Iconix Brand Group Completes Securitization Transaction
NEW YORK, Nov. 30, 2012 /PRNewswire/ -- Iconix Brand Group, Inc. (Nasdaq: ICON) ("Iconix" or the "Company") today announced that certain of its subsidiaries have completed the issuance of the previously announced $600 million of Series 2012-1, Class A-2 Fixed Rate Senior Secured Notes (the "Fixed Rate Notes") in a private transaction. The Fixed Rate Notes will have an expected life of seven years and bear interest at 4.229% per annum, payable quarterly.
Those subsidiaries have also entered into a note purchase agreement pursuant to which they can draw down up to $100 million of Series 2012-1, Class A-1 Variable Funding Notes (the "Variable Funding Notes") on a revolving basis in a private transaction. No amounts were borrowed under the Variable Funding Notes at closing. There is a 0.5% annual commitment fee on the unused portion of the Variable Funding Notes facility.
Iconix used approximately $150 million of the proceeds received from the issuance of the Fixed Rate Notes to repay amounts outstanding under its existing revolving credit facility and approximately $20 million to pay the costs associated with the securitized financing transaction. In addition, $225 million of the proceeds from the Fixed Rate Notes will be used to finance the Company's purchase of the Umbro brand. The Company intends to use the remaining proceeds for general corporate purposes, including potential acquisitions and/or share repurchases.
The Fixed Rate Notes were offered and sold to certain eligible purchasers pursuant to Rule 144A and to certain persons in offshore transactions in reliance on Regulation S, each under the Securities Act of 1933, as amended (the "Securities Act"). These securities have not been registered under the Securities Act or any state securities laws, and, unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and any applicable state securities laws.
This press release is neither an offer to sell nor the solicitation of an offer to buy the notes or any other security, and shall not constitute an offer, solicitation or sale of the notes or any other security in any jurisdiction in which such offer, solicitation or sale would be unlawful. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act.
About Iconix Brand Group, Inc.
Iconix Brand Group, Inc. owns, licenses and markets a growing portfolio of consumer brands including: CANDIE'S (R), BONGO (R), BADGLEY MISCHKA (R), JOE BOXER (R), RAMPAGE (R), MUDD (R), MOSSIMO (R), LONDON FOG (R), OCEAN PACIFIC (R), DANSKIN (R), ROCAWEAR (R), CANNON (R), ROYAL VELVET (R), FIELDCREST (R), CHARISMA (R), STARTER (R), WAVERLY (R), ZOO YORK (R), ED HARDY (R) and SHARPER IMAGE (R). In addition, Iconix owns interests in the ARTFUL DODGER (R), ECKO (R), MARC ECKO (R), MATERIAL GIRL (R), PEANUTS (R) and TRUTH OR DARE (R) brands. The Company licenses its brands to a network of leading retailers and manufacturers that touch every major segment of retail distribution from the luxury market to the mass market in both the U.S. and worldwide. Through its in-house business development, merchandising, advertising and public relations departments Iconix manages its brands to drive greater consumer awareness and equity.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995. The statements that are not historical facts contained in this press release are "forward-looking statements" within the meaning of U.S. federal securities laws that involve a number of known and unknown risks, uncertainties and other factors, all of which are difficult or impossible to predict and many of which are beyond the control of the Company, which may cause the actual results, performance or achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements. Such factors include, but are not limited to, uncertainty regarding the results of the Company's acquisition of additional licenses, continued market acceptance of current products and the ability to successfully develop and market new products particularly in light of rapidly changing fashion trends, the impact of supply and manufacturing constraints or difficulties relating to the Company's licensees' dependence on foreign manufacturers and suppliers, uncertainties relating to customer plans and commitments, the ability of licensees to successfully market and sell branded products, competition, uncertainties relating to economic conditions in the markets in which the Company operates, the ability to hire and retain key personnel, the ability to obtain capital if required, the risks of litigation and regulatory proceedings, the risks of uncertainty of trademark protection, the uncertainty of marketing and licensing acquired trademarks and other risks detailed in the Company's filings with the Securities and Exchange Commission. The words "believe", "anticipate," "expect", "confident", "will", "project", "provide" "guidance" and similar expressions identify forward-looking statements. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date the statement was made, and the Company undertakes no obligation to revise or update any forward-looking statements to reflect events or circumstances that may arise after the date of such statements.
Iconix Brand Group
SOURCE Iconix Brand Group, Inc.