Elizabeth Arden tenders for 11¾% notes, calls 10 3/8% notes

New York, Dec. 24 - Elizabeth Arden, Inc. said that it has begun a cash tender offer for all of its $104 million of outstanding 11¾% senior secured notes due 2011. It is also soliciting noteholder consents to proposed indenture changes that would eliminate substantially all of the restrictive covenants, release all of the collateral securing the notes and eliminate certain default provisions.

The Miami Lakes, Fla.-based maker of cosmetics and fragrances set a consent deadline of midnight ET on Jan. 7 and said that the tender offer will expire at midnight ET on Jan. 22, with both deadlines subject to possible extension.

The company will pay $1,200 per $1,000 principal amount of notes tendered and accepted for purchase, which includes a $20 per $1,000 consent fee for all holders tendering their notes by the consent deadline and thus consenting to the proposed indenture changes.

Holders who tender their notes after the consent deadline will receive $1,180 per $1,000 principal amount.

Holders may withdraw their tenders and revoke their consents at any time before the consent deadline, but not afterwards. Holders who wish to tender their notes must also consent to the indenture changes and they may not deliver consents to the indenture changes without also tendering their notes.

The tender offer is conditioned on the company receiving consents from holders representing at least 85% of the outstanding 11¾% notes before the consent deadline, as well as obtaining the necessary funding.

Elizabeth Arden also announced that it has called for redemption $20 million principal amount of its 10 3/8% senior notes due 2007. The redemption date will be Jan. 23, 2004.

It said that the consideration for the 11¾% notes' tender offer and the redemption of the 10 3/8% notes, as well as any related expenses and premiums, will be funded with the proceeds from the upcoming sale of debt securities.

It added that the redemption of the 10 3/8% notes is not subject to the private placement being completed and will be funded with the company's revolving credit facility if the tender offer is not consummated.

The company said that questions regarding the tender offer may be directed to Marcey Becker, senior vice-president, finance, at 203 462-5809.

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