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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.