UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
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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): September 27, 2007
 
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THE HAIN CELESTIAL GROUP, INC.
(Exact name of registrant as specified in its charter)
 
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Delaware
0-22818
22-3240619
(State or other jurisdiction
of incorporation)
(Commission File Number)
(I.R.S. Employer Identification No.)

58 South Service Road, Melville, NY 11747
(Address of principal executive offices)

Registrant’s telephone number, including area code: (631) 730-2200

Not Applicable
(Former name or former address, if changed since last report)

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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 1.01.  Entry into a Material Definitive Agreement.

On September 27, 2007, The Hain Celestial Group, Inc. (the “Company”) entered into a letter agreement with the agents and lenders under the Company’s Amended and Restated Credit Agreement, dated as of May 2, 2006, by and among the Company, Bank of America, N.A., as administrative agent, and the other agents and lenders party thereto (the “Credit Agreement”). Pursuant to the terms of the letter agreement, the administrative agent and the lenders agreed to extend until November 14, 2007, the Credit Agreement’s due date for the Company to provide the lenders with audited financial statements for the Company’s fiscal year ended June 30, 2007, as well as the related compliance certificate and financial projections.
 



 

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.

Date: October 4, 2007

THE HAIN CELESTIAL GROUP, INC.
 
(Registrant)
 
 
     
 
     
By:
/s/ Ira J. Lamel    
 
 
Name: Ira J. Lamel
 
 
 
Title: Executive Vice President and
 
 
 
Chief Financial Officer