Energizer Holdings, Inc. 4.700% Senior Notes due 2022 Underwriting AgreementUnderwriting Agreement • May 24th, 2012 • Energizer Holdings Inc • Miscellaneous electrical machinery, equipment & supplies • New York
The Issuer has filed a registration statement (including the Preliminary Prospectus Supplement and the accompanying Prospectus) with the Securities and Exchange Commission, or SEC, for the Offering to which this pricing term sheet relates. Before you invest, you should read the Preliminary Prospectus Supplement and the accompanying Prospectus in that registration statement and other documents the Issuer has filed with the SEC for more complete information about the Issuer and the Offering. You may get these documents for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the Issuer, any underwriter or any dealer participating in the Offering will arrange to send you the Preliminary Prospectus Supplement and the accompanying Prospectus if you request it by calling Goldman, Sachs & Co. at 1-866-471-2526 or by emailing prospectus-ny@ny.email.gs.com, J.P. Morgan Securities LLC collect at 1-212-834-4533, or Merrill Lynch, Pierce, Fenner & Smith Incorporated at 1-800-29
ENERGIZER HOLDINGS, INC., THE GUARANTORS PARTY HERETO AND THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., AS TRUSTEE SECOND SUPPLEMENTAL INDENTURE DATED AS OF MAY 24, 2012 4.700% SENIOR NOTES DUE 2022Second Supplemental Indenture • May 24th, 2012 • Energizer Holdings Inc • Miscellaneous electrical machinery, equipment & supplies • New York
SECOND SUPPLEMENTAL INDENTURE dated as of May 24, 2012 (“Second Supplemental Indenture”) to the Indenture dated as of May 19, 2011 (the “Base Indenture” and as supplemented by this Second Supplemental Indenture and as supplemented from time to time, the “Indenture”), is by and among ENERGIZER HOLDINGS, INC., a Missouri corporation (the “Company”), each of the Guarantors party hereto (the “Guarantors”) and THE BANK OF NEW YORK MELLON TRUST COMPANY, N.A., a national banking corporation, as trustee (as defined in the Indenture, the “Trustee”).
