Prestige Brands Inc Form 8-K November 1, 2006


 

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):  November 1, 2006


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 November 1, 2006, Prestige Brands Holdings, Inc. (the ‘‘Registrant’’) announced financial results for the fiscal quarter and six-month period ended September 30, 2006. A copy of the press release announcing the Registrant’s earnings results for the fiscal quarter and six-month period ended September 30, 2006 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 November 1, 2006 announcing the Registrant’s financial results for the fiscal quarter and six-month period ended September 30, 2006 (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:  November 1, 2006                                                                                                                      PRESTIGE BRANDS HOLDINGS, INC.

 
                              0;          By: /s/ Peter J. Anderson   
                              0;          Name: Peter J. Anderson
                                    &# 160;                                 Title: Chief Financial Officer




EXHIBIT INDEX

Exhibit
 
Description
 
99.1
 
 
Press Release dated November 1, 2006 announcing the Registrant’s financial results for the fiscal quarter and six-month period ended September 30, 2006 (furnished only).

 

 
Prestige Brands Inc Press Release November 1, 2006
Prestige Brands Holdings, Inc. Reports Second Quarter & Six Months Fiscal 2007 Results

Q2: Revenues Up 15%; Net Income of $0.18 per Share Up 19%; Free Cash Flow Up 45%


Irvington, NY—November 1, 2006—Prestige Brands Holdings, Inc. (NYSE-PBH), a consumer products company with a diversified portfolio of well-recognized brands, today announced results for the second quarter and first half of fiscal year 2007, which ended on September 30, 2006. Highlights of the quarter include:

--
Total revenues for the second quarter were $84.6 million, an increase of 15% over the prior year comparable period.
--
Excluding the impact of acquisitions, revenues were 7% higher than the prior year comparable period.
--
Net income of $8.8 million, or $0.18 per share, was 19% higher than the prior year comparable period.
--
Free cash flow of $21.2 million was 45% higher than the prior year comparable period. 
 
Total revenues for the second fiscal quarter ended September 30, 2006 were $84.6 million, 15% higher than net revenues of $73.3 million for the prior year comparable period. The increase is due primarily to strong sales in the over-the-counter products (OTC) and household products segments of the business. Revenues resulting from the acquisitions of Chore Boy® and The Doctor’s® brands in the third quarter of fiscal 2006 also contributed to the growth. Excluding the impact of these acquisitions, revenues increased by 7%.

Operating income of $24.2 million was $3.4 million, or 16% higher than prior year comparable period operating income of $20.8 million. The increase in operating profit is primarily due to sales gains in the over-the-counter and household products segments, and a reduction in advertising and promotion spending behind the personal care segment, partially offset by higher general and administrative expenses.


Net income of $8.8 million, or $0.18 per fully diluted share for the second quarter of fiscal 2007 was 19% higher than the prior year comparable period net income of $7.4 million or $0.15 per fully diluted share.

First Six Months of Fiscal 2007
Total revenues for the first six months of fiscal 2007 were $160.5 million, an increase of 17% over the comparable prior year period. Excluding the impact of the Chore Boy® and The Doctor’s® brand acquisitions, revenues increased 8%. Operating income of $47.5 million was 22% higher than prior year comparable period operating income of $39.1 million. Net income of $17.0 million, or $0.34 per fully diluted share, was 28% higher than net income of $13.3 million or $0.27 per fully diluted share in the prior year.

Q2 Results by Segment
OTC Products: Up 13%
Total revenues of $46.3 million for the over-the-counter products segment were 13% higher than prior year comparable period revenues of $40.8 million. Increases in this segment resulted primarily from sales gains in key brands, as well as the acquisition of The Doctor’s® oral care line acquired in November 2005. Chloraseptic®, Clear eyes®, Compound W®, Little Remedies®, and Murine® all posted increases over the second quarter of fiscal 2006. Excluding the impact of The Doctor’s acquisition, revenues increased by 5%.

