8-KMaterial AgreementsExhibits & Filings

CHURCH & DWIGHT CO INC /DE/ 8-K Report, Material Agreement (Dec 10, 2010)

Filed December 10, 2010For Securities:CHD

Summary

Church & Dwight Co., Inc. (CHD) filed an 8-K on December 10, 2010, to report the entry into a material definitive agreement for the issuance and sale of $250 million in aggregate principal amount of 3.35% Senior Notes due 2015. This debt issuance was registered under the company's effective shelf registration statement on Form S-3, with a prospectus supplement dated December 8, 2010. The primary purpose of this filing is to inform investors about the significant debt financing activity. The notes are expected to close on December 15, 2010. The underwriting agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc. includes standard provisions such as representations, warranties, closing conditions, termination clauses, and indemnification obligations related to securities laws.

Key Highlights

  • 1Company entered into an underwriting agreement to issue $250 million of 3.35% Senior Notes due 2015.
  • 2Debt issuance is registered under an effective shelf registration statement (Form S-3).
  • 3Closing of the note offering is anticipated for December 15, 2010.
  • 4The underwriting agreement includes customary representations, warranties, and conditions.
  • 5Company will indemnify underwriters against certain liabilities, including those under the Securities Act of 1933.

Frequently Asked Questions

The main purpose of this 8-K filing is to report that Church & Dwight Co., Inc. has entered into a material definitive agreement to issue $250 million in 3.35% Senior Notes due 2015.

The company is issuing $250 million in aggregate principal amount of 3.35% Senior Notes, which are due in 2015. The issuance is being handled through an underwriting agreement with Merrill Lynch, Pierce, Fenner & Smith Incorporated and Deutsche Bank Securities Inc.

The closing of the Senior Notes offering is expected to occur on December 15, 2010.

The underwriting agreement contains standard provisions like representations, warranties, and closing conditions. Notably, Church & Dwight has agreed to indemnify, defend, and hold the underwriters harmless against certain liabilities, including those arising under the Securities Act of 1933.