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

Hanesbrands Inc.

(Exact name of registrant as specified in its charter)

Maryland		001-32891		20-3552316
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)
1000 East Hanes Mill Road
Winston-Salem, NC				27105
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (336) 519-8080

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:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 7.01. Regulation FD Disclosure

     On December 3, 2009, Hanesbrands Inc. (“Hanesbrands”) issued a press release announcing the pricing of its underwritten public offering of $500 million in aggregate principal amount of its 8.00% senior notes due December 15, 2016 at a public offering price of 98.686% of the principal amount. Hanesbrands will pay interest on the notes semiannually in arrears on December 15 and June 15 of each year, beginning on June 15, 2010. The notes will be fully and unconditionally guaranteed on a senior unsecured basis by substantially all of Hanesbrands’ existing domestic subsidiaries and by certain of its future restricted subsidiaries.

     Hanesbrands intends to use the net proceeds from the notes offering together with borrowings from its proposed $1.15 billion new senior secured credit facilities to refinance all or a portion of its outstanding debt under its existing senior secured credit facility and to repay all of its outstanding debt under its senior secured second-lien credit facility, as well as to pay fees and expenses related to these transactions.

     A copy of the press release is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.

     This Current Report on Form 8-K does not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.

     Statements in this Current Report on Form 8-K that are not statements of historical fact are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including those regarding the proposed offering of securities and the anticipated use of proceeds therefrom. These forward-looking statements are made only as of the date of this report and are based on Hanesbrands’ current intent, beliefs, plans and expectations. They involve risks and uncertainties that could cause actual future results, performance or developments to differ materially from those described in or implied by such forward-looking statements. These risks and uncertainties include the risks identified from time to time in Hanesbrands’ most recent Securities and Exchange Commission reports, including the 2008 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, registration statements, press releases and other communications. Hanesbrands undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, other than as required by law.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

     Exhibit 99.1      Press release dated December 3, 2009

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 hereunto duly authorized.

Exhibits

Exhibit 99.1      Press release dated December 3, 2009

Exhibit 99.1

Hanesbrands Inc.
1000 East Hanes Mill Road
Winston-Salem, NC 27105
(336) 519-8080

FOR IMMEDIATE RELEASE

news release

News Media, contact:		Matt Hall, (336) 519-3386
Analysts and Investors, contact:		Brian Lantz, (336) 519-7130

HANESBRANDS INC. PRICES OFFERING OF ITS 8% SENIOR NOTES DUE 2016

WINSTON-SALEM, N.C. (Dec. 3, 2009) – Hanesbrands Inc. (NYSE: HBI) today announced the pricing of its underwritten public offering of $500 million in aggregate principal amount of its 8 percent senior notes due December 15, 2016, at a public offering price of 98.686 percent of the principal amount. Hanesbrands will pay interest on the notes semiannually in arrears on December 15 and June 15 of each year, beginning on June 15, 2010. The notes will be fully and unconditionally guaranteed on a senior unsecured basis by substantially all of the company’s existing domestic subsidiaries and by certain of its future restricted subsidiaries.

Hanesbrands intends to use the net proceeds from the notes offering together with borrowings from its proposed $1.15 billion new senior secured credit facilities to refinance all or a portion of its outstanding debt under its existing senior secured credit facility and to repay all of its outstanding debt under its senior secured second-lien credit facility, as well as to pay fees and expenses related to these transactions.

The exact terms and timing of the refinancing will depend upon market conditions and other factors.

J.P. Morgan Securities Inc., Banc of America Securities LLC, HSBC Securities (USA) Inc. and Goldman, Sachs & Co. will act as joint book-running managers, and Barclays Capital Inc., BB&T Capital Markets, PNC Capital Markets LLC and RBC Capital Markets Corporation will act as co-managers of the notes offering.

The offering is being made solely by means of a prospectus supplement and accompanying prospectus, which has been filed with the Securities and Exchange Commission. Before investing, the prospectus supplement and accompanying prospectus should be read, as well as other documents the company has filed or will file with the SEC for more complete information about Hanesbrands and this offering. These documents are available for free by visiting EDGAR on the SEC website at www.sec.gov.

Hanesbrands Inc. Prices Offering of its 8% Senior Notes Due 2016 – Page 2

Alternatively, the company, any underwriter or any dealer participating in the offering will arrange to send the prospectus relating to the offering if requested by calling J.P. Morgan Securities Inc. at (800) 245-8812, Banc of America Securities LLC at (800) 294-1322, HSBC Securities (USA) Inc. at (866) 811-8049 or Goldman, Sachs & Co. at (866) 471-2526.

This press release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state or other jurisdiction in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction.

Hanesbrands Inc.

Hanesbrands Inc. is a leading marketer of everyday apparel essentials under some of the world’s strongest apparel brands, including Hanes, Champion, Playtex, Bali, JMS/Just My Size, barely there and Wonderbra. The company sells T-shirts, bras, panties, men’s underwear, children’s underwear, socks, hosiery, casualwear and activewear produced in the company’s low-cost global supply chain. Hanesbrands has approximately 45,000 employees in more than 25 countries.

Cautionary Statement Concerning Forward-Looking Statements

Statements in this press release that are not statements of historical fact are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including those regarding the proposed offering of securities and the anticipated use of proceeds therefrom. These forward-looking statements are made only as of the date of this press release and are based on Hanesbrands’ current intent, beliefs, plans and expectations. They involve risks and uncertainties that could cause actual future results, performance or developments to differ materially from those described in or implied by such forward-looking statements. These risks and uncertainties include the risks identified from time to time in Hanesbrands’ most recent Securities and Exchange Commission reports, including the 2008 Annual Report on Form 10-K, Quarterly Reports on Form 10-Q and Current Reports on Form 8-K, registration statements, press releases and other communications. Hanesbrands undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time, other than as required by law.

# # #