Household Products: Up 24%
Total revenues for the household products segment were $31.3 million in the second fiscal quarter, $6.0 million or 24% higher than the prior year comparable period revenues of $25.3 million. The two core brands in this business segment, Comet® and Spic and Span®, contributed significantly to this increase, continuing the trend reported in the first fiscal quarter of this year. Excluding the impact of the acquisition of Chore Boy®, revenues increased by 13%.



Personal Care: Down 4%
Total revenues for the personal care segment were $7.0 million, a decrease of 4% compared to prior year period revenues of $7.3 million. This decline reflects continued softness in two of the three key brands in this segment.

First Six Months by Segment
OTC Products: Up 16%
Total revenues of $85.9 million for the over-the-counter products segment were 16% greater than prior year comparable period revenues of $74.1 million. The increase resulted primarily from sales increases for the major brands in the segment; Chloraseptic®, Clear eyes®, Compound W®, Little Remedies®, Murine®, Dermoplast®, as well as sales of The Doctor’s® oral care line acquired in November 2005. Excluding the impact of The Doctor’s acquisition, revenues increased by 7%.

Household Products: Up 28%
Total revenues of $61.3 million for the household products segment were $13.3 million, or 28% greater than the prior year comparable period. The increase was due to strong year over year gains for the Comet® and Spic and Span® brands, as well as the Chore Boy® acquisition in October of 2005. Excluding the impact of the Chore Boy acquisition, revenues increased by 13%.

Personal Care: Down 9%
Total revenues of $13.3 million for the personal care segment were $5.3 million, or 9% below revenues of $14.6 million for the comparable prior year period, primarily due to declines in the Cutex® and Denorex® brands.

Free Cash Flow
Free cash flow is a “non-GAAP” financial measure” as that term is defined by the Securities and Exchange Commission in Regulation G. Free cash flow is presented in this news release because management believes that it is a commonly used measure of liquidity, and is indicative of cash available for debt repayment and acquisitions. The Company defines “free cash flow” as operating cash flow less capital expenditures.


The Company’s free cash flow for the quarter ended September 30, 2006 was $21.2 million, composed of operating cash flows of $21.2 million, less capital expenditures of $0.0 million. Free cash flow for the six months ended September 30, 2006 was $42.4 million, composed of operating cash flows of $42.7 million, less capital expenditures of $0.3 million. The Company’s free cash flow was higher than net income primarily due to the amortization of intangible assets, cash provided by a working capital decline, and relatively low capital expenditures.

Acquisition Announced
On September 25, 2006, the Company announced the acquisition of Wartner USA B.V., the owner of the Wartner® brand of over-the-counter wart treatment products for approximately $31.2 million in cash and the assumption of approximately $5 million of contingent payments to a former owner. Wartner is the #3 brand in the U.S. over-the-counter wart treatment category with approximately $11 million in trailing 12 month sales. The Company also markets the Compound W® line of wart treatment products and believes this strategic acquisition will enhance its leadership in the category. This acquisition had no material effect on the operating results of the second fiscal quarter.

Commentary and Outlook
Commenting on the results of the quarter and the first half of fiscal 2007, Peter C. Mann, Chairman and CEO said, “We are pleased with the results of the fiscal year to date which are in line with our expectations. The Company’s financial position is strong, our key brand franchises are healthy, and we have a good pipeline of new items and programs. For the full fiscal year 2007, we expect that organic revenue growth, excluding the impact of acquisitions, will be slightly above our long-term growth outlook of 3-4%, and net income will grow less rapidly than total revenue growth. In the second half of the year, net income will be somewhat impacted by higher investments in A&P support behind many of our key brands.”


Conference Call
The Company will host a conference call to review its second quarter and six month results on Thursday, November 2nd at 8:30am EST. The toll free number is 866-202-3109 within North America and 617-213-8844 from outside North America. The conference pass code is “prestige”. Telephonic replays will be available for two weeks following completion of the call and can be accessed at 888-286-8010 within North America and at 617-801-6888 from outside North America. The pass code is 54554715.

