Prestige Consumer (NYSE: PBH) closes LaCorium deal, prices $400M notes
Rhea-AI Filing Summary
Prestige Consumer Healthcare Inc. completed its acquisition of Australian skincare company LaCorium Health for approximately $150 million in cash on July 1, 2026, funded with cash on hand and existing credit facilities. LaCorium generates about $40 million in annual revenue and is expected to contribute roughly $12 million in EBITDA once fully integrated.
The company amended its Term Loan Credit Agreement and borrowed $95 million of additional term loans to help finance the acquisition. Prestige also priced a private offering of $400 million in 6.25% senior unsecured notes due 2034, with plans to use the proceeds and cash on hand to redeem all $400 million of existing 5.125% Senior Notes due January 2028. Prestige will report first quarter fiscal 2027 results on August 6, 2026.
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Insights
Prestige funds LaCorium with term debt and refinances $400M notes.
Prestige Consumer Healthcare is layering new term loans and senior notes onto its balance sheet to fund the $150 million LaCorium acquisition and refinance existing bonds. LaCorium adds about $40 million in revenue and expected $12 million in EBITDA after synergies.
The new $400 million 6.25% senior notes due 2034 will redeem all $400 million of 5.125% notes due 2028, extending maturities but at a higher coupon. A separate $95 million term loan under the amended Term Loan Credit Agreement directly supports the acquisition funding.
Overall leverage and interest expense will depend on future earnings and integration of LaCorium. The company states that the change in interest expense is contemplated in its medium-term outlook provided on May 13, 2026, so subsequent filings and the August 6, 2026 earnings release will show how these moves flow through results.
8-K Event Classification
4 items: 1.01, 2.03, 7.01, 9.01
4 items
Item 1.01
Entry into a Material Definitive Agreement
Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03
Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement
Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
LaCorium purchase price: $150 million cash
Additional term loan: $95,000,000
New senior notes: $400 million 6.25% due 2034
+4 more
7 metrics
LaCorium purchase price
$150 million cash
Acquisition consideration under definitive agreement announced May 13, 2026
Additional term loan
$95,000,000
Borrowed under amended Term Loan Credit Agreement to finance LaCorium
New senior notes
$400 million 6.25% due 2034
Senior unsecured notes of Prestige Brands, Inc. in private offering
Existing notes to be redeemed
$400 million 5.125% due January 2028
Redemption funded by new notes and cash on hand
LaCorium annual revenue
$40 million
Approximate yearly revenue generated by LaCorium
Expected LaCorium EBITDA
$12 million
EBITDA including anticipated synergies once fully integrated
Earnings release date
August 6, 2026
First quarter fiscal 2027 results announcement and call
Key Terms
Term Loan Credit Agreement, senior unsecured notes, Rule 144A, Regulation S, +2 more
6 terms
Term Loan Credit Agreement financial
"entered into an amendment (the “Amendment”) to that certain Term Loan Credit Agreement"
A term loan credit agreement is a formal contract where a borrower receives a fixed sum of money from a lender and agrees to repay it over a set period with interest, much like a multi‑year mortgage or car loan for a business. It matters to investors because the size, cost and rules of the loan affect a company’s cash flow, risk of default and ability to invest or pay dividends; restrictive conditions can also force operational changes.
senior unsecured notes financial
"a private offering of $400,000,000 of senior unsecured notes due 2034"
Senior unsecured notes are a type of loan a company borrows from investors, promising to pay back with interest. They are called "unsecured" because they aren’t backed by specific assets like buildings or equipment, but "senior" because they are paid back before other debts if the company gets into trouble. Investors see them as a relatively safer way for companies to raise money.
Rule 144A regulatory
"offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act"
Rule 144A is a regulation that makes it easier for companies to sell private bonds to large investors without going through all the usual rules that apply to public sales. It matters because it helps companies raise money more quickly and privately, often attracting big investors looking for special deals.
Regulation S regulatory
"outside the United States, to persons other than “U.S. persons” in compliance with Regulation S"
Regulation S is a set of rules that allows companies to sell securities (like shares or bonds) to investors outside the United States without having to follow all U.S. securities laws. It matters because it makes it easier for companies to raise money from international investors while still complying with U.S. regulations.
EBITDA financial
"expected to generate approximately $12 million in EBITDA, including the benefits from anticipated synergies"
EBITDA stands for earnings before interest, taxes, depreciation, and amortization. It measures a company's profitability by focusing on the money it makes from its core operations, ignoring expenses like taxes and accounting adjustments. Investors use EBITDA to compare how well different companies are performing financially, as it provides a clearer picture of operational success without the influence of financial structure or accounting choices.
qualified institutional buyers financial
"offered only to qualified institutional buyers in reliance on Rule 144A"
Qualified institutional buyers are large organizations, like big investment firms or banks, that are allowed to buy certain types of investment opportunities not available to everyday investors. Their size and experience matter because it ensures they understand and can handle complex financial deals, making markets more efficient and secure.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What acquisition did Prestige Consumer Healthcare (PBH) complete and for how much?
