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Iconix Announces Upsizing And Pricing Of $275 Million Of 4.352% Senior Secured Notes

NEW YORK, June 14, 2013 /PRNewswire/ -- Iconix Brand Group, Inc. (Nasdaq: ICON) ("Iconix") announced the pricing of certain of its subsidiaries' (the "co-issuers") private offering of $275 million aggregate principal amount of 4.352% senior secured notes (the "notes") under its existing securitization program. The size of the notes offering was increased from the previously announced $250 million principal amount to $275 million principal amount. The notes will be offered only to qualified institutional buyers in reliance on Rule 144A and outside the United States to non-U.S. persons in compliance with Regulation S of the Securities Act of 1933, as amended (the "Securities Act"). The offering is expected to close on June 21, 2013, subject to customary closing conditions. 

The notes will be secured by substantially all of the assets of the co-issuers, which include, among other things, intellectual property assets, including U.S. and Canadian trademarks and related license agreements, and the rights to receive payments thereunder, joint venture interests and various accounts. The notes will pay interest quarterly in cash on January 25, April 25, July 25 and October 25 at a rate of 4.352% per year, commencing July 25, 2013 and will have an anticipated repayment date of January 25, 2020.

Iconix estimates that the net proceeds from the offering of the notes will be approximately $265 million, after deducting the initial purchasers' discount and estimated offering expenses. In addition, Iconix expects for the co-issuers to distribute the net proceeds to Iconix, and Iconix expects to use the net proceeds from the offering of the notes for general corporate purposes, which may include, but are not limited to, investing in or acquiring new brands through opportunistic mergers, stock or asset purchases and/or other strategic relationships, although there is no present commitments or agreements with respect to any such investments or acquisitions.

The notes have not been registered under the Securities Act or applicable state securities laws and may not be offered or sold in the United States except pursuant to an exemption from the registration requirements of the Securities Act and applicable state securities laws.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

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