Spectrum Brands Holdings Inc New (SPB) オプション

Spectrum Brands Files Registration Statement for Spin-Off of its Home & Personal Care Business (7/02/24)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB; “Spectrum Brands”), a leading home essentials company focused on driving innovation and providing exceptional customer service, is pleased to announce that it has filed a confidential Form 10 registration statement with the U.S. Securities and Exchange Commission (“SEC”) for the spin-off of its home and personal care (“HPC”) business.

As previously announced, Spectrum Brands has accelerated its efforts to separate its HPC business from its remaining businesses through a spin-off, sale, merger or other strategic transaction. The filing of the confidential Form 10 registration statement with the SEC represents an important step forward in this process. The filing of the Form 10 registration statement does not obligate Spectrum Brands to complete the spin-off or engage in any other transaction.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, BLACK + DECKER®, PowerXL®, Emeril Lagasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20240701728059/en/

Spectrum Brands Holdings Reports Fiscal 2024 Second Quarter Results (5/09/24)

- Net Sales Decreased 1.5% Driven by Lower Consumer Demand in Home Appliances, Aquatics Particularly in North America and the Impact of SKU Rationalizations, Offset by Strong POS in Controls Due to Favorable Weather Trends

- Net Income From Continuing Operations of $49.9 Million and Adjusted EBITDA of $112.3 Million Improved by $124.9 million and $61.3 million, Respectively

- Excluding Investment Income of $17.0 million, Adjusted EBITDA was $95.3 million

- Repurchased 1.2 million Shares in Q2 for $98 million

- Repurchased 12.1 Million Shares Since the Close of HHI Through Today for $920 Million

- Entered into New Long-Term Black & Decker License Agreement

- Updating Fiscal 2024 Earnings Framework and Now Expect Net Sales to be Relatively Flat Compared to Prior Year and, Excluding Investment Income, Adjusted EBITDA to Grow Low Double-Digits

https://www.businesswire.com/news/home/20240508537488/en/

Investor Presentation (11/17/23)

https://investor.spectrumbrands.com/static-files/d1c81113-37fe-413d-a215-d8ad0efe46e9

Spectrum Brands Holdings Reports Fiscal 2023 Fourth Quarter (11/17/23)

https://www.businesswire.com/news/home/20231116206347/en/Spectrum-Brands-Holdings-Reports-Fiscal-2023-Fourth-Quarter

Spectrum Brands Holdings Declares Quarterly Common Stock Dividend of $0.42 Per Share (11/14/23)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) announced that its Board of Directors today declared a quarterly dividend of $0.42 per share on the Common Stock of the Company. The dividend is payable on December 7, 2023 to shareholders of record as of November 30, 2023.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, BLACK + DECKER®, PowerXL®, Emeril Lagasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20231114349445/en/Spectrum-Brands-Holdings-Declares-Quarterly-Common-Stock-Dividend-of-0.42-Per-Share

Buyback Authorization and Deleveraging (6/20/23)

On June 17, 2023, the Company’s Board of Directors approved the termination of the Company’s existing share repurchase program and the authorization of a new share repurchase program for up to $1.0 billion of Common Stock (the “Maximum Amount”). The new share repurchase program will be in effect from June 17, 2023 until the earlier of the Maximum Amount being repurchased thereunder or the suspension, termination or replacement of the program by the Company’s Board of Directors. The timing and actual number of shares that may be repurchased under the program will depend on a variety of factors, including price, general business and market conditions, and other investment opportunities and there is no guarantee that any shares will be repurchased under the program. Shares may be repurchased through open market purchases or privately negotiated transactions, including through accelerated share repurchase transactions and the use of trading plans intended to qualify under Rule 10b5-1 under the Securities and Exchange Act of 1934.

