================================================================================
As filed with the Securities and Exchange Commission on December 21, 2005
UNITED STATES
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 Report (Date of earliest event reported): December 21, 2005
PLAYTEX PRODUCTS, INC.
(Exact name of registrant as specified in its charter)
Delaware 1-12620 51-0312772
-------------------------------- ------------------------ -----------------
(State or other jurisdiction of (Commission File Number) (I.R.S. Employer
incorporation or organization) Identification No.)
300 Nyala Farms Road, Westport, Connecticut 06880
(Address of principal executive offices)
Registrant's telephone number, including area code (203) 341-4000
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:
[_] Written communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
[_] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[_] Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[_] Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
================================================================================
SECTION 8 -- OTHER EVENTS
Item 8.01 Other Events.
On December 21, 2005, Playtex Products, Inc. (the "Company") issued a press
release announcing it has been notified by Haas Wheat & Partners, L.P., that it
is dissolving two partnerships, which hold approximately 17.1 million shares of
Playtex common stock. These shares will be distributed to the partners of the
funds under the terms of these partnership agreements. A copy of the press
release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is
incorporated by reference into this Item.
SECTION 9 -- FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01. Financial Statements and Exhibits
Exhibit Number Title
-------------- ------------------------------------------------
99.1 Press Release of Playtex Products, Inc. dated
December 21, 2005
FORWARD-LOOKING STATEMENTS
This Current Report on Form 8-K contains "forward-looking statements" within the
meaning of Section 27A of the Securities Act of 1933 and Section 21E of the
Exchange Act that are intended to come within the safe harbor protection
provided by those statutes. By their nature, all forward-looking statements
involve risks and uncertainties, and actual results may differ materially from
those contemplated by the forward-looking statements. Several factors that could
materially affect the Company's actual results are identified in Part I of the
Company's Annual Report on Form 10-K for the year ended December 25, 2004.
Page 2 of 3
SIGNATURES
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 thereunto duly authorized.
PLAYTEX PRODUCTS, INC.
Date: December 21, 2005 By: /s/ KRIS J. KELLEY
--------------------- ---------------------------------------------
Kris J. Kelley
Executive Vice President and
Chief Financial Officer
(Principal Financial and Accounting Officer)
Page 3 of 3