Prestige Consumer Healthcare (PBH) 8-K Results of Operations and Financial Condition

Exhibit 99.1

Prestige Brands Holdings, Inc. Reports Fiscal 2009 Third Quarter & Nine Month Results; Net Revenues Up Slightly, Free Cash Flow Increases 16%

Irvington, NY, February 5, 2009—Prestige Brands Holdings, Inc. (NYSE-PBH), a consumer products company with a diversified portfolio of well-known brands in over-the-counter healthcare products, household products and personal care products, today announced results for the third fiscal quarter and nine months of it’s 2009 fiscal year ended December 31, 2008.

Third Quarter Results

Net revenues for the third fiscal quarter ended December 31, 2008 were $80.3 million, slightly ahead of last year’s comparable period net revenues of $80.2 million.

Operating income of $20.0 million for the third fiscal quarter was $2.9 million or 12.9% below last year’s third quarter operating income of $22.9 million.  Although the quarter’s gross profit increased by $1.1 million, the increase was offset by increased advertising and promotion (A&P) and general and administrative expenses (G&A) of $1.8 million and $2.1 million, respectively. The gross profit increase was the result of a favorable sales mix and a reduction in obsolescence expenses. The A&P increase was driven by introductory advertising support for two new allergen block products, Chloraseptic® Allergen Block and Little Allergies® Allergen Block.  G&A increased primarily due to stock-based compensation expenses in the current year, compared to a credit in the prior year quarter, resulting from the reversal of expenses associated with certain stock-based incentive compensation that did not vest because performance targets were not met.

Net income for the third quarter ended December 31, 2008 was $8.0 million or $0.16 per diluted share, 5% below the comparable period’s net income of $8.4 million or $0.17 per diluted share. The decrease in operating income was partially offset by a reduction in interest expense due to lower debt outstanding and lower interest rates.

Commenting on the results of the quarter, Mark Pettie, Chairman and CEO said, “This was a challenging quarter for us in the face of a sharply deteriorating economic climate, highlighted by eroding retailer and consumer sentiment. A bright spot continues to be our free cash flow, which increased meaningfully in the third quarter, helping to enhance our liquidity position. Going forward we remain

very cautious.  While we are still confident in our long-term revenue projection of 2-4%, given the current macroeconomic environment and our year-to-date results, we do not anticipate achieving this growth rate in fiscal year 2009.”

Results by Segment

Over-The-Counter (OTC) Healthcare Products

Net revenues for the OTC segment in the fiscal third quarter were $47.6 million, or 6% greater than the prior year comparable quarter. The increase resulted from sales of the new Chloraseptic® Allergen Block and Little Allergies® Allergen Block products, and sales increases in the Chloraseptic® and Little Remedies® base brands, New Skin® and Dermoplast®. Those gains were partially offset by declines in sales in the Clear Eyes®, Murine®, Compound W® and Wartner® brands.

Household Products

Net revenues for the household products segment in the third fiscal quarter were $28.1 million, 6% lower than the prior year comparable quarter. This resulted primarily from sales declines in the Spic and Span® and Chore Boy® brands.

Personal Care Products

The smallest segment of the Company’s business registered net revenues of $4.5 million for the third fiscal quarter, 10.2% below last year’s third quarter results of $5.1 million. Sales increases in the Cutex® brand were offset by declines in the Denorex® and Prell® shampoo brands.

Free Cash Flow and Debt Repayment

Free cash flow is a “non-GAAP financial measure” as that term is defined by the Securities and Exchange Commission in Regulation G. We view “free cash flow” as an important measure because it is an indicator of cash available for debt repayment and to fund acquisitions.  We define “free cash flow” as operating cash flow less capital expenditures.

The Company’s free cash flow for the third quarter was $16.4 million, an increase of 16% over the prior year comparable quarter. Free cash flow is composed of operating cash flow of $16.7 million less capital expenditures of $286,000. This compares to the prior year comparable quarter’s free cash flow of $14.1 million comprised of operating cash flow of $14.3 million less capital expenditures of $174,000. The free cash flow generated in the quarter enabled the Company to continue to build its cash position to

$27.9 million at December 31, 2008 compared to $12.8 million at September 30, 2008. The Company previously announced its intention to enhance its liquidity position by building its cash reserves to approximately $30 million, and then to resume repayment of debt. Total indebtedness was reduced to $384.3 million at December 31, 2008.

Year-To-Date Results

For the nine months period ended December 31, 2008, total revenues were $241.9 million, 1.7% lower than the prior period comparable results of $246.2 million. Operating income of $61.7 million was 7.4% below the prior year comparable period results of $66.6 million, largely as a result of increased advertising and promotion expenses and increased general and administrative expenses.  Net income for the nine month period ended December 31, 2008 was $24.3 million, 3.2% higher than the comparable period’s results of $23.6 million as lower interest expenses offset the operating income decline.