About Prestige Brands Holdings, Inc.
Located in Irvington, New York, Prestige Brands Holdings, Inc. is a marketer and distributor of brand name over-the-counter, personal care and household products sold throughout the U.S. and Canada. Key brands include Compound W® wart remover, Chloraseptic® sore throat treatment, New-Skin® liquid bandage, Clear eyes® and Murine® eye care products, Little Remedies® pediatric over-the-counter products, Cutex® nail polish remover, Comet® and Spic and Span® household products, and other well-known brands.

Forward Looking Statements
Note: This news release may contain "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


Prestige Brands Holdings, Inc.
Consolidated Statements of Operations
(Unaudited)



   
Three Months
Ended September 30
 
Six Months
Ended September 30
 
(In thousands, except per share data)
 
2006
 
2005
 
2006
 
2005
 
Revenues
                 
Net sales
 
$
84,033
 
$
73,320
 
$
159,600
 
$
136,748
 
Other revenues
   
518
   
25
   
874
   
50
 
Total revenues
   
84,551
   
73,345
   
160,474
   
136,798
 
                           
Cost of Sales
                         
Costs of sales
   
41,259
   
35,549
   
77,584
   
64,498
 
Gross profit
   
43,292
   
37,796
   
82,890
   
72,300
 
                           
Operating Expenses
                         
Advertising and promotion
   
9,455
   
10,217
   
16,857
   
18,922
 
General and administrative
   
7,259
   
4,117
   
13,693
   
9,023
 
Depreciation
   
219
   
487
   
439
   
975
 
Amortization of intangible assets
   
2,193
   
2,148
   
4,386
   
4,296
 
Total operating expenses
   
19,126
   
16,969
   
35,375
   
33,216
 
                           
Operating income
   
24,166
   
20,827
   
47,515
   
39,084
 
                           
Other income (expense)
                         
Interest income
   
403
   
226
   
588
   
307
 
Interest expense
   
(10,146
)
 
(8,897
)
 
(20,123
)
 
(17,488
)
Total other income (expense)
   
(9,743
)
 
(8,671
)
 
(19,535
)
 
(17,181
)
                           
Income before provision for
income taxes
   
14,423
   
12,156
   
27,980
   
21,903
 
                           
Provision for income taxes
   
5,639
   
4,782
   
10,940
   
8,600
 
Net income
 
$
8,784
 
$
7,374
 
$
17,040
 
$
13,303
 
                           
                           
Basic earnings per share
 
$
0.18
 
$
0.15
 
$
0.35
 
$
0.27
 
                           
Diluted earnings per share
 
$
0.18
 
$
0.15
 
$
0.34
 
$
0.27
 
                           
Weighted average shares outstanding:
Basic
   
49,451
   
48,791
   
49,389
   
48,757
 
Diluted
   
49,994
   
49,949
   
49,991
   
49,932
 





Prestige Brands Holdings, Inc.
Segment Results
(Unaudited)


   
Three Months Ended September 30, 2006
 
   
Over-the-Counter
Drug
 
 
Household
Cleaning
 
 
Personal
Care
 
 
 
Consolidated
 
(in thousands)
                 
Net sales
 
$
46,255
 
$
30,732
 
$
7,046
 
$
84,033
 
Other revenues
   
--
   
518
   
--
   
518
 
                           
Total revenues
   
46,255
   
31,250
   
7,046
   
84,551
 
Cost of sales
   
18,001
   
18,941
   
4,317
   
41,259
 
                           
Gross profit
   
28,254
   
12,309
   
2,729
   
43,292
 
Advertising and promotion
   
7,058
   
2,020
   
377
   
9,455
 
                           
Contribution margin
 
$
21,196
 
$
10,289
 
$
2,352
   
33,837
 
Other operating expenses
                     
9,671
 
                           
Operating income
                     
24,166
 
Other (income) expense
                     
9,743
 
Provision for income taxes
                     
5,639
 
                           
Net income
                   
$
8,784
 

   
Six Months Ended September 30, 2006
 
   
Over-the-Counter
Drug
 
 
Household
Cleaning
 
 
Personal
Care
 
 
 
