Alphabet Holding Company, Inc. Announces Registered Exchange Offer for 7.75%/8.50% Contingent Cash Pay Senior Notes due 2017

RONKONKOMA, N.Y., Feb. 3, 2014 /PRNewswire/ -- Alphabet Holding Company, Inc. ("Alphabet") has commenced a registered exchange offer for up to $450,000,000 aggregate principal amount of 7.75%/8.50% Contingent Cash Pay Senior Notes due 2017 (the "Private Notes") originally issued on December 12, 2013, in a private placement exempt from the registration requirements of the Securities Act of 1933, as amended (the "Securities Act").  Holders of the Private Notes may exchange them for an equal principal amount of a new issue of 7.75%/8.50% Contingent Cash Pay Senior Notes due 2017 (the "Exchange Notes"), which have been registered under the Securities Act pursuant to an effective registration statement on Form S-4 filed with the U.S. Securities and Exchange Commission (the "SEC"). 

When it issued the Private Notes, Alphabet agreed to file with the SEC a registration statement relating to the exchange offer under which Alphabet would offer the Exchange Notes, containing substantially identical terms to the Private Notes, in exchange for Private Notes that are tendered by the holders of those notes. 

Any Private Notes not tendered for exchange in the exchange offer will remain outstanding and continue to accrue interest, but will not retain any rights under the registration rights agreement, except in limited circumstances. 

The terms of the exchange offer are contained in the exchange offer prospectus and related letter of transmittal. 

The exchange offer will expire at 5:00 p.m., New York City time, on March 4, 2014, unless extended or terminated.  Tenders of the Private Notes must be properly made before the exchange offer expires.  Private Notes tendered in the exchange offer may be withdrawn at any time before the expiration date by following the procedures set forth in the exchange offer prospectus. 

Documents describing the terms of the exchange offer, including the prospectus and transmittal materials for making tenders, can be obtained from the exchange agent, The Bank of New York Mellon, Corporate Trust Operations—Reorganization Unit, 111 Sanders Creek Parkway East Syracuse, NY 13057, Attn: Christopher Landers, Tel: 315-414-3362.

This press release does not constitute an offer to sell any securities or a solicitation of an offer to buy any securities.  The exchange offer will be made only by means of a written prospectus. 

This release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 with respect to Alphabet.  These forward-looking statements include, but are not limited to, statements relating to the proposed expiration date of the exchange offer.  Although Alphabet believes these forward-looking statements are reasonable, Alphabet cautions readers not to place undue reliance on these statements, which are inherently uncertain.  Alphabet cannot guarantee future results, trends, events, levels of activity, performance or achievements, and does not undertake, and specifically declines, any obligation to update, republish or revise forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrences of unanticipated events, except as required by law.  Consequently, readers should regard all forward-looking statements solely as Alphabet 's current plans, estimates and beliefs. 

Alphabet Holding Company, Inc. is the parent of NBTY, Inc. (www.NBTY.com). NBTY, Inc. is the leading vertically integrated manufacturer, marketer, distributor and retailer of high quality vitamins, nutritional supplements and related products in the United States, with operations worldwide.

Press Contact

Michael Collins
Alphabet Holding Company, Inc.
Chief Financial Officer
Tel: +1 631 200 2000

SOURCE Alphabet Holding Company, Inc.




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