Conference Call

The Company will host a conference call to review its third quarter fiscal 2009 results on Thursday, February 5, 2009 at 8:30 am (EST). The toll free dial in number is 800-638-4817. International callers may dial 617-614-3943. The conference password is “prestige”. We will have a live internet webcast of the call, as well as an archived replay, which can be accessed from the Investor Relations page of www.prestigebrandsinc.com. The archived replay will be available for two weeks following completion of the call. The dial in numbers are 888-286-8010 (domestic) and 617-801-6888 (international). The pass code for the replay is 10641677.

About Prestige Brands Holdings, Inc.

Located in Irvington, New York, Prestige Brands Holdings, Inc. is a marketer and distributor of brand name over-the-counter products, personal care and household products sold throughout the U.S., Canada and certain international markets. Key brands include Compound W(R) wart remover, Chloraseptic(R) sore throat and allergy treatment, New-Skin(R) liquid bandage, Clear eyes(R) and Murine(R) eye and ear care products, Little Remedies(R) pediatric over-the-counter products, Cutex(R) nail polish remover, Comet(R) and Spic and Span(R) household products, and other well-known brands.

Forward Looking Statements

Note: This news release contains "forward-looking statements" within the meaning of the federal securities laws and is intended to qualify for the Safe Harbor from liability established by the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" generally can be identified by the use of forward-looking terminology such as "assumptions," "target," "guidance," "outlook," "plans," "projection," "may," "will," "would," "expect," "intend," "estimate," "anticipate," "believe, "potential," or "continue" (or the negative or other derivatives of each of these terms) or similar terminology. The "forward-looking statements" include, without limitation, statements regarding the economic outlook for the Company and the demand for its products, and future cash flows from operations. These statements are based on management's estimates and assumptions with respect to future events and financial performance and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results could differ materially from those projected as a result of certain factors. A discussion of factors that could cause results to vary is included in the Company's Annual Report on Form 10-K and other periodic and other reports filed with the Securities and Exchange Commission.

Contact: Dean Siegal

914-524-6819

Prestige Brands Holdings, Inc.

Consolidated Statements of Operations

(Unaudited)

	Three Months Ended December 31						Nine Months Ended December 31
(In thousands, except per share data)	2008			2007			2008			2007
Revenues
Net sales	$	79,657		$	79,644		$	239,942		$	244,525
Other revenues		621			578			1,921			1,645
Total revenues		80,278			80,222			241,863			246,170
Cost of Sales
Costs of sales		37,817			38,783			113,881			118,875
Gross profit		42,461			41,439			127,982			127,295
Operating Expenses
Advertising and promotion		11,428			9,572			32,385			28,375
General and administrative		8,311			6,209			25,647			24,039
Depreciation and amortization		2,760			2,753			8,273			8,260
Total operating expenses		22,499			18,534			66,305			60,674
Operating income		19,962			22,905			61,677			66,621
Other (income) expense
Interest income		(14	)		(164	)		(143	)		(524	)
Interest expense		7,065			9,490			22,656			29,132
Total other (income) expense		7,051			9,326			22,513			28,608
Income before income taxes		12,911			13,579			39,164			38,013
Provision for income taxes		4,893			5,160			14,843			14,445
Net income	$	8,018		$	8,419		$	24,321		$	23,568
Basic earnings per share	$	0.16		$	0.17		$	0.49		$	0.47
Diluted earnings per share	$	0.16		$	0.17		$	0.49		$	0.47
Weighted average shares outstanding: Basic		49,960			49,799			49,921			49,744
Diluted		50,040			50,035			50,038			50,040

Prestige Brands Holdings, Inc.

Consolidated Balance Sheets

(Unaudited)

(In thousands)

Assets	December 31, 2008			March 31, 2008
Current assets
Cash and cash equivalents	$	27,934		$	6,078
Accounts receivable		34,631			44,219
Inventories		28,751			29,696
Deferred income tax assets		3,515			3,066
Prepaid expenses and other current assets		2,843			2,316
Total current assets		97,674			85,375
Property and equipment		1,437			1,433
Goodwill		309,879			308,915
Intangible assets		638,803			646,683
Other long-term assets		5,139			6,750
Total Assets	$	1,052,932		$	1,049,156
Liabilities and Stockholders’ Equity
Current liabilities
Accounts payable	$	18,393		$	20,539
Accrued interest payable		2,455			5,772
Other accrued liabilities		13,207			8,030
Current portion of long-term debt		3,550			3,550
Total current liabilities		37,605			37,891
Long-term debt		380,788			407,675
Other long-term liabilities		--			2,377
Deferred income tax liabilities		129,575			122,140
Total Liabilities		547,968			570,083
Stockholders’ Equity
Preferred stock - $0.01 par value
Authorized – 5,000 shares
Issued and outstanding – None		--			--
Common stock - $0.01 par value
Authorized – 250,000 shares
Issued – 50,060 shares		501			501
Additional paid-in capital		382,612			380,364
Treasury stock, at cost – 124 shares and 59 shares at December 31 and March 31, 2008, respectively		(63	)		(47	)
Accumulated other comprehensive income (loss)		(1,661	)		(999	)
Retained earnings		123,575			99,254
Total stockholders’ equity		504,964			479,073
Total Liabilities and Stockholders’ Equity	$	1,052,932		$	1,049,156

Prestige Brands Holdings, Inc.