Consolidated
 
(in thousands)
                 
Net sales
 
$
85,853
 
$
60,470
 
$
13,277
 
$
159,600
 
Other revenues
   
--
   
874
   
--
   
874
 
                           
Total revenues
   
85,853
   
61,344
   
13,277
   
160,474
 
Cost of sales
   
32,398
   
37,095
   
8,091
   
77,584
 
                           
Gross profit
   
53,455
   
24,249
   
5,186
   
82,890
 
Advertising and promotion
   
12,483
   
3,710
   
664
   
16,857
 
                           
Contribution margin
 
$
40,972
 
$
20,539
 
$
4,522
   
66,033
 
Other operating expenses
                     
18,518
 
                           
Operating income
                     
47,515
 
Other (income) expense
                     
19,535
 
Provision for income taxes
                     
10,940
 
                           
Net income
                   
$
17,040
 




   
Three Months Ended September 30, 2005
 
   
Over-the-Counter
Drug
 
 
Household
Cleaning
 
 
Personal
Care
 
 
 
Consolidated
 
(in thousands)
                 
Net sales
 
$
40,759
 
$
25,229
 
$
7,332
 
$
73,320
 
Other revenues
   
--
   
25
   
--
   
25
 
                           
Total revenues
   
40,759
   
25,254
   
7,332
   
73,345
 
Cost of sales
   
15,558
   
15,535
   
4,456
   
35,549
 
                           
Gross profit
   
25,201
   
9,719
   
2,876
   
37,796
 
Advertising and promotion
   
7,127
   
1,740
   
1,350
   
10,217
 
                           
Contribution margin
 
$
18,074
 
$
7,979
 
$
1,526
   
27,579
 
Other operating expenses
                     
6,752
 
                           
Operating income
                     
20,827
 
Other income (expense)
                     
(8,671
)
Provision for income taxes
                     
(4,782
)
                           
Net income
                   
$
7,374
 

   
Six Months Ended September 30, 2005
 
   
Over-the-Counter
Drug
 
 
Household
Cleaning
 
 
Personal
Care
 
 
 
Consolidated
 
(in thousands)
                 
Net sales
 
$
74,148
 
$
48,012
 
$
14,588
 
$
136,748
 
Other revenues
         
50
   
--
   
50
 
                           
Total revenues
   
74,148
   
48,062
   
14,588
   
136,798
 
Cost of sales
   
27,223
   
28,922
   
8,353
   
64,498
 
                           
Gross profit
   
46,925
   
19,140
   
6,235
   
72,300
 
Advertising and promotion
   
13,266
   
3,510
   
2,146
   
18,922
 
                           
Contribution margin
 
$
33,659
 
$
15,630
 
$
4,089
   
53,378
 
Other operating expenses
                     
14,294
 
                           
Operating income
                     
39,084
 
Other income (expense)
                     
(17,181
)
Provision for income taxes
                     
(8,600
)
                           
Net income
                   
$
13,303
 




Prestige Brands Holdings, Inc.
Consolidated Balance Sheets
(Unaudited)

(In thousands)
 