Prestige Consumer Healthcare completed the acquisition of LaCorium Health for approximately $150 million in cash. The deal closed on July 1, 2026 under a definitive agreement first announced on May 13, 2026, and was funded with cash on hand and existing credit facilities.
How much revenue and EBITDA is LaCorium expected to add to Prestige Consumer Healthcare (PBH)?
LaCorium generates approximately $40 million in annual revenue and is expected to contribute about $12 million in EBITDA once fully integrated. That EBITDA figure includes anticipated synergy benefits, reflecting efficiency gains Prestige expects after combining LaCorium with its existing consumer healthcare operations.
What are the key terms of Prestige Consumer Healthcare’s new $400 million senior notes?
Prestige priced $400 million in 6.25% senior unsecured notes due 2034 in a private offering. The notes are obligations of Prestige Brands, Inc., guaranteed by Prestige Consumer Healthcare and certain domestic subsidiaries, and are offered to qualified institutional buyers under Rule 144A and Regulation S.
How will Prestige Consumer Healthcare (PBH) use proceeds from the $400 million notes offering?
Prestige intends to use the net proceeds from the $400 million notes, together with cash on hand, to redeem all $400 million of its outstanding 5.125% Senior Notes due January 2028, and to pay related fees and expenses associated with the refinancing transaction.
What additional borrowing did Prestige Consumer Healthcare undertake for the LaCorium deal?
Through an amendment to its Term Loan Credit Agreement, Prestige’s subsidiary borrowed $95 million in additional term loans. These borrowings were permitted under the amendment and were used to finance, in part, the LaCorium acquisition and associated transaction fees and expenses at closing.
When will Prestige Consumer Healthcare report first quarter fiscal 2027 results?
Prestige Consumer Healthcare plans to release its first quarter fiscal 2027 earnings on Thursday, August 6, 2026, before the market opens. Management will host a conference call at 8:30 a.m. ET, with access via webcast and phone registration from the company’s investor relations website.
How significant is LaCorium’s market position in Australia for Prestige Consumer Healthcare?
LaCorium holds the #1 market position in lip care and the #3 position in foot care in Australia. Approximately 75% of its sales come from Australia, giving Prestige a strong presence in local therapeutic skincare categories under brands like Dermal Therapy, Flexitol, and Crampeze.
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): June 30, 2026
(Exact Name of Registrant as Specified in Charter)
| (State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification No.) | ||||||||||||
(Address of Principal Executive Offices) (Zip Code)
(914 524-6800
(Registrant's telephone number, including area code)
(Former Name or Former Address, if Changed Since Last Report.)
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 (see General Instruction A.2. below):
| Securities registered pursuant to Section 12(b) of the Act: | ||||||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter).
| Emerging Growth Company | |||||
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
☐
Item 1.01 Entry into a Material Definitive Agreement.
On July 1, 2026 (the “Closing Date”), Prestige Consumer Healthcare Inc. (the “Company”) and its wholly-owned subsidiary, Prestige Brands, Inc. (the “Borrower”), entered into an amendment (the “Amendment”) to that certain Term Loan Credit Agreement (the “Term Loan Credit Agreement”) by and among the Company, the Borrower, certain other subsidiaries of the Company as guarantors, Citibank, N.A. as administrative agent, the lenders party thereto and Citibank, N.A., Barclays Bank PLC, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA and RBC Capital Markets, as joint lead arrangers and joint bookrunners. Under the Amendment, the Borrower is permitted to borrow additional term loans in an amount not to exceed $95.0 million that may be used by the Borrower to finance, in part, the previously announced acquisition of LaCorium Health Australia Pty Limited, Stantail Trading Pty Limited, Stantail International Pty Limited, Brands Worldwide Holdings I.P. Pty Limited, and Laderma Holdings Pty Limited, each an Australian company (the “LaCorium Acquisition”), together with fees and expenses incurred in connection with the LaCorium Acquisition.
The foregoing description of the Amendment and the transactions contemplated thereby do not purport to be complete and are qualified in their entirety by reference to the Amendment, a copy of which will be filed as an exhibit to the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2026.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off Balance Sheet Arrangement of a Registrant.
Also on the Closing Date, the Borrower borrowed $95,000,000 under the Amendment to finance the LaCorium Acquisition, which closed on the Closing Date, together with fees and expenses incurred in connection with the closing of the LaCorium Acquisition.
Item 7.01 Regulation FD Disclosure.
On June 30, 2026, the Company issued a press release announcing the commencement of a private offering of $400,000,000 of senior unsecured notes due 2034 (the “Notes”). A copy of the press release is furnished herewith as Exhibit 99.1 and is incorporated herein by reference.
