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): August 7,
2007
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
August
7, 2007, Prestige Brands Holdings, Inc. (the ‘‘Registrant’’) announced financial
results for the fiscal quarter ended June 30, 2007. A copy of the press
release announcing the Registrant’s earnings results for the fiscal quarter
ended June 30, 2007 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 August 7, 2007 announcing the Registrant's financial results for the fiscal quarter ended June 30, 2007 (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: August
7,
2007
| 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 August 7, 2007 announcing the Registrant's financial results for the fiscal quarter ended June 30, 2007 (furnished only). |
Exhibit
99.1
Prestige
Brands Holdings, Inc. Reports First Quarter Fiscal 2008
Results
Irvington,
NY, August 7, 2007—Prestige Brands Holdings, Inc. (NYSE-PBH), a consumer
products company with a diversified portfolio of well known brands, today
announced results for the first quarter of fiscal year 2008 which ended on
June
30, 2007.
Total
revenues for the first fiscal quarter ended June 30, 2007 were $78.6 million,
4%
higher than total revenues of $75.9 million in the first quarter of fiscal
2007.
First quarter revenues benefited from sales of the Wartner® line of wart
treatment products which was acquired in September 2006. Excluding the effects
of this acquisition, revenues declined by less than 1%.
Operating
income of $23.1 million was $0.2 million, or 1% less than the comparable
period’s operating income of $23.3 million. The reduction in
operating income was due to increases in advertising and promotion, G&A, and
amortization expenses which more than offset the $1.7 million increase in gross
profit which resulted from the increase in revenues.
Net
income for the first quarter ended June 30, 2007 was $8.3 million, or $0.17
fully diluted earnings per share, equal to the prior year comparable
period.
Results
by Segment for the First Quarter Ended June 30, 2007
Revenues
of $42.4 million in the over-the-counter health care products segment were
7%
higher than the prior year comparable period’s revenues of $39.6 million.
Excluding the impact of the Wartner acquisition, organic sales for this segment
declined by 1%. Compound W® wart treatment products and Little Remedies®
pediatric products each posted an increase over the prior year first fiscal
quarter while Chloraseptic® and Clear Eyes® posted declines. In addition, after
three quarters of strong growth, The Doctor’s® line of oral care products was
negatively affected by competitive pressure from both branded and private label
items resulting in a revenue decline for this brand compared to the first
quarter of fiscal 2007.
Revenues
for the Household products segment were $29.9 million, or 1% below the prior
year comparable period sales of $30.1 million. Single digit increases were
posted by the Comet® line, the Company’s largest brand, and by Spic and Span®
household cleaner. Comet™ Spray Gel Mildew Stain
Remover,
the segment’s newest product, continued to gain distribution following its
introduction at the end of the fourth quarter of fiscal 2007. These increases
were offset by a decline in the Chore Boy® household scrubber line.
Revenues
for the Personal Care products segment increased 1%. Each of the three major
brands in this segment, Cutex® nail polish remover, Prell® shampoo and Denorex®
dandruff shampoo experienced sales increases over the prior year comparable
quarter. At $6.3 million, this segment accounted for approximately 8% of first
quarter revenues.
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 an indication of cash available for debt repayment and
acquisition. The Company defines “free cash flow” as operating cash flow less
capital expenditures.
The
Company’s free cash flow for the first quarter ended June 30, 2007 was $8.3
million, composed of operating cash flows of $8.4 million, less capital
expenditures of $0.1 million. During the quarter, the Company repaid
approximately $15.9 million of senior bank debt, bringing total debt to $447.5
million at June 30, 2007.
Commentary
“We
are pleased with the overall sales improvement this period. Although underlying
organic sales were down slightly, the trend improved from the back half of
last
year. We believe this indicates that we are taking the appropriate steps to
deliver sustainable organic growth” said Mark Pettie, Chairman and CEO of
Prestige Brands Holdings, Inc. “Our efforts toward this goal, which we discussed
on our Quarter 4 FY 2007 earnings call, are beginning to gain traction,
particularly in the areas of innovation, strengthened distribution, systematic
cost reduction and international growth,” Mr. Pettie said.
Conference
Call
The
Company will host a conference call to review its first fiscal quarter results
on Tuesday, August 7, 2007 at 9:00am EDT. The toll free number is 800-638-4817.
International callers may dial 617-614-
-2-
3943.
The
conference password is “prestige”. The Company will provide a live internet
webcast of the call, as well as an archived replay, which can be accessed from
the Investor Relations page of www.prestigebrandsinc.com.
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 health care, personal care and
household cleaning products sold throughout the U.S., Canada, and in certain
international markets. 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,
The Doctor’s ® Night Guard™ dental protector, Cutex® nail polish remover, Comet®
and Spic and Span® household cleaners, and other well-known brands.
Forward
Looking Statements
Note:
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
-3-
Prestige
Brands Holdings, Inc.
