Annual Report — Form 10-K — Sect. 13 / 15(d) – SEA’34 Filing Table of Contents
Document/ExhibitDescriptionPagesSize
1: 10-K Annual Report HTML 1.96M
2: EX-4.6 Instrument Defining the Rights of Security Holders HTML 43K
3: EX-10.23 Material Contract HTML 90K
4: EX-10.34 Material Contract HTML 42K
5: EX-10.35 Material Contract HTML 68K
6: EX-21.1 Subsidiaries List HTML 34K
7: EX-23.1 Consent of Experts or Counsel HTML 31K
8: EX-31.1 Certification -- §302 - SOA'02 HTML 40K
9: EX-31.2 Certification -- §302 - SOA'02 HTML 40K
10: EX-32.1 Certification -- §906 - SOA'02 HTML 33K
11: EX-32.2 Certification -- §906 - SOA'02 HTML 33K
18: R1 Document and Entity Information HTML 59K
19: R2 Consolidated Statements of Income and HTML 120K
Comprehensive Income
20: R3 Consolidated Balance Sheets HTML 119K
21: R4 Consolidated Balance Sheets (Parentheticals) HTML 49K
22: R5 Consolidated Statements of Changes in HTML 108K
Stockholders' Equity and Comprehensive Income
23: R6 Consolidated Statements of Cash Flows HTML 169K
24: R7 Business and Basis of Presentation HTML 81K
25: R8 Acquisitions HTML 121K
26: R9 Accounts Receivable HTML 46K
27: R10 Inventories HTML 42K
28: R11 Property and Equipment HTML 48K
29: R12 Goodwill HTML 118K
30: R13 Intangible Assets HTML 239K
31: R14 Other Accrued Liabilities HTML 50K
32: R15 Long-Term Debt HTML 102K
33: R16 Fair Value Measurements HTML 59K
34: R17 Stockholders' Equity HTML 42K
35: R18 Earnings Per Share HTML 62K
36: R19 Share-Based Compensation HTML 149K
37: R20 Accumulated Other Comprehensive Income (Loss) HTML 41K
38: R21 Income Taxes HTML 151K
39: R22 Commitments and Contingencies HTML 69K
40: R23 Concentrations of Risk HTML 40K
41: R24 Business Segments HTML 310K
42: R25 Unaudited Quarterly Financial Information HTML 206K
43: R26 Condensed Consolidating Financial Statements HTML 1.31M
44: R27 Subsequent Events HTML 35K
45: R28 Schedule II Valuation and Qualifying Accounts HTML 89K
46: R29 Business and Basis of Presentation (Policies) HTML 129K
47: R30 Business and Basis of Presentation (Tables) HTML 50K
48: R31 Acquisitions (Tables) HTML 103K
49: R32 Accounts Receivable (Tables) HTML 43K
50: R33 Inventories (Tables) HTML 42K
51: R34 Property and Equipment (Tables) HTML 50K
52: R35 Goodwill (Tables) HTML 110K
53: R36 Intangible Assets (Tables) HTML 222K
54: R37 Other Accrued Liabilities (Tables) HTML 49K
55: R38 Long-Term Debt Long-Term Debt (Tables) HTML 65K
56: R39 Fair Value Measurements (Tables) HTML 52K
57: R40 Earnings Per Share (Tables) HTML 59K
58: R41 Share-Based Compensation (Tables) HTML 128K
59: R42 Accumulated Other Comprehensive Income (Loss) HTML 40K
(Tables)
60: R43 Income Taxes (Tables) HTML 155K
61: R44 Commitments and Contingencies (Tables) HTML 67K
62: R45 Business Segments (Tables) HTML 285K
63: R46 Unaudited Quarterly Financial Information (Tables) HTML 205K
64: R47 Condensed Consolidating Financial Statements HTML 1.30M
(Tables)
65: R48 Business and Basis of Presentation (Details) HTML 32K
66: R49 Business and Basis of Presentation (Property and HTML 38K
Equipment) (Details)
67: R50 Business and Basis of Presentation (Intangible HTML 36K
Assets) (Details)
68: R51 Business and Basis of Presentation (Cost of Sales) HTML 36K
(Details)
69: R52 Business and Basis of Presentation (Recently HTML 38K
Issued Accounting Standards) (Details)
70: R53 Acquisitions (Narrative) (Details) HTML 101K
71: R54 Acquisitions (Allocations) (Details) HTML 105K
72: R55 Acquisitions (Pro Forma) (Details) HTML 43K
73: R56 Accounts Receivable (Details) HTML 43K
74: R57 Inventories (Details) HTML 43K
75: R58 Property and Equipment (Details) HTML 52K
76: R59 Goodwill (Details) HTML 62K
77: R60 Goodwill (Narrative) (Details) HTML 71K