On June 16, 2023, Spectrum Brands, Inc., a wholly owned subsidiary of the Company (“SBI”), notified Royal Bank of Canada (“RBC”), as administrative agent under that certain Amended and Restated Credit Agreement, dated as of June 30, 2020 (as amended from time to time, the “Credit Agreement”), that on June 20, 2023 it will (i) repay $392,000,000 of term loans, which constitutes the repayment of all outstanding term loans under the Credit Agreement, (ii) repay $470,000,000 of revolving loans that are drawn under SBI’s $600,000,000 initial revolving tranche established under the Credit Agreement (the “Initial Revolving Credit Facility Tranche”), which constitutes the repayment of all outstanding revolving loans under such tranche and (iii) repay $245,000,000 of revolving loans that are drawn under SBI’s $500,000,000 incremental revolving tranche established under the Credit Agreement (the “Incremental Revolving Credit Facility Tranche”), which constitutes the repayment of all outstanding revolving loans under such tranche.

On June 20, 2023, SBI notified RBC that on June 23, 2023, it will terminate all revolving loan commitments under the Incremental Revolving Credit Facility Tranche. The revolving loan commitments under the Initial Revolving Credit Facility Tranche will not be terminated at such time.

https://www.sec.gov/ix?doc=/Archives/edgar/data/0000109177/000010917723000032/spb-20230616.htm

Based on $500 million and 5.3 million shares, the average price equates to $94.33 per share.

Spectrum Brands and Goldman Sachs & Co. LLC enter into Accelerated Share Repurchase Agreement (6/20/23)

On June 20, 2023, Spectrum Brands Holdings, Inc.’s (the “Company”) entered into an accelerated share repurchase agreement (the “ASR Agreement”) with Goldman Sachs & Co. LLC (the “ASR Counterparty”) to repurchase an aggregate of $500 million of the Company’s common stock, par value $0.01 per share (the “Common Stock”). The Company is funding the share repurchases under the ASR Agreement, which are being made pursuant to the Company’s new $1.0 billion share repurchase program, with cash on-hand following the closing of the sale of the Company’s Hardware and Home Improvement segment to ASSA ABLOY.

Under the terms of the ASR Agreement, the Company will pay an initial aggregate purchase price of $500 million to the ASR Counterparty at inception of the ASR Agreement, and the ASR Counterparty will make an aggregate initial delivery of approximately 5.3 million shares of Common Stock to the Company.

The total number of shares ultimately purchased by the Company pursuant to the ASR Agreement will generally be based on the daily volume-weighted average share price of the Common Stock during the calculation period of the ASR Agreement, less an agreed discount and subject to adjustments pursuant to the terms and conditions of the ASR Agreement. At final settlement of the ASR Agreement, the Company may be entitled to receive additional shares of Common Stock, or, under certain limited circumstances, be required to deliver shares to the ASR Counterparty or, at the Company’s election, remit a settlement amount in cash to the ASR Counterparty. The final settlement of the transactions under the ASR Agreement is expected to occur no later than December 2023, with the settlement date for the ASR Agreement determined at the ASR Counterparty’s option within an agreed range, subject to earlier termination under certain limited circumstances, as set forth in the ASR Agreement.
The ASR Agreement contains customary terms for these types of transactions, including, but not limited to, the mechanisms to determine the number of shares of Common Stock or the amount of cash that will be delivered at settlement, the required timing of delivery of the shares of Common Stock, the specific circumstances under which adjustments may be made to the transactions, the specific circumstances under which the transactions may be terminated prior to their scheduled maturity and various acknowledgements, representations and warranties made by the Company and the ASR Counterparty to one another.

From time to time, the ASR Counterparty and/or its respective affiliates have directly and indirectly engaged, and may engage in the future, in investment and/or commercial banking transactions with the Company for which the ASR Counterparty (or its affiliates) has received, or may receive, customary compensation, fees and expense reimbursement.

The foregoing description of the ASR Agreement does not purport to be complete and is qualified in its entirety by reference to the form of confirmation for the ASR Agreement, a copy of which form is attached as Exhibit 10.1 to this Current Report on Form 8-K and is incorporated herein by reference.

https://www.sec.gov/ix?doc=/Archives/edgar/data/0000109177/000010917723000032/spb-20230616.htm

Unaudited Pro Forma Condensed Consolidated Financial Statements

https://www.sec.gov/Archives/edgar/data/109177/000010917723000030/sbhproformafinancials_hhis.htm

Spectrum Brands Completes Sale of Hardware and Home Improvement Business for $4.3 Billion (6/20/23)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB; “Spectrum Brands” or the “Company”), a leading global branded consumer products and home essentials company focused on driving innovation and providing exceptional customer service, today announced the closing of the previously announced sale of the Company’s Hardware and Home Improvement business (“HHI”) to ASSA ABLOY for $4.3 billion in cash, prior to customary purchase price adjustments.