On July 6, 2026, the Company issued a press release announcing the completion of the LaCorium Acquisition and the pricing of the private offering of the Notes. A copy of the press release is furnished herewith as Exhibit 99.2 and is incorporated herein by reference.
The information provided in this Item 7.01, including Exhibits 99.1 and 99.2 attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that section, nor shall such information be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by the specific reference in such filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
| Exhibit | Description | |||||||
| 99.1 | Press Release dated June 30, 2026, announcing the commencement of the private offering of the Notes. | |||||||
| 99.2 | Press Release dated July 6, 2026, announcing the closing of the LaCorium Acquisition and the pricing of the private offering of the Notes. | |||||||
| 104 | Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document). | |||||||
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: July 6, 2026 | PRESTIGE CONSUMER HEALTHCARE INC. | ||||||||||
| By: | /s/ Christine Sacco | ||||||||||
| Christine Sacco | |||||||||||
| Chief Financial Officer & Chief Operating Officer | |||||||||||
Exhibit 99.1
Prestige Consumer Healthcare Inc. Announces Offering of $400 Million Senior Notes
July 6, 2026
TARRYTOWN, N.Y., July 6, 2026 (GLOBE NEWSWIRE) -- Prestige Consumer Healthcare Inc. (NYSE: PBH) (the “Company”) announced today that its wholly-owned subsidiary, Prestige Brands, Inc. (“Prestige Brands”), intends to offer, subject to market and other conditions, up to $400 million in aggregate principal amount of new senior notes due 2034 (the “notes”) in a private offering. The notes will be senior unsecured obligations of Prestige Brands and will be guaranteed by the Company and certain of its domestic subsidiaries.
The Company intends to use the net proceeds from the proposed offering, together with cash on hand, to redeem all $400 million of Prestige Brands’ outstanding 5.125% Senior Notes due 2028 (the “2028 notes”), and to pay related fees and expenses.
Prestige Brands expects to give notice of its intention to redeem the 2028 notes pursuant to the indenture governing the 2028 notes, at a redemption price equal to 100.0% of the principal amount thereof, plus accrued and unpaid interest to the date of redemption. The redemption of the 2028 notes is conditioned on the completion of an offering of new unsecured senior notes in an aggregate principal amount of at least $400 million (the “Financing Condition”). Prestige Brands may waive the Financing Condition in its sole discretion.
The notes and related guarantees are being offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes and related guarantees. Any offers of the notes and related guarantees will be made only by means of a private offering memorandum. The notes and related guarantees have not been registered under the Securities Act, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.
About Prestige Consumer Healthcare Inc.
Prestige Consumer Healthcare markets, sells, manufactures and distributes consumer healthcare products to retail outlets throughout the U.S. and Canada, Australia, and in certain other international markets. The Company’s diverse portfolio of brands include Breathe Right® nasal strips, Monistat® and Summer’s Eve ® women’s health products, BC ® and Goody’s ® pain relievers, Clear Eyes® and TheraTears® eye care products, DenTek® specialty oral care products, Dramamine® motion sickness treatments, Fleet® enemas and glycerin suppositories, Chloraseptic® and Luden’s ® sore throat treatments and drops, Compound W® wart treatments, Little Remedies® pediatric over-the-counter products, Boudreaux’s Butt Paste ® diaper rash ointments, Nix® lice treatment, Debrox® earwax remover, Gaviscon® antacid in Canada, and Hydralyte® rehydration products and the Fess® line of nasal and sinus care products in Australia.
Note Regarding Forward-Looking Statements
This news release contains “forward-looking statements” within the meaning of the federal securities laws that are 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 “intends,” “expects,” “may,” and “will” (or the negative or other derivatives of each of these terms) or similar terminology. The “forward-looking statements” include, without limitation, statements regarding the Company’s expectations regarding the offering of the notes and the redemption of the 2028 notes. These 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 expected as a result of a variety of factors, including general economic and business conditions. A discussion of other factors that could cause results to vary is included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2026 and other periodic reports filed with the Securities and Exchange Commission.
Investor Relations Contact
Phil Terpolilli, CFA, 914-524-6819
irinquiries@prestigebrands.com
Source: Prestige Consumer Healthcare Inc.
Source: Prestige Consumer Healthcare Inc.
Exhibit 99.2
Prestige Consumer Healthcare Inc Completes Acquisition of LaCorium Health, Prices $400 Million Senior Notes Offering, and Announces First Quarter Fiscal 2027 Earnings Results Date
TARRYTOWN, N.Y., July 6, 2026 (GLOBE NEWSWIRE) -- Prestige Consumer Healthcare Inc. (NYSE:PBH) (“Prestige”) today announced that it has closed the previously announced acquisition of LaCorium Health (“LaCorium”), priced a private offering of $400 million in senior notes, and will report its first quarter fiscal 2027 results on August 6, 2026.
