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PHYSICIANS FORMULA HOLDINGS, INC. (FACE) Create: Alert

All | News | Filings
Date FiledTypeDescription
12/12/2012 8-K Completion of Acquisition or Disposition of Assets, Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Sta...
Docs: "Amended and Restated Certificate of Incorporation of Physicians Formula Holdings, Inc",
"Bylaws of Physicians Formula Holdings, Inc",
"MARKWINS INTERNATIONAL CORPORATION CLOSES ACQUISITION OF PHYSICIANS FORMULA HOLDINGS, INC. CITY OF INDUSTRY, CA and AZUSA, CA — December 12, 2012 — Markwins International Corporation announced today that it has acquired all of the outstanding securities of Physicians Formula Holdings, Inc. for $75.0 million or $4.90 per share in cash. Physicians Formula stockholders also received a special 3 1/2 cent per share dividend as part of the transaction. The $4.90 per share price represents a premium of approximately 33% to Physicians Formula's closing stock price on August 14, 2012 and a premium of approximately 40% to Physicians Formula's one-month volume-weighted average price as of that same date. The acquisition of Physicians Formula represents a major step towards Markwins' strategy to add ..."
11/16/2012 8-K Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
Docs: "Amendment No. 1 to Agreement and Plan of Merger by and among Physicians Formula Holdings, Inc., Markwins International Corporation and Markwins Merger Sub, Inc",
"Physicians Formula and Markwins Amend Merger Agreement Special Cash Dividend to Stockholders Merger Scheduled to Close No Later Than December 13, 2012 AZUSA, Calif., November 16, 2012 — Physicians Formula Holdings, Inc. announced the declaration of a one-time special dividend to stockholders and that Physicians Formula, Markwins International Corporation and Markwins Merger Sub, Inc. entered into an amendment to the agreement and plan of merger previously entered into by the parties under which Markwins would acquire Physicians Formula via a merger. In connection with the negotiations of the amendment to the merger agreement, Markwins agreed to waive the restrictions in the merger agreement on the payment of a one-time special dividend by Physicians Formula to its stockholders. As a resul..."
11/09/2012 8-K Quarterly results
11/08/2012 8-K Submission of Matters to a Vote of Security Holders, Financial Statements and Exhibits
Docs: "Physicians Formula Stockholders Approve Acquisition by Markwins"
09/27/2012 8-K Entry into a Material Definitive Agreement, Termination of a Material Definitive Agreement, Other Events, Financial Statement...
Docs: "Agreement and Plan of Merger dated September 26, 2012, by and among Physicians Formula Holdings, Inc., Markwins International Corporation, a California corporation, and Markwins Merger Sub, Inc., a Delaware corporation",
"Q&A",
"Email to employees sent on September 27, 2012",
"Project Palette: Announcement Press Release Physicians Formula Holdings, Inc. to Be Acquired by Markwins International Corporation for $4.90 Per Share",
"Voting Agreement dated September 26, 2012, by and among Mill Road Capital, L.P., a Delaware limited partnership, Markwins International Corporation, a California corporation, and Markwins Merger Sub, Inc., a Delaware corporation",
"Voting Agreement dated September 26, 2012, by and among Ingrid Jackel, Markwins International Corporation, a California corporation, and Markwins Merger Sub, Inc., a Delaware corporation",
"Voting Agreement dated September 26, 2012, by and among Jeffrey P. Rogers, Markwins International Corporation, a California corporation, and Markwins Merger Sub, Inc., a Delaware corporation"
09/06/2012 8-K Form 8-K - Current report
08/15/2012 8-K Entry into a Material Definitive Agreement, Other Events, Financial Statements and Exhibits
Docs: "Agreement and Plan of Merger dated August 14, 2012, by and among Physicans Formula Holdings, Inc., Physicians Formula Merger Sub, Inc., and Physicians Formula Superior Holdings, LLC, a Delaware limited liability company",
"Investor, Customer and Employee Q&A",
"Email to Employees sent August 15, 2012",
"Physicians Formula Holdings, Inc. to Be Acquired by Swander Pace Capital for $4.25 Per Share",
"Voting Agreement dated August 14, 2012, by and among by and among Mill Road Capital, L.P., a Delaware limited partnership, Physicians Formula Merger Sub, Inc., and Physicians Formula Superior Holdings, LLC, a Delaware limited liability company",