Consolidated
Statements of Operations
(Unaudited)
|
Three
Months Ended June 30
|
||||||||
|
(In
thousands, except share data)
|
2007
|
2006
|
||||||
|
Revenues
|
||||||||
|
Net
sales
|
$ |
78,041
|
$ |
75,567
|
||||
|
Other
revenues
|
570
|
356
|
||||||
|
Total
revenues
|
78,611
|
75,923
|
||||||
|
Costs
of Sales
|
||||||||
|
Costs
of sales
|
37,322
|
36,325
|
||||||
|
Gross
profit
|
41,289
|
39,598
|
||||||
|
Operating
Expenses
|
||||||||
|
Advertising
and promotion
|
7,786
|
7,402
|
||||||
|
General
and administrative
|
7,646
|
6,434
|
||||||
|
Depreciation
|
124
|
220
|
||||||
|
Amortization
of intangible assets
|
2,627
|
2,193
|
||||||
|
Total
operating expenses
|
18,183
|
16,249
|
||||||
|
Operating
income
|
23,106
|
23,349
|
||||||
|
Other
income (expense)
|
||||||||
|
Interest
income
|
187
|
185
|
||||||
|
Interest
expense
|
(9,874 | ) | (9,977 | ) | ||||
|
Total
other income (expense)
|
(9,687 | ) | (9,792 | ) | ||||
|
Income
before income taxes
|
13,419
|
13,557
|
||||||
|
Provision
for income taxes
|
5,099
|
5,301
|
||||||
|
Net
income
|
$ |
8,320
|
$ |
8,256
|
||||
|
Basic
earnings per share
|
$ |
0.17
|
$ |
0.17
|
||||
|
Diluted
earnings per share
|
$ |
0.17
|
$ |
0.17
|
||||
|
Weighted
average shares outstanding:
|
||||||||
|
Basic
|
49,660
|
49,372
|
||||||
|
Diluted
|
50,038
|
50,005
|
||||||
-4-
Prestige
Brands Holdings, Inc.
Consolidated
Balance Sheets
(Unaudited)
(In
thousands)
|
Assets
|
June
30, 2007
|
March
31, 2007
|
||||||
|
Current
assets
|
||||||||
|
Cash
and cash equivalents
|
$ |
6,164
|
$ |
13,758
|
||||
|
Accounts
receivable
|
37,115
|
35,167
|
||||||
|
Inventories
|
28,510
|
30,173
|
||||||
|
Deferred
income tax assets
|
2,427
|
2,735
|
||||||
|
Prepaid
expenses and other current assets
|
2,419
|
1,935
|
||||||
|
Total
current assets
|
76,635
|
83,768
|
||||||
|
Property
and equipment
|
1,437
|
1,449
|
||||||
|
Goodwill
|
310,947
|
310,947
|
||||||
|
Intangible
assets
|
654,530
|
657,157
|
||||||
|
Other
long-term assets
|
9,128
|
10,095
|
||||||
|
Total
Assets
|
$ |
1,052,677
|
$ |
1,063,416
|
||||
|
Liabilities
and Stockholders’ Equity
|
||||||||
|
Current
liabilities
|
||||||||
|
Accounts
payable
|
$ |
16,392
|
$ |
19,303
|
||||
|
Accrued
interest payable
|
4,609
|
7,552
|
||||||
|
Income
taxes payable
|
1,144
|
--
|
||||||
|
Other
accrued liabilities
|
9,146
|
10,505
|
||||||
|
Current
portion of long-term debt
|
3,550
|
3,550
|
||||||
|
Total
current liabilities
|
34,841
|
40,910
|
||||||
|
Long-term
debt
|
443,913
|
459,800
|
||||||
|
Other
long-term liabilities
|
2,801
|
2,801
|
||||||
|
Deferred
income tax liabilities
|
117,126
|
114,571
|
||||||
|
Total
Liabilities
|
598,681
|
618,082
|
||||||
|
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
–
50,060
shares
|
501
|
501
|
||||||
|
Additional
paid-in capital
|
379,685
|
379,225
|
||||||
|
Treasury
stock, at cost – 57 shares at June 30, 2007
and 55 shares at March 31, 2007
|
(44 | ) | (40 | ) | ||||
|
Accumulated
other comprehensive income
|
199
|
313
|
||||||
|
Retained
earnings
|
73,655
|
65,335
|
||||||
|
Total
stockholders’ equity
|
453,996
|
445,334
|
||||||
|
Total
Liabilities and Stockholders’ Equity
|
$ |
1,052,677
|
$ |
1,063,416
|
||||
-5-
Prestige
Brands Holdings, Inc.