78: R61 Intangible Assets (Details) HTML 122K
79: R62 Intangible Assets (Narrative) (Details) HTML 148K
80: R63 Intangible Assets (Expected Amortization Expense) HTML 47K
(Details)
81: R64 Other Accrued Liabilities (Details) HTML 60K
82: R65 Long-Term Debt (Narrative 2012 Senior Notes) HTML 44K
(Details)
83: R66 Long-Term Debt (Narrative 2012 Term Loan and 2012 HTML 174K
ABL Revolver) (Details)
84: R67 Long-Term Debt (Narrative 2013 Senior Notes) HTML 40K
(Details)
85: R68 Long-Term Debt (Narrative 2016 Bridge Term Loans) HTML 55K
(Details)
86: R69 Long-Term Debt (Narrative 2016 Senior Notes) HTML 40K
(Details)
87: R70 Long-Term Debt (Narrative Redemptions and HTML 78K
Restrictions) (Details)
88: R71 Long-Term Debt (Schedule of Long-term Debt) HTML 77K
(Details)
89: R72 Long-Term Debt (Maturities of Long-term Debt) HTML 51K
(Details)
90: R73 Fair Value Measurements (Details) HTML 59K
91: R74 Stockholders' Equity (Details) HTML 54K
92: R75 Earnings Per Share (Details) HTML 59K
93: R76 Earnings Per Share (Antidilutive Securities) HTML 37K
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94: R77 Share-Based Compensation (Narrative) (Details) HTML 165K
95: R78 Share-Based Compensation (Restricted Shares HTML 61K
Activity) (Details)
96: R79 Share-Based Compensation (Stock Option Valuation HTML 43K
Assumptions) (Details)
97: R80 Share-Based Compensation (Stock Option Activity) HTML 72K
(Details)
98: R81 Accumulated Other Comprehensive Income (Loss) HTML 41K
(Components of AOCI) (Details)
99: R82 Income Taxes (Narrative) (Details) HTML 54K
100: R83 Income Taxes (Income Before Continuing Operations) HTML 43K
(Details)
101: R84 Income Taxes (Components of Provision for Income HTML 59K
Taxes) (Details)
102: R85 Income Taxes (Components of Deferred Tax Balances) HTML 67K
(Details)
103: R86 Income Taxes (Reconciliation of Effective Tax HTML 78K
Rate) (Details)
104: R87 Income Taxes (Uncertain Tax Liability Activity) HTML 39K
(Details)
105: R88 Commitments and Contingencies (Future Minimum HTML 63K
Rental Payments) (Details)
106: R89 Commitments and Contingencies (Long-term Supply HTML 47K
Agreement) (Details)
107: R90 Concentrations of Risk (Details) HTML 58K
108: R91 Business Segments (Information on Operating and HTML 108K
Reportable Segments) (Details)
109: R92 Business Segments (Revenue by Product) (Details) HTML 127K
110: R93 Business Segments (Narrative) (Details) HTML 46K
111: R94 Business Segments (Assets by Segment) (Details) HTML 56K
112: R95 Unaudited Quarterly Financial Information HTML 107K
(Details)
113: R96 Condensed Consolidating Financial Statements HTML 201K
(Condensed Consolidating Statements of Income and
Comprehensive Income) (Details)
114: R97 Condensed Consolidating Financial Statements HTML 199K
(Condensed Consolidating Balance Sheet) (Details)
115: R98 Condensed Consolidating Financial Statements HTML 448K
(Condensed Consolidating Statement of Cash Flows)
(Details)
116: R99 Subsequent Events (Details) HTML 62K
117: R100 Schedule II Valuation and Qualifying Accounts HTML 55K
(Details)
119: XML IDEA XML File -- Filing Summary XML 207K
118: EXCEL IDEA Workbook of Financial Reports XLSX 169K
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‘EX-4.6’ — Instrument Defining the Rights of Security Holders
Supplemental Indenture (this “Supplemental Indenture”), dated as of April 4, 2016, among DenTek Holdings, Inc., a Delaware corporation, DenTek Oral Care, Inc., a Tennessee corporation (each, a “Guaranteeing Subsidiary”), each a subsidiary of Prestige Brands, Inc., a Delaware corporation (the “Issuer”),
and U.S. Bank National Association, a national banking association, as trustee (the “Trustee”).