Consolidated Statements of Cash Flows

(Unaudited)

	Nine Months Ended December 31
(In thousands)	2008			2007
Operating Activities
Net income	$	24,321		$	23,568
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization		8,273			8,260
Deferred income taxes		7,393			7,366
Amortization of deferred financing costs		1,696			2,283
Stock-based compensation		2,248			758
Changes in operating assets and liabilities
Accounts receivable		9,588			(3,810	)
Inventories		945			(486	)
Prepaid expenses and other current assets		(527	)		(66	)
Accounts payable		(2,450	)		(795	)
Accrued liabilities		1,860			(1,772	)
Net cash provided by operating activities		53,347			35,306
Investing Activities
Purchases of equipment		(397	)		(364	)
Business acquisition purchase price adjustments		(4,191	)		(16	)
Net cash used for investing activities		(4,588	)		(380	)
Financing Activities
Repayment of long-term debt		(26,887	)		(37,125	)
Purchase of common stock for treasury		(16	)		(5	)
Net cash used for financing activities		(26,903	)		(37,130	)
Increase (Decrease) in cash		21,856			(2,204	)
Cash - beginning of period		6,078			13,758
Cash - end of period	$	27,934		$	11,554
Interest paid	$	24,276		$	29,828
Income taxes paid	$	7,251		$	6,911

Prestige Brands Holdings, Inc.

Consolidating Statements of Operations

(Unaudited)

	Three Months Ended December 31, 2008
	Over-the- Counter		Household		Personal
	Healthcare		Cleaning		Care		Consolidated
Net sales	$	47,526	$	27,586	$	4,545	$	79,657
Other revenues		69		552		--		621
Total revenues		47,595		28,138		4,545		80,278
Cost of sales		16,892		18,253		2,672		37,817
Gross profit		30,703		9,885		1,873		42,461
Advertising and promotion		9,459		1,794		175		11,428
Contribution margin	$	21,244	$	8,091	$	1,698		31,033
Other operating expenses								11,071
Operating income								19,962
Other (income) expense								7,051
Provision for income taxes								4,893
Net income							$	8,018

	Nine Months Ended December 31, 2008
	Over-the- Counter		Household		Personal
	Healthcare		Cleaning		Care		Consolidated
Net sales	$	137,090	$	87,472	$	15,380	$	239,942
Other revenues		93		1,828		--		1,921
Total revenues		137,183		89,300		15,380		241,863
Cost of sales		47,667		57,113		9,101		113,881
Gross profit		89,516		32,187		6,279		127,982
Advertising and promotion		25,150		6,595		640		32,385
Contribution margin	$	64,366	$	25,592	$	5,639		95,597
Other operating expenses								33,920
Operating income								61,677
Other (income) expense								22,513
Provision for income taxes								14,843
Net income							$	24,321

Prestige Brands Holdings, Inc.

Consolidating Statements of Operations

(Unaudited)

	Three Months Ended December 31, 2007
	Over-the- Counter		Household		Personal
	Healthcare		Cleaning		Care		Consolidated
Net sales	$	45,015	$	29,568	$	5,061	$	79,644
Other revenues		51		527		--		578
Total revenues		45,066		30,095		5,061		80,222
Cost of sales		16,994		18,332		3,457		38,783
Gross profit		28,072		11,763		1,604		41,439
Advertising and promotion		7,045		2,271		256		9,572
Contribution margin	$	21,027	$	9,492	$	1,348		31,867
Other operating expenses								8,962
Operating income								22,905
Other (income) expense								9,326
Provision for income taxes								5,160
Net income							$	8,419

	Nine Months Ended December 31, 2007
	Over-the- Counter		Household		Personal
	Healthcare		Cleaning		Care		Consolidated
Net sales	$	137,444	$	89,838	$	17,243	$	244,525
Other revenues		51		1,566		28		1,645
Total revenues		137,495		91,404		17,271		246,170
Cost of sales		52,068		56,312		10,495		118,875
Gross profit		85,427		35,092		6,776		127,295
Advertising and promotion		21,080		6,474		821		28,375
Contribution margin	$	64,347	$	28,618	$	5,955		98,920
Other operating expenses								32,299
Operating income								66,621
Other (income) expense								28,608
Provision for income taxes								14,445
Net income							$	23,568