AZUSA, Calif., Sept. 6, 2012 (GLOBE NEWSWIRE) -- Physicians Formula Holdings, Inc. (Nasdaq:FACE) ("Physicians Formula" or the "Company") announced that it has received an unsolicited, nonbinding proposal to acquire all its outstanding shares of common stock at a price of $4.90 per share, subject to several conditions, including the completion of due diligence and securing of financing commitments by the third party who submitted the proposal and the negotiation of a mutually acceptable definitive agreement (the "Acquisition Proposal"). In accordance with the terms of the Agreement and Plan of Merger (the "Merger Agreement") that was entered into on August 14, 2012 between the Company and affiliates of Swander Pace Capital, the Company and its representatives have engaged in and are continuing to engage in discussions and negotiations with the third party who submitted the Acquisition Proposal. As discussions and negotiations with the third party could terminate at any time, the Company's board of directors has not determined at this time that the Acquisition Proposal constitutes a Superior Proposal (as such term is defined in the Merger Agreement) and consequently has not changed its recommendation with respect to the Company's pending merger with affiliates of Swander Pace Capital to be effected pursuant to the Merger Agreement. The Company's board of directors is continuing to evaluate the Acquisition Proposal. About Physicians Formula Holdings, Inc. Physicians Formula is an innovative cosmetics and skin care company operating in the mass market prestige, or "masstige," market. Under its Physicians Formula brand name, created in 1937, the Company develops, markets and distributes innovative, premium-priced products for the mass market channel. Physicians Formula differentiates itself by addressing skin imperfections through a problem-solving approach, rather than focusing on changing fashion trends. Currently, Physicians Formula products are sold in over 25,000 stores including those operated by Wal-Mart, Target, CVS and Rite Aid.