SOURCE: Phibro Animal Health Corporation

Phibro Animal Health Corporation

January 25, 2011 14:37 ET

Phibro Animal Health Corporation Announces Completion of Consent Solicitation and Amendment of the Indenture Governing Its 9 1/4% Senior Notes Due 2018

RIDGEFIELD PARK, NJ--(Marketwire - January 25, 2011) - Phibro Animal Health Corporation ("PAHC" or the "Company") announced today, in connection with its previously announced consent solicitation, that it has received the requisite consents of holders of its 9 1/4% Senior Notes due 2018 (the "Notes") to amend (the "Proposed Amendments") the indenture governing the Notes and, accordingly, a supplemental indenture effecting the Proposed Amendments has been executed and become effective.

The consent solicitation period expired as of 5:00 p.m., New York City time, on January 24, 2011 (the "Expiration Date"). The Company has been advised that, as of the Expiration Date, holders of substantially all of the Notes had consented to the Proposed Amendments. The consents received, constituting a majority in aggregate principal amount of the Notes, exceeded the number needed to approve the Proposed Amendments.

With the execution and effectiveness of the supplemental indenture effecting the Proposed Amendments, consents given may no longer be revoked. Consent consideration, as described in the Consent Solicitation Statement dated January 18, 2011 (the "Consent Solicitation Statement"), will be paid as specified therein to holders having validly delivered consents by the Expiration Date. Holders providing consents after the Expiration Date will not receive consent consideration. 

A more comprehensive description of the consent solicitation can be found in the Consent Solicitation Statement.

This press release is neither an offer to purchase or sell securities, a solicitation of an offer to purchase or sell securities, nor a solicitation of consents, and no recommendation is made as to whether or not holders of Notes should consent to the adoption of the Proposed Amendments pursuant to the Consent Solicitation. The Consent Solicitation is made only by the Consent Solicitation Statement. The Consent Solicitation is not being made to holders of Notes in any jurisdiction in which the making thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction.

Company Description

PAHC is a diversified global developer, manufacturer and marketer of a broad range of animal health and nutrition products to the poultry, swine, cattle and aquaculture markets. PAHC is also a manufacturer and marketer of performance products for use in the ethanol, personal care, automotive, chemical catalyst and electronics markets.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the U.S. federal securities laws. Statements that are not historical facts, including statements about our beliefs and expectations, are forward-looking statements. Forward-looking statements include statements preceded by, followed by or that include the words "may," "could," "would," "should," "believe," "expect," "anticipate," "plan," "estimate," "target," "project," "intend," or similar expressions. These statements include, among others, statements regarding our expected business outlook, anticipated financial and operating results, our business strategy and means to implement the strategy, our objectives, the amount and timing of capital expenditures, the likelihood of our success in expanding our business, financing plans, budgets, working capital needs and sources of liquidity. Forward-looking statements are only predictions and are not guarantees of performance. These statements are based on our management's beliefs and assumptions, which in turn are based on currently available information. Important assumptions relating to the forward-looking statements include, among others, assumptions regarding demand for our products, the expansion of product offerings geographically or through new applications, the timing and cost of planned capital expenditures, competitive conditions and general economic conditions. These assumptions could prove inaccurate. Forward-looking statements also involve risks and uncertainties, which could cause actual results to differ materially from those contained in any forward-looking statement. Many of these factors are beyond our ability to control or predict. Such factors include, but are not limited to, the following: our substantial leverage, ability to incur additional debt and potential inability to service our debt; an expansion of the regulatory restrictions on the use of antibiotics and antibacterials in food-producing animals could result in a decrease in our revenues; our dependence on suppliers having current regulatory approvals and the challenges of replacing any such suppliers; competition in each of our markets; a material part of our sales and gross profits are generated by antibiotics, antibacterials and other medicated products; risks associated with our international operations and significant foreign assets; our dependence on our Israeli and Brazilian operations; our operations, properties and subsidiaries are subject to a wide variety of complex and stringent federal, state, local and foreign environmental laws and regulations; extensive regulation by numerous government authorities in the United States and other countries; our raw materials are subject to price fluctuations; our reliance on the continued operation of our manufacturing facilities and application of our intellectual property; outbreaks of animal diseases could significantly reduce demand for our products; consolidation of our competitors and certain customer or supplier groups; adverse U.S. and international economic market conditions; the risks of legal proceedings and general litigation expenses; potential operating hazards and uninsured risks; the risk of work stoppages; our dependence on key personnel; and a substantial majority of outstanding shares of our capital stock is owned by a single shareholder.

Contact Information

  • For additional information contact:
    Richard G. Johnson
    Chief Financial Officer
    (201) 329-7333


    Thomas G. Dagger
    Senior Vice President and General Counsel
    (201) 329-7370