Item 1.01 Entry into a Material Definitive Agreement.
On February 21, 2013, Prestige Brands Holdings, Inc. (the "Company") and its
wholly-owned subsidiary, Prestige Brands, Inc. (the "Borrower") entered into
Amendment No. 1 (the "Amendment") to the Term Loan Credit Agreement (the "Credit
Agreement"), dated as of January 31, 2012, among the Borrower, the Company, the
other guarantors from time to time party thereto, each lender from time to time
party thereto and Citibank, N.A., as administrative agent.
The Amendment provides for the refinancing of all of the Borrower's existing
Term B Loans under the Credit Agreement with new Term B-1 Loans. The interest
rate on the Term B-1 Loans is based, at the Borrower's option, on a LIBOR rate,
plus a margin of 2.75% per annum, with a LIBOR floor of 1.00%, or an alternate
base rate, plus a margin. The new Term B-1 Loans will mature on the same date as
the Term B Loans original maturity date.
In addition, the Amendment provides the Borrower with certain additional
capacity to prepay subordinated debt, its existing 8.125% senior unsecured notes
due 2020 and certain other unsecured indebtedness permitted to be incurred under
the Credit Agreement.
The foregoing description of the Amendment does not purport to be complete and
is qualified in its entirety by reference to the Amendment, a copy of which is
attached to this Current Report as Exhibit 10.1 and is incorporated by reference
herein.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an
Off-Balance Sheet Arrangement of a Registrant.
The disclosures under Item 1.01 of this report are also responsive to Item 2.03
of this report and are incorporated by reference into this Item 2.03.