Consolidated
Statements of Cash Flows
(Unaudited)
|
Three
Months Ended June 30
|
||||||||
|
(In
thousands)
|
2007
|
2006
|
||||||
|
Operating
Activities
|
||||||||
|
Net
income
|
$ |
8,320
|
$ |
8,256
|
||||
|
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
||||||||
|
Depreciation
and amortization
|
2,750
|
2,413
|
||||||
|
Deferred
income taxes
|
2,935
|
2,657
|
||||||
|
Amortization
of deferred financing costs
|
780
|
825
|
||||||
|
Stock-based
compensation
|
460
|
(9 | ) | |||||
|
Changes
in operating assets and liabilities, net of the effects of purchases
of
businesses
|
||||||||
|
Accounts
receivable
|
(1,948 | ) |
5,841
|
|||||
|
Inventories
|
1,663
|
2,471
|
||||||
|
Prepaid
expenses and other current assets
|
(483 | ) | (2,181 | ) | ||||
|
Accounts
payable
|
(2,911 | ) | (13 | ) | ||||
|
Income
taxes payable
|
1,144
|
(17 | ) | |||||
|
Accrued
liabilities
|
(4,302 | ) |
1,252
|
|||||
|
Net
cash provided by operating activities
|
8,408
|
21,495
|
||||||
|
Investing
Activities
|
||||||||
|
Purchases
of equipment
|
(111 | ) | (297 | ) | ||||
|
Net
cash used for investing activities
|
(111 | ) | (297 | ) | ||||
|
Financing
Activities
|
||||||||
|
Repayment
of long-term debt
|
(15,887 | ) | (7,932 | ) | ||||
|
Purchase
of common stock for treasury
|
(4 | ) | (6 | ) | ||||
|
Net
cash provided by (used for) financing activities
|
(15,891 | ) | (7,938 | ) | ||||
|
Increase
(decrease) in cash
|
(7,594 | ) |
13,260
|
|||||
|
Cash
- beginning of period
|
13,758
|
8,200
|
||||||
|
Cash
- end of period
|
$ |
6,164
|
$ |
21,460
|
||||
|
Interest
paid
|
$ |
11,973
|
$ |
11,961
|
||||
|
Income
taxes paid
|
$ |
551
|
$ |
2,609
|
||||
-6-
|
Three
Months Ended June 30, 2007
|
||||||||||||||||
|
Over-the-Counter
|
Household
|
Personal
|
||||||||||||||
|
Healthcare
|
Cleaning
|
Care
|
Consolidated
|
|||||||||||||
|
Net
sales
|
$ |
42,426
|
$ |
29,345
|
$ |
6,270
|
$ |
78,041
|
||||||||
|
Other
revenues
|
--
|
542
|
28
|
570
|
||||||||||||
|
Total
revenues
|
42,426
|
29,887
|
6,298
|
78,611
|
||||||||||||
|
Cost
of sales
|
15,386
|
18,393
|
3,543
|
37,322
|
||||||||||||
|
Gross
profit
|
27,040
|
11,494
|
2,755
|
41,289
|
||||||||||||
|
Advertising
and promotion
|
5,881
|
1,628
|
277
|
7,786
|
||||||||||||
|
Contribution
margin
|
$ |
21,159
|
$ |
9,866
|
$ |
2,478
|
33,503
|
|||||||||
|
Other
operating expenses
|
10,397
|
|||||||||||||||
|
Operating
income
|
23,106
|
|||||||||||||||
|
Other
(income) expense
|
9,687
|
|||||||||||||||
|
Provision
for income taxes
|
5,099
|
|||||||||||||||
|
Net
income
|
$ |
8,320
|
||||||||||||||
|
Three
Months Ended June 30, 2006
|
||||||||||||||||
|
Over-the-Counter
|
Household
|
Personal
|
||||||||||||||
|
Healthcare
|
Cleaning
|
Care
|
Consolidated
|
|||||||||||||
|
Net
sales
|
$ |
39,598
|
$ |
29,738
|
$ |
6,231
|
$ |
75,567
|
||||||||
|
Other
revenues
|
356
|
--
|
356
|
|||||||||||||
|
Total
revenues
|
39,598
|
30,094
|
6,231
|
75,923
|
||||||||||||
|
Cost
of sales
|
14,397
|
18,154
|
3,774
|
36,325
|
||||||||||||
|
Gross
profit
|
25,201
|
11,940
|
2,457
|
39,598
|
||||||||||||
|
Advertising
and promotion
|
5,426
|
1,689
|
287
|
7,402
|
||||||||||||
|
Contribution
margin
|
$ |
19,775
|
$ |
10,251
|
$ |
2,170
|
32,196
|
|||||||||
|
Other
operating expenses
|
8,847
|
|||||||||||||||
|
Operating
income
|
23,349
|
|||||||||||||||
|
Other
(income) expense
|
9,792
|
|||||||||||||||
|
Provision
for income taxes
|
5,301
|
|||||||||||||||
|
Net
income
|
$ |
8,256
|
||||||||||||||
-7-