Iconix Brand Group, Inc. Announces Proposed Private Offering of $275 Million of Convertible Senior Subordinated Notes

Iconix Brand Group, Inc. ICON announced that it intends to offer, subject to market and other conditions, $275 million aggregate principal amount of Convertible Senior Subordinated Notes due 2016 in a private offering. The notes will be offered only to qualified institutional buyers in reliance on Rule 144A under the Securities Act of 1933, as amended. Iconix also expects to grant to the initial purchasers of the notes a 30-day option to purchase up to an additional $25 million aggregate principal amount of notes, solely to cover over-allotments, if any. Prior to March 1, 2016, the notes will be convertible only upon the occurrence of certain events and during certain periods, and thereafter, at any time until the business day preceding the maturity date of the notes. Upon any conversion, Iconix's conversion obligation will be settled in cash up to the principal amount and, to the extent of any excess over the principal amount, in shares of Iconix common stock, or, if Iconix so elects, cash. The interest rate on, and the conversion rate of, the notes will be determined by negotiations between Iconix and the initial purchasers of the notes.