Sally Holdings LLC (the "Company"), a wholly-owned subsidiary of Sally
Beauty Holdings, Inc. (NYSE: SBH), today announced that it intends to
sell, subject to market and other conditions, in a private placement to
qualified institutional buyers under Rule 144A and to non-U.S. persons
under Regulation S, under the Securities Act of 1933, as amended, $450.0
million aggregate principal amount of Senior Notes due 2019 (the "Senior
Notes"). The Senior Notes will be guaranteed by certain of the Company's
domestic subsidiaries who have guaranteed obligations under its senior
credit facilities, existing notes and other indebtedness.
The Company intends to use the net proceeds from this offering to redeem
$430.0 million aggregate principal amount of its outstanding 9.25%
senior notes due 2014, pursuant to the terms of the indenture governing
the 2014 notes, and to pay fees and expenses incurred in connection with
this offering and the redemption. The Company expects to complete the
redemption on December 5, 2011, subject to certain conditions, including
the consummation of the offering of the Senior Notes.
The new Senior Notes have not been and will not be registered under the
Securities Act of 1933, as amended, or the securities laws of any state
and may not be offered or sold in the United States absent registration
or an applicable exemption from the registration requirements under the
Securities Act and any applicable state securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy the Senior Notes, nor shall there be any
sale of the Senior Notes in any jurisdiction in which such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of such jurisdiction. This press
release shall not constitute a notice of redemption, an offer to
purchase, a solicitation of an offer to purchase or a solicitation of
consent with respect to any securities, including the Company's 9.25%
senior notes due 2014.
Cautionary Notice Regarding Forward-Looking Statements
This press release contains forward-looking statements within the
meaning of Section 27A of the Securities Act of 1933, as amended, and
Section 21E of the Securities Exchange Act of 1934, as amended. Words
such as "anticipate," "believe," "estimate," "expect," "intend," "plan,"
"project," "target," "can," "could," "may," "should," "will," "would,"
or similar expressions may identify such forward-looking statements.
Readers are cautioned not to place undue reliance on forward-looking
statements as such statements speak only as of the date they were made.
Any forward-looking statements involve risks and uncertainties that
could cause actual events or results to differ materially from the
events or results described in the forward-looking statements.
Factors that could cause actual events or results to differ materially
from the events or results described in the forward-looking statements
can be found in the Company's most recent Annual Report on Form 10-K for
the fiscal year ended September 30, 2010, and the Company's other
filings with the Securities and Exchange Commission. Consequently, all
forward-looking statements in this release are qualified by the factors,
risks and uncertainties contained therein. The Company assumes no
obligation to publicly update or revise any forward-looking statements.