David Maura, Spectrum Brands’ Chief Executive Officer, said, “We are very pleased to complete this transaction, which is the culmination of a tremendous amount of hard work. I am thankful for our management team’s efforts and the steadfast support and encouragement of our Board of Directors and stockholders. We could not have asked for a better partner in ASSA ABLOY and could not be happier to have them as the new stewards of our business and employer of our former colleagues.

“Today’s closing delivers significant liquidity and strength to our balance sheet providing us with solid financial footing to execute on our objectives both strategically and operationally in this increasingly uncertain and challenging economic environment. After taxes, fees, and customary price adjustments, we expect to receive approximately $3.6 billion of net proceeds from this sale.

“We intend to use the proceeds from the sale to materially reduce our indebtedness, strengthen our operating performance and fund opportunistic M&A activities. We will also be in a position to return a substantial amount of capital to our stockholders.

“We remain committed to our strategic goal of becoming a faster growing, higher margin, pure play Global Pet Care and Home & Garden company by ultimately separating our Home & Personal Care business from our remaining businesses in the medium term. These initiatives are a testament to our commitment to delivering value to our stockholders and underscores our view that our Company has significant upside potential.”

The Company intends to reduce its indebtedness by approximately $1.6 billion by repaying in full the outstanding loans under its term loan facility and revolving credit facility, which had outstanding loans in a principal amount of $392 million and $715 million, respectively, as of the time of close, and by redeeming in full our 5.75% Notes due July 15, 2025, of which approximately $450 million in aggregate principal amount is outstanding. Following these repayments, the Company intends to permanently terminate the $500 million of revolving loan commitments under its $1.1 billion revolving credit facility, with the remaining $600 million of revolving loan commitments being available under its credit agreement for subsequent borrowings.

The Company’s Board of Directors has approved a new stock repurchase program authorizing the purchase of up to $1 billion of common stock, replacing the prior stock repurchase program. Pursuant to this program, the Company intends to enter into an accelerated share repurchase agreement to purchase an aggregate of $500 million of the Company’s common stock. After paying down debt and funding this ASR, the Company expects to be at a net cash position at the end of fiscal 23.

Finally, the Company also intends to use a portion of the transaction proceeds to invest in its long-term operating performance and free cash flow generating capacity. The Company will continue to seek opportunities to invest in its employees and talent base, marketing, advertising and innovation of new products and IT infrastructure. Additionally, the Company will continue to monitor the market for opportunistic, attractive and synergistic M&A opportunities particularly within its Global Pet Care business. Until deployed, the Company will invest the remaining proceeds in highly rated, liquid depository accounts, time deposits, and money market funds, taking advantage of the investment returns available from the attractive current market rates.

As previously announced, on September 8, 2021, Spectrum Brands announced an agreement to sell HHI to ASSA ABLOY, subject to receipt of regulatory approvals and satisfaction of customary closing conditions. On September 15, 2022, the U.S. Department of Justice (the “DOJ”) filed a lawsuit to block the closing of the sale and on December 2, 2022, in order to address the DOJ’s concerns, ASSA ABLOY entered into an agreement to sell its Emtek and the Smart Residential Business in the U.S. and Canada to Fortune Brands. Thereafter, on May 5, 2023, the parties entered into a stipulation with the DOJ to settle the lawsuit and receive the DOJ’s approval for the completion of the sale. Finally, on June 5, 2023, the parties received the final remaining regulatory approval from the Mexican competition authority to complete the transaction.

About Spectrum Brands

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, BLACK + DECKER®, PowerXL®, Emeril Lagasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20230619209742/en/

Spectrum Brands Receives Clearance from Mexico to Complete the Sale of HHI (6/05/23)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB, “Spectrum Brands” or the “Company”), a leading global branded consumer products and home essentials company focused on driving innovation and providing exceptional customer service, today announced that it has received clearance from the Mexican competition authority to sell the Company’s Hardware and Home Improvement segment (“HHI”) to ASSA ABLOY for $4.3 billion in cash, subject to customary adjustments.

