{"schema_version":"secwatch.filing_event.v1","accession":"0001104659-26-074259","form_type":"8-K","ticker":"PBH","cik":"0001295947","company_name":"Prestige Consumer Healthcare Inc.","filed_at":"2026-06-16T10:15:52+00:00","discovered_at":"2026-06-16T10:20:00.474674+00:00","generated_at":"2026-06-16T10:20:09.230659+00:00","sec_items":["1.01","2.01","2.03","8.01","9.01"],"event_type":"m_and_a","sentiment":"positive","materiality_score":0.8,"calibrated_materiality_score":0.8,"confidence":"high","headline":"Prestige closes $1.045B acquisition of Breathe Right brand from Foundation","bullets":["Purchase price $1.045B cash; net of $150M tax benefits, effective cost ~$900M.","Financed via new Term Loan B of $1.045B (Term SOFR + 2.00%) and cash on hand.","ABL facility amended and upsized to $225M with 5-year maturity from closing.","Breathe Right becomes Prestige's largest brand, entering a new nasal strip category.","LaCorium acquisition expected Q2 FY27; up to $95M additional term loans available."],"urls":{"canonical":"https://secwatch.observer/filing/0001104659-26-074259","json":"https://secwatch.observer/filing/0001104659-26-074259.json","markdown":"https://secwatch.observer/filing/0001104659-26-074259.md","text":"https://secwatch.observer/filing/0001104659-26-074259.txt","edgar_index":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/0001104659-26-074259-index.htm","edgar_primary_document":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/tm2618021d1_8k.htm"},"model":{"generated_by":"deepseek-v4-flash:cloud@v2","generated_at":"2026-06-16T10:20:09.230659+00:00"},"review":{"review_status":"machine_generated","human_reviewed":false,"corrected":false,"correction_note":null,"correction_timestamp":null,"superseded_by":null,"related_filings":[]},"source_grounded_claims":[{"claim_id":"80583185ee05e071a8fe33748b4c3f925b0bd11f","claim":"Prestige Consumer Healthcare Inc. amended revolving credit of $225 million with Citibank, N.A., as the administrative agent maturing the date that is five years from the Closing Date.","evidence_excerpt":"the ABL Amendment (i) increased the aggregate commitments under the ABL Credit Facility to $225 million and (ii) extended the maturity date of the ABL Credit Agreement to the date that is five years from the Closing Date","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/0001104659-26-074259-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"revolving credit"},{"label":"Principal","value":"$225 million"},{"label":"Counterparty","value":"Citibank, N.A., as the administrative agent"},{"label":"Maturity","value":"the date that is five years from the Closing Date"},{"label":"Event","value":"amendment"}],"fact_type":"debt_financing"},{"claim_id":"fb2bd9adaae7aedcb7e5ef2d934455e9bdc74825","claim":"Prestige Consumer Healthcare Inc. incurred credit facility of $1.045 billion with Citibank, N.A. as administrative agent at Term SOFR plus 2.00%.","evidence_excerpt":"Proceeds of term loans borrowed under the Term Loan Credit Agreement in the amount of $1.045 billion were used to finance the Transactions (as defined below) that occurred on the Closing Date","evidence_source":"SEC 8-K Item 2.03/2.04","evidence_url":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/0001104659-26-074259-index.htm","confidence":0.9,"family_label":"Debt Financings","details":[{"label":"Instrument","value":"credit facility"},{"label":"Principal","value":"$1.045 billion"},{"label":"Counterparty","value":"Citibank, N.A. as administrative agent"},{"label":"Rate","value":"Term SOFR plus 2.00%"},{"label":"Event","value":"incurrence"}],"fact_type":"debt_financing"},{"claim_id":"997abfb16fdf6aa60fa42ce8d7f1d95b1810f88f","claim":"Prestige Consumer Healthcare Inc. completed an acquisition involving Foundation Consumer Brands, LLC and certain of its affiliates for $1.045 billion in cash (closed 2026-06-12).","evidence_excerpt":"On June 12, 2026, the Borrower and Medtech Products Inc. (“MedTech”), a wholly-owned subsidiary of the Company, completed the previously announced acquisition of Breathe Right® and certain other brands (the “Breathe Right Business”) from Foundation Consumer Brands, LLC and certain of its affiliates, pursuant to an Asset Purchase Agreement, dated as of March 19, 2026 (the “Purchase Agreement”), for a purchase price of $1.045 billion in cash (the “Transaction”).","evidence_source":"SEC 8-K Item 2.01/5.01","evidence_url":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/0001104659-26-074259-index.htm","confidence":0.9,"family_label":"M&A Transactions","details":[{"label":"Action","value":"acquisition"},{"label":"Counterparty","value":"Foundation Consumer Brands, LLC and certain of its affiliates"},{"label":"Consideration","value":"$1.045 billion in cash"},{"label":"Closing","value":"2026-06-12"}],"fact_type":"ma_transaction"},{"claim_id":"3f27dfd678e0f8053d9724294a3fbb890ea55823","claim":"Prestige Consumer Healthcare Inc. entered into Term Loan Credit Agreement with Citibank, N.A., Barclays Bank PLC, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA and RBC Capital Markets valued at $1.045 billion (effective 2026-06-12).","evidence_excerpt":"On June 12, 2026 (the \"Closing Date\"), Prestige Consumer Healthcare Inc. (the \"Company\") and its wholly-owned subsidiary, Prestige Brands, Inc. (the \"Borrower\"), entered into 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.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/0001104659-26-074259-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"entry"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Citibank, N.A., Barclays Bank PLC, Morgan Stanley Senior Funding Inc., Goldman Sachs Bank USA and RBC Capital Markets"},{"label":"Value","value":"$1.045 billion"},{"label":"Effective","value":"2026-06-12"}],"fact_type":"material_agreement"},{"claim_id":"f9a86eda50b7ddfd4899c530f128794ad128710c","claim":"Prestige Consumer Healthcare Inc. amended Amendment No. 10 with Citibank, N.A. valued at $225 million (effective 2026-06-12).","evidence_excerpt":"the Company and the Borrower entered into Amendment No. 10 (the \"ABL Amendment\") to the credit agreement governing the Company's asset-based revolving line of credit (as amended, the \"ABL Credit Agreement\") originally entered into on January 31, 2012, by and among the Company, the Borrower, certain subsidiaries party thereto as guarantors, the lenders party thereto and Citibank, N.A., as the administrative agent.","evidence_source":"SEC 8-K Item 1.01/1.02","evidence_url":"https://www.sec.gov/Archives/edgar/data/1295947/000110465926074259/0001104659-26-074259-index.htm","confidence":0.9,"family_label":"Material Agreements","details":[{"label":"Action","value":"amendment"},{"label":"Agreement","value":"credit facility"},{"label":"Counterparty","value":"Citibank, N.A."},{"label":"Value","value":"$225 million"},{"label":"Effective","value":"2026-06-12"}],"fact_type":"material_agreement"}],"license":"Source filings: public domain (SEC EDGAR). Summaries (headline + bullets): CC-BY-4.0; attribute https://secwatch.observer"}