"Voting Agreement dated August 14, 2012, by and among by and among Ingrid Jackel, Physicians Formula Merger Sub, Inc., and Physicians Formula Superior Holdings, LLC, a Delaware limited liability company",
"Voting Agreement dated August 14, 2012, by and among by and among Jeffrey P. Rogers, Physicians Formula Merger Sub, Inc., and Physicians Formula Superior Holdings, LLC, a Delaware limited liability company"
08/14/2012 8-K Quarterly results
Docs: "Physicians Formula Holdings, Inc. Announces Second Quarter 2012 Results Second Quarter 2012 Net Sales Up 25.2% Versus Prior Year Earnings per Share of $0.13, Up From a Loss of $ per Share in the Same Period Last Year Raises Full-Year Outlook for Revenue and EPS"
05/03/2012 8-K Form 8-K - Current report
03/28/2012 8-K Form 8-K - Current report
03/06/2012 8-K Quarterly results
Docs: "Physicians Formula Holdings, Inc. Announces Results For Fourth Quarter and Full Year 2011 Achieves Fourth Quarter Net Sales Growth of 12.7% Versus the Same Period Last Year and Above Expected Bottom Line Performance With Loss Per Common Share of $, or $ When Adjusting For the Net Costs Associated With the Refinancing Delivers Full Year Net Sales Growth of 3.1% Versus a Year Ago and Full Year Loss Per Common Share At the Favorable End of the Guidance Range of $, or $ When Adjusting For the Net Costs Associated With the Refinancing Reiterates 2012 Guidance as Company's Point-of-Sale Results Continue to Out Pace the Masstige Category During the Last 12 Weeks"
02/08/2012 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements...
12/15/2011 8-K Form 8-K - Current report
12/15/2011 8-K Submission of Matters to a Vote of Security Holders
11/03/2011 8-K Form 8-K - Current report
10/06/2011 8-K Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance S...
Docs: "Third Amendment to Credit and Security Agreement, by and among Physicians Formula, Inc. and Wells Fargo Bank National Association, acting through its Wells Fargo Business Credit operating division",
"Physicians Formula Holdings, Inc. Announces Commitment to Refinance Subordinated Debt Company Intends to Refinance $9.0 Million of Subordinated Debt and Refinancing Fees With A New $4.0 Million Term Loan and $5.0 Million from the Existing Line of Credit, Both From Wells Fargo Business Credit At Current Market Rates, Interest Expense Is Estimated to Be Reduced by $1.5 Million For The First Twelve Months After Completion of the Refinancing"
08/22/2011 8-K Form 8-K - Current report
07/08/2011 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements...
06/17/2011 8-K Appointed a new director
06/08/2011 8-K Form 8-K - Current report
05/27/2011 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements...
05/05/2011 8-K Form 8-K - Current report
03/10/2011 8-K Quarterly results
Docs: "Physicians Formula Holdings, Inc. Announces Results For Fourth Quarter and Full Year 2010"
03/03/2011 8-K Form 8-K - Current report
12/27/2010 8-K Form 8-K - Current report
11/04/2010 8-K Quarterly results
Docs: "Physicians Formula Holdings, Inc. Announces Results For Third Quarter and First Nine Months of 2010"
08/05/2010 8-K Form 8-K - Current report
07/06/2010 8-K Credit agreement amendment
Docs: "First Amendment to Credit and Security Agreement, by and among Physicians Formula, Inc. and Wells Fargo Bank, National Association, acting through its Wells Fargo Business Credit operating division",
"Acknowledgement, by Mill Road Capital, L.P. and Physicians Formula, Inc. in favor of Wells Fargo Bank, National Association",
"Physicians Formula Holdings, Inc. Announces Amendment to Senior Credit Facility with Wells Fargo Business Credit"
06/30/2010 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements...
06/08/2010 8-K Entry into a Material Definitive Agreement, Submission of Matters to a Vote of Security Holders, Financial Statements and Exh...
Docs: "Third Amendment to Senior Subordinated Note Purchase and Security Agreement, by and among Physicians Formula, Inc., as borrower, the guarantors named therein and Mill Road Capital, L.P., as lender"
05/06/2010 8-K Quarterly results
Docs: "Physicians Formula Holdings, Inc. Announces First Quarter 2010 Results"
05/03/2010 8-K Form 8-K - Current report
03/11/2010 8-K Form 8-K - Current report
02/23/2010 8-K Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers: Compensatory Arrangements...
Docs: "Second Amended and Restated Employment Agreement, by and between Physicians Formula, Inc. and Ingrid Jackel",
"Second Amended and Restated Employment Agreement, by and between Physicians Formula, Inc. and Jeffrey P. Rogers"
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