W I T N E S S E T H
WHEREAS, the Issuer has heretofore executed and delivered to the Trustee an Indenture (the “Indenture”), dated as of February 19, 2016, providing for the issuance of an unlimited aggregate principal amount of 6.375% Senior Notes due 2024 (the “Notes”);
WHEREAS, the Indenture provides
that under certain circumstances the Guaranteeing Subsidiary shall execute and deliver to the Trustee a supplemental indenture pursuant to which the Guaranteeing Subsidiary shall unconditionally guarantee all of the Issuer’s Obligations under the Notes and the Indenture on the terms and conditions set forth herein and under the Indenture (the “Guarantee”); and
WHEREAS, pursuant to Section 9.01 of the Indenture, the Trustee is authorized to execute and deliver this Supplemental Indenture.
NOW
THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt of which is hereby acknowledged, the parties mutually covenant and agree for the equal and ratable benefit of the Holders as follows:
(1) Capitalized Terms. Capitalized terms used herein without definition shall have the meanings assigned to them in the Indenture.
(2) Agreement to Guarantee. The Guaranteeing Subsidiary acknowledges that it has received and reviewed a copy of the Indenture and all other documents it deems necessary to review in order to enter into this Supplemental Indenture,
and acknowledges and agrees to (i) join and become a party to the Indenture as indicated by its signature below; (ii) be bound by the Indenture, as of the date hereof, as if made by, and with respect to, each signatory hereto; and (iii) perform all obligations and duties required of a Guarantor pursuant to the Indenture. The Guaranteeing Subsidiary hereby agrees to provide an unconditional Guarantee on the terms and subject to the conditions set forth in the Indenture, including, but not limited to, Article 10 thereof.
(3) Execution and Delivery. The
Guaranteeing Subsidiary agrees that the Guarantee shall remain in full force and effect notwithstanding the absence of the endorsement of any notation of such Guarantee on the Notes.
(4) No Recourse Against Others. No past, present or future director, officer, employee, incorporator, member, partner or stockholder of the Issuer or any Guaranteeing Subsidiary (other than the Issuer and the Guarantors) shall have any liability for any obligations of the Issuer or the Guarantors (including the Guaranteeing Subsidiary) under the Notes, any Guarantees, the Indenture or this Supplemental Indenture or for any claim based on, in respect of, or by reason of, such obligations or their creation. Each Holder by
accepting Notes waives and releases all such liability. The waiver and release are part of the consideration for issuance of the Notes.
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(5) Governing Law. THIS SUPPLEMENTAL INDENTURE, AND THE RIGHTS AND DUTIES OF THE PARTIES HEREUNDER, WILL BE GOVERNED BY AND CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK.
(6) Counterparts. The parties may sign any number of copies of this Supplemental Indenture. Each signed copy shall be an original, but all of them together represent the same agreement. This
Supplemental Indenture may be executed in multiple counterparts which, when taken together, shall constitute one instrument. The exchange of copies of this Supplemental Indenture and of signature pages by facsimile or PDF transmissions shall constitute effective execution and delivery of this Supplemental Indenture as to the parties hereto and may be used in lieu of the original Supplemental Indenture for all purposes. Signatures of the parties hereto transmitted by facsimile or PDF shall be deemed to be their original signatures for all purposes.
(7) Effect
of Headings. The Section headings herein are for convenience only and shall not affect the construction hereof.
(8) The Trustee. The Trustee shall not be responsible in any manner whatsoever for or in respect of the validity or sufficiency of this Supplemental Indenture or for or in respect of the recitals contained herein, all of which recitals are made solely by the Guaranteeing Subsidiary.
(9) Benefits Acknowledged. The Guaranteeing Subsidiary’s Guarantee is subject to the terms and conditions set forth in the Indenture. The Guaranteeing Subsidiary acknowledges that it will receive
direct and indirect benefits from the financing arrangements contemplated by the Indenture and this Supplemental Indenture and that the guarantee and waivers made by it pursuant to this Guarantee are knowingly made in contemplation of such benefits.
(10) Successors. All agreements of the Guaranteeing Subsidiary in this Supplemental Indenture shall bind its Successors, except as otherwise provided in this Supplemental Indenture. All agreements of the Trustee in this Supplemental Indenture
shall bind its successors.
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Exhibit 4.6
IN WITNESS WHEREOF, the parties hereto have caused this Supplemental Indenture to be duly executed, all as of the date first above written.