Completion of LaCorium Health Acquisition
The Company completed the acquisition on July 1, 2026. The closing was finalized pursuant to the terms of the definitive agreement announced on May 13, 2026, under which Prestige agreed to acquire LaCorium for approximately $150 million in cash. The Company financed the transaction with cash on hand and existing credit facilities.
Founded in Australia and introduced in 1998, LaCorium is a leader in Australian therapeutic skin care designed to treat individual skin ailments. Products are sold under the Dermal Therapy®, Flexitol®, and Crampeze® brands in need-state categories such as lip care (cold sores), skin care (eczema & acne), foot care (heel balm, antifungal), hair & scalp (eczema), and more. Approximately 75% of LaCorium’s sales are generated in Australia, where the brand holds the #1 market position in lip care and the #3 position in foot care.
LaCorium generates approximately $40 million in revenue annually and is expected to generate approximately $12 million in EBITDA, including the benefits from anticipated synergies, once the business is fully integrated. The Company expects LaCorium to deliver strong long-term revenue growth, supported by category growth, innovation, and continued geographic expansion.
Pricing of Senior Notes Offering
Prestige has also priced an offering of $400 million in aggregate principal amount of 6.25% senior notes due 2034 (the “notes”) in a private offering. The sale of the notes is expected to be completed on or about July 15, 2026, subject to customary closing conditions. The notes will be senior unsecured obligations of Prestige Brands, Inc. and will be guaranteed by the Company and certain of its domestic subsidiaries. The Company intends to use the net proceeds from the offering, together with cash on hand, to redeem all $400 million of Prestige’s’ outstanding 5.125% Senior Notes due January 2028, and to pay related fees and expenses. The change in interest expense is contemplated in Prestige’s medium-term outlook provided on May 13, 2026.
The notes and related guarantees are being offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”) or, outside the United States, to persons other than “U.S. persons” in compliance with Regulation S under the Securities Act. This press release does not constitute an offer to sell or the solicitation of an offer to buy the notes and related guarantees. Any offers of the notes and related guarantees will be made only by means of a private offering memorandum. The notes and related guarantees have not been registered under the Securities Act, or the securities laws of any other jurisdiction, and may not be offered or sold in the United States without registration or an applicable exemption from registration requirements.
First Quarter Fiscal 2027 Earnings Call
The Company will issue its fiscal 2027 first quarter earnings release on Thursday, August 6, 2026 before the market open. The Company will host a conference call to discuss the results that same morning at 8:30 a.m. ET.
Exhibit 99.2
To participate in the live Internet webcast of the conference call, it can be accessed from the Investor Relations page of www.prestigeconsumerhealthcare.com. To participate in the conference call via phone, participants may register for the call here to receive dial-in details and a unique pin. While not required, it is recommended to join 10 minutes prior to the event start.
A conference call replay will be available for approximately one week following completion of the live call and can be accessed on the Company’s Investor Relations page.
About Prestige Consumer Healthcare Inc.
Prestige Consumer Healthcare markets, sells, manufactures and distributes consumer healthcare products to retail outlets throughout the U.S. and Canada, Australia, and in certain other international markets. The Company’s diverse portfolio of brands include Breathe Right® nasal strips, Monistat® and Summer’s Eve® women's health products, BC® and Goody's® pain relievers, Clear Eyes® and TheraTears® eye care products, DenTek® specialty oral care products, Dramamine® motion sickness treatments, Fleet® enemas and glycerin suppositories, Chloraseptic® and Luden's® sore throat treatments and drops, Compound W® wart treatments, Little Remedies® pediatric over-the-counter products, Boudreaux’s Butt Paste® diaper rash ointments, Nix® lice treatment, Debrox® earwax remover, Gaviscon® antacid in Canada, and Hydralyte® rehydration products and the Fess® line of nasal and sinus care products in Australia. Visit the Company's website at www.prestigeconsumerhealthcare.com.
Note Regarding Forward-Looking Statements
This news release contains “forward-looking statements” within the meaning of the federal securities laws that are 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 “expected,” “will,” and “intends” (or the negative or other derivatives of each of these terms) or similar terminology. The “forward-looking statements” include, without limitation, statements regarding the Company’s expectations regarding the completion of the sale of the notes and the redemption of the 2028 notes. These 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 expected as a result of a variety of factors, including general economic and business conditions. A discussion of other factors that could cause results to vary is included in the Company’s Annual Report on Form 10-K for the fiscal year ended March 31, 2026 and other periodic reports filed with the Securities and Exchange Commission.
Investor Relations Contact
Phil Terpolilli, CFA, 914-524-6819
irinquiries@prestigebrands.com