SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
_____________________
FORM
8-K
_____________________
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(d) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of the report (Date of earliest event reported): June 3, 2008
___________________________
CHURCH
& DWIGHT CO., INC.
(Exact
Name of Registrant as Specified in its Charter)
__________________________
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Delaware
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1-10585
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13-4996950
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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469
North Harrison Street, Princeton, New Jersey 08543
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(Address
of Principal Executive Offices)
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Registrant's
telephone number, including area code: (609) 683-5900
N/A
(Former
Name or Former Address, if Changed Since Last Report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions:
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[
]
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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[
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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[
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240. 14d-2(b))
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[
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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ITEM
1.01. Entry into a Material Definitive Agreement.
On June
3, 2008, Church & Dwight Co., Inc. (the “Company”) entered into an Amendment
(the “Amendment”) to the Amended and Restated Credit Agreement, dated as of
December 23, 2005 (the “Credit Agreement”), with several banks and other
financial institutions, The Bank of Nova Scotia, Bank of America, N.A. and
National City Bank, each as a documentation agent, Citicorp North America, Inc.,
as syndication agent, and J.P. Morgan Chase Bank, N.A., as administrative
agent. The Amendment provides, in part, (i) the maturity date of the
multi-currency revolving credit and letter of credit facility in an aggregate
principal amount of up to $100,000,000 is extended from May 28, 2009 to August
31, 2012, (ii) the annual capital expenditure limitation is increased from
$75,000,000 to $100,000,000 in 2008 and $200,000,000 in 2009 and reduced to
$100,000,000 thereafter, (iii) the term loan under the Credit Agreement may be
increased by the Company in an additional principal amount of $250,000,000, and
(iv) the amendment of certain other covenants and obligations contained in the
Credit Agreement. The
Amendment is furnished herewith as Exhibit 99.1 pursuant to this Item
1.01.
ITEM
7.01. Regulation FD Disclosure.
Incorporated
by reference is a press release issued by the Company on June 5, 2008 announcing
plans to construct a new integrated laundry detergent manufacturing plant and
distribution center in York County, Pennsylvania, which is attached hereto as
Exhibit 99.2. This information is being furnished under Item 7.01 and, as
such, shall not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject to the
liability of such section.
ITEM
9.01. Financial Statements and Exhibits.
(d)
Exhibits
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Exhibit
Number
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Description
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99.1
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Amendment
to the Amended and Restated Credit Agreement, dated as of June 3,
2008
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99.2
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Church
& Dwight Co., Inc. press release, dated June 5, 2008
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SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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CHURCH
& DWIGHT CO., INC.
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Date:
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June
9, 2008
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By:
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/s/
James R. Craigie
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Name:
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James
R. Craigie
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Title:
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Chairman
and Chief Executive Officer
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