September 30, 2006
 
March 31, 2006
 
Assets
         
Current assets
         
Cash
 
$
10,508
 
$
8,200
 
Accounts receivable
   
37,447
   
40,042
 
Inventories
   
29,272
   
33,841
 
Deferred income tax assets
   
2,405
   
3,227
 
Prepaid expenses and other current assets
   
1,748
   
701
 
Total current assets
   
81,380
   
86,011
 
               
Property and equipment
   
1,527
   
1,653
 
Goodwill
   
302,786
   
297,935
 
Intangible assets
   
662,290
   
637,197
 
Other long-term assets
   
13,815
   
15,849
 
               
Total Assets
 
$
1,061,798
 
$
1,038,645
 
               
Liabilities and Stockholders’ Equity
             
Current liabilities
             
Accounts payable
 
$
22,584
 
$
18,065
 
Accrued interest payable
   
7,773
   
7,563
 
Income taxes payable
   
64
   
1,795
 
Other accrued liabilities
   
8,714
   
4,582
 
Current portion of long-term debt
   
3,730
   
3,730
 
Total current liabilities
   
42,865
   
35,735
 
               
Long-term debt
   
486,035
   
494,900
 
Other accrued liabilities
   
2,801
   
--
 
Deferred income tax liabilities
   
103,954
   
98,603
 
               
Total liabilities
   
635,655
   
629,238
 
               
Stockholders’ Equity
             
Preferred stock - $0.01 par value
             
Authorized - 5,000 shares
             
Issued and outstanding - None
   
--
   
--
 
Common stock - $0.01 par value
             
Authorized - 250,000 shares
             
Issued and outstanding - 50,060 shares at September 30, 2006 and March 31, 2006
   
501
   
501
 
Additional paid-in capital
   
378,794
   
378,570
 
Treasury stock, at cost - 52 shares at September 30, 2006 and 18 shares at March 31, 2006
   
(36
)
 
(30
)
Accumulated other comprehensive income
   
587
   
1,109
 
Retained earnings
   
46,297
   
29,257
 
Total stockholders’ equity
   
426,143
   
409,407
 
               
Total Liabilities and Stockholders’ Equity
 
$
1,061,798
 
$
1,038,645
 




Prestige Brands Holdings, Inc.
Consolidated Statements of Cash Flows
(Unaudited)

(In thousands)
 
Six Months Ended September 30
 
   
2006
 
2005
 
Operating Activities
         
Net income
 
$
17,040
 
$
13,303
 
Adjustments to reconcile net income to net cash provided by operating activities:
             
Depreciation and amortization
   
4,825
   
5,271
 
Deferred income taxes
   
6,197
   
7,961
 
Amortization of deferred financing costs
   
1,609
   
1,136
 
Stock-based compensation
   
224
   
110
 
Changes in operating assets and liabilities
             
Accounts receivable
   
2,595
   
3,366
 
Inventories
   
5,202
   
(8,054
)
Prepaid expenses and other current assets
   
(1,047
)
 
(104
)
Accounts payable
   
4,494
   
1,020
 
Income taxes payable
   
(1,731
)
 
--
 
Accrued liabilities
   
3,326
   
521
 
Net cash provided by operating activities
   
42,734
   
24,530
 
               
Investing Activities
             
Purchases of equipment
   
(313
)
 
(297
)
Purchase of business
   
(31,242
)
 
--
 
Net cash used for investing activities
   
(31,555
)
 
(297
)
               
               
Financing Activities
             
Repayment of notes
   
(8,865
)
 
(1,865
)
Payment of deferred financing costs
   
--
   
(33
)
Purchase of common stock for treasury
   
(6
)
 
(21
)
Additional costs associated with initial public offering
   
--
   
(63
)
Net cash used for financing activities
   
(8,871
)
 
(1,982
)
               
Increase in cash
   
2,308
   
22,251
 
Cash - beginning of period
   
8,200
   
5,334
 
               
Cash - end of period
 
$
10,508
 
$
27,585
 
               



 



Primary IR Contact

Irinquiries@prestigebrands.com
Prestige Consumer Healthcare Inc.
660 White Plains Road – Ste 250
Tarrytown, NY 10591
Telephone: 914-524-6819

Transfer Agent

AST
6201 15th Avenue
Brooklyn, NY 11219
Telephone: (800) 937-5449
help@astfinancial.com
https://www.astfinancial.com

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