Why Prestige Brands' Shares Plunged


Although we don't believe in timing the market or panicking over market movements, we do like to keep an eye on big changes -- just in case they're material to our investing thesis.

What: Shares of diversified consumer products company Prestige Brands (NYS: PBH) were swooning today, falling as much as 24% in intraday trading after Mexico's Genomma Labs pulled its offer to buy the company.

So what: Back in February, Genomma came out of the blue and unilaterally offered $16.60 per share to buy Prestige. Shortly thereafter, Prestige responded with (I'm paraphrasing here): "We don't know what you're smoking, but we're not selling for that price. Feel free to try again, only this time much higher." Prestige also said that it wasn't so sure that Genomma had the financial wherewithal to actually pull off the deal.

On the heels of that stiff-arm, Genomma secured financing for the deal, got its shareholders' approval, and even said that it might be willing to raise its offer price if Prestige opened its books and let Genomma do some diligence. Prestige's response? Call us back when you're offering a higher price.

Today, Genomma threw up its hands and pulled its offer to buy Prestige.

Now what: It's been a pretty interesting back and forth so far, but there's the potential for it to get even juicier. In its press release announcing that it's pulling the buyout offer, Genomma took a few jabs at Prestige. My favorite was this bit:

On Friday, April 27, 2012, Prestige announced the payment of new additional discretionary bonuses to certain executive officers of Prestige. Genomma was perplexed by Prestige's focus at this time on the compensatory arrangements of its executive officers rather than on Genomma's proposal which would have been highly beneficial to both Prestige and Genomma shareholders.

In other words, "Hey, Prestige shareholders, your management team cares more about paying itself bonuses than taking actions that benefit you."

This could be an attempt by Genomma to get Prestige shareholders' goat and have them push the company's board to reconsider a sale. Stay tuned, this could get really interesting.

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