chairman and CEO of Prestige Brands and a founder of the Company, is
stepping down to pursue a new business opportunity. Mr. Hemmer of GTCR Golder
Rauner LLC, a private equity owner of the Company’s stock, is stepping down
following that company’s significant reduction in holdings in Prestige
Brands.
In making
the announcement, Matthew Mannelly, President and CEO commented, “The Company
has benefited greatly from the leadership and counsel of both Peter and Vince.
Peter has been the driving force behind the development of the Company from a
privately held organization to the successful public company it is today. Vince
has been a key member of the board that was responsible for the public offering
in 2005. In addition, he brought broad-based business experience and financial
acumen from his strong private equity background. We thank both gentlemen for
their outstanding service to the Company and wish them well in their future
endeavors.”
Prestige
Brands markets and distributes brand name over-the-counter healthcare, personal
care and household products throughout the U.S., Canada and certain
international markets. Key brands include Chloraseptic® sore throat relief,
Compound W® wart treatment, New-Skin® liquid bandage, Clear eyes® and Murine®
eye and ear care products, Little Remedies® pediatric over-the-counter
healthcare products, The Doctor’s® NightGuard™, Cutex® nail polish remover,
Comet® and Spin and Span® household cleaners, and other well-known
brands.
Contact:
Dean Siegal
914-524-6819