NEW YORK, June 13, 2007 /PRNewswire-FirstCall via COMTEX News Network/ -- Iconix Brand Group, Inc.
(Nasdaq: ICON) today announced its intention to offer, subject to market and
other conditions, $250 million aggregate principal amount of Convertible
Senior Subordinated Notes due 2012 (the "Notes") in an offering pursuant to
Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"),
through the initial purchasers of the Notes.
Iconix also intends to grant the initial purchasers of the notes an option
to purchase up to an additional $37.5 million aggregate principal amount of
Notes solely to cover over-allotments, if any.
If certain conditions are met, the Notes may be convertible into cash up
to the principal amount of the Notes and, with respect to any excess
conversion value, into cash, shares of Iconix common stock or a combination of
cash and common stock, at Iconix' option. The interest rate, conversion price
and other terms will be determined by negotiations between Iconix and the
initial purchasers of the Notes.
Iconix intends to use a portion of the net offering proceeds to fund a
convertible note hedge transaction and a warrant transaction. Iconix plans to
use the remaining net proceeds from the note offering to invest in or acquire
new brands through mergers, stock or asset purchases and/or other strategic
relationships, although it has no present commitments or agreements with
respect to any such investment or acquisition, and for general corporate
In connection with the convertible note hedge and warrant transactions,
the hedge counterparties have advised Iconix that they or their affiliates
intend to enter into various derivative transactions with respect to the
common stock of Iconix, concurrently with or shortly following pricing of the
Notes. These activities could have the effect of increasing or preventing a
decline in the price of the common stock of Iconix concurrently or following
the pricing of the Notes. In addition, the hedge counterparties or their
affiliates may from time to time, following the pricing of the Notes, enter
into or unwind various derivative transactions with respect to the common
stock of Iconix and/or purchase or sell common stock of Iconix in secondary
market transactions. These activities could have the effect of decreasing the
price of the common stock of Iconix and could affect the price of the Notes.
The convertible note hedge transactions are intended to reduce potential
dilution to Iconix' common stock upon potential future conversion of the
This notice does not constitute an offer to sell or the solicitation of an
offer to buy securities. Any offers of the securities will be made only by
means of an offering memorandum. Iconix' issuance of the Notes and the shares
of Iconix common stock issuable upon conversion have not been, and will not
be, registered under the Securities Act or the securities laws of any other
jurisdiction. Such securities may not be offered or sold in the United States
absent registration or an applicable exemption from registration requirements.
Certain statements and information included in this release constitute
"forward-looking statements" within the meaning of the Federal Private
Securities Litigation Reform Act of 1995. Such forward-looking statements
involve known and unknown risks, uncertainties and other factors which may
cause the actual results, performance or achievements of Iconix to be
materially different from any future results, performance or achievements
expressed or implied in such forward-looking statements. Important factors
that could cause actual results to differ materially from the results
expressed or implied in such forward looking statements include the risk that
the notes offering is not timely consummated or is not consummated at all.
Additional discussion of factors that could cause actual results to differ
materially from management's projections, estimates and expectations is
contained in Iconix' Annual Report on Form 10-K for the fiscal year ended
December 31, 2006 and the other documents Iconix files with the SEC from time
to time. Iconix undertakes no duty to update its forward-looking statements.
Chief Financial Officer
Iconix Brand Group, Inc.
SOURCE Iconix Brand Group, Inc.
Warren Clamen, Chief Financial Officer of Iconix Brand Group, Inc., +1-212-730-0030