The approval from the Mexican competition authority was the last regulatory approval required to complete this transaction. The closing of this transaction is subject to satisfaction of customary closing conditions. The Company continues to expect to close this transaction on or prior to June 30, 2023.

About Spectrum Brands

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, Black+Decker®, PowerXL®, Emeril Lagasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20230601006128/en/

Spectrum Brands Holdings Reports Fiscal 2023 Second Quarter Results (5/12/23)

https://www.businesswire.com/news/home/20230511005939/en/Spectrum-Brands-Holdings-Reports-Fiscal-2023-Second-Quarter-Results

Spectrum Brands Holdings Declares Quarterly Common Stock Dividend of $0.42 Per Share (5/10/23)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) announced that its Board of Directors today declared a quarterly dividend of $0.42 per share on the Common Stock of the Company. The dividend is payable on June 8, 2023 to shareholders of record as of May 23, 2023.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, Black+Decker®, PowerXL®, Emeril Lagasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20230510005789/en/Spectrum-Brands-Holdings-Declares-Quarterly-Common-Stock-Dividend-of-0.42-Per-Share

Spectrum Brands and the DOJ Reach a Settlement Regarding the HHI Acquisition (5/05/23)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB, “Spectrum Brands” or the “Company”), a leading global branded consumer products and home essentials company focused on driving innovation and providing exceptional customer service, today announced that it has agreed to a stipulation with the U.S. Department of Justice (the “DOJ”) to settle the DOJ’s challenge of ASSA ABLOY’s acquisition of the Company’s Hardware and Home Improvement segment (“HHI”).

As previously announced, on September 8, 2021, Spectrum Brands announced an agreement to sell HHI to ASSA ABLOY for $4.3 billion in cash, subject to customary adjustments. On September 15, 2022, the DOJ filed a lawsuit to block the closing of the HHI sale. On December 2, 2022, ASSA ABLOY announced an agreement to sell its Emtek and the Smart Residential Business in the U.S. and Canada to Fortune Brands, a strong and experienced player in the home hardware and security markets.

David Maura, the Company’s Chief Executive Officer, said, “We are very pleased to have reached agreement with the DOJ, which is a critical milestone toward putting HHI in the hands of ASSA ABLOY, who we believe will enhance HHI’s ability to bring consumers better innovation and product choice.”

The closing of the transaction is subject to satisfaction of customary closing conditions. Approval of the Mexican competition authority is the only outstanding regulatory approval. The Company continues to expect to close this transaction on or prior to June 30, 2023.

About Spectrum Brands

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, Black+Decker®, PowerXL®, Emeril Lagasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20230505005508/en/

Spectrum Brands gains for second day after court hearing on DOJ deal lawsuit (3/30/23)

By Joshua Fineman, SA News Editor

Spectrum Brands (NYSE:SPB) rose 2.8% after gaining 6.4% on Wednesday after a judge held a hearing in advance of a trial where the Dept. of Justice is suing to block Assa Abloy (OTCPK:ASAZF) from acquiring the door hardware unit for $4.3 billion from Spectrum Brands.

"While we have no legal background, in our view, SPB/ASSA came out of the hearing with the upper hand vs the DOJ, as Judge Reyes pushed back on two key DOJ arguments," Raymond James analyst Olivia Tong, who has a market perform rating on SPB, wrote in a note on Thursday. The trial is set to begin on April 17.

The DOJ sued to block the Swedish company from acquiring the door hardware unit for $4.3 billion from Spectrum Brands (SPB) back in September. Spectrum Brands' shares soared 27% on Dec. 2 after Assa announced an agreement to sell some assets to Fortune Brands Home & Security (FBIN) for $800M to try to remedy the DOJ's concerns.

Raymond James Tong expects Spectrum Brand (SPB) shares to see a "strong" positive reaction if Judge Reyes allows the deal to go through, though the DOJ could choose to appeal, further dealing resolution of the matter at a "volatile" time for the industry due to slowing demand in home-related categories.

The upward move in Spectrum Brands (SPB) shares also comes after the company was initiated with a buy rating and $82 price target at Canaccord on Thursday.

The sale of the door unit is "key to unlocking significant value for shareholders," Canaccord analyst Brian C. McNamara wrote on Thursday.

Canaccord said the sale of the Spectrum Brands' (SPB) door hardware unit is not priced in the stock currently and the company could use after-tax proceeds of ~$3.5 billion to immediately pay off $2.1 billion in debt.

"With a new leverage target of 2.5x, we believe SPB could deploy more than $1.5bn in capital for share repurchases —~60% of its current market cap — if HHI gets the thumbs up by regulators," McNamara wrote.

Spectrum Brands (SPB) was also initiated with a peer perform rating at Wolfe Research on Thursday.

https://seekingalpha.com/news/3952787-spectrum-brands-gains-for-second-day-after-court-hearing-on-doj-deal-lawsuit

Spectrum Brands gains amid hearing on DOJ suit on Assay Abloy sale (3/29/23)

By: Joshua Fineman, SA News Editor

Spectrum Brands (NYSE:SPB) rose 6.8% as a judge held a hearing in advance of a trial where the Dept. of Justice sued to block Assay Abloy (OTCPK:ASAZF) from acquiring the door hardware unit for $4.3 billion from Spectrum Brands.

The hearing started at 10am and is still going on currently before District Judge Ana C. Reyes. The trial date is set for April 17.

“The judge sounds skeptical of the DoJ’s effort to avoid litigating the fix that the parties propose," Chris DeMuth Jr, Partner, Rangeley Capital, told Seeking Alpha in an interview. "Spectrum (SPB) wants to litigate the actual non-fictional deal that they are pursuing which includes a divestiture of all of the overlap that the government complained about. The government is pursuing a form of sadism – they are trying to hurt the companies in order to inflict pain, not to fix any problem."

The DOJ sued to block the Swedish company from acquiring the door hardware unit for $4.3 billion from Spectrum Brands (SPB) back in September. Spectrum Brands' shares soared 27% on Dec. 2 after Assa announced an agreement to sell some assets to Fortune Brands Home & Security (FBIN) for $800M to try to remedy the DOJ's concerns.

DeMuth said that Spectrum Brands (SPB) is his largest and favorite position and he sees an over 80% chance of winning in court, and the shares "are quite cheap compared to their value after such a win."

"They will have to litigate the actual deal fix and such litigation hugely favors the deal," DeMuth said.

https://seekingalpha.com/news/3952402-spectrum-brands-gains-amid-hearing-on-doj-suit-on-assay-abloy-sale

SPECTRUM BRANDS HOLDINGS INC (12/02/22)
$66.68 +14.02 (+26.62%)
Volume: 3,978,459
Day range: 59.35-67.16
52-week range: 38.93-104.38

ASSA ABLOY sells Emtek and the Smart Residential business in the U.S. and Canada in furtherance of the proposed acquisition of the Hardware and Home Improvement division (12/02/22)

STOCKHOLM, Dec. 2, 2022 ASSA ABLOY has entered into binding agreements with Fortune Brands Home & Security, Inc. (NYSE: FBHS) or ("Fortune Brands") for the sale of Emtek and the Smart Residential business in the U.S. and Canada to fully resolve all the alleged competitive concerns surrounding the proposed acquisition of the Hardware and Home Improvement division ("HHI") of Spectrum Brands.

On September 8, 2021, ASSA ABLOY announced it had signed an agreement to acquire the HHI division of Spectrum Brands (NYSE: SPB) for a purchase price of MUSD 4,300 on a cash and debt free basis. On September 15, 2022, the U.S. Department of Justice ("DOJ") announced that it will seek to block the proposed acquisition of HHI.

ASSA ABLOY has entered into binding agreements with Fortune Brands for the sale of Emtek and the Smart Residential business in the U.S. and Canada to fully resolve all the alleged competitive concerns surrounding the proposed acquisition of HHI. Residential businesses outside of the U.S. and Canada are not in scope to be divested.

These businesses represented sales of about MUSD 350 in 2021.The selling price for the divested business is MUSD 800 on a cash and debt free basis.

"With Fortune Brands our excellent US and Canadian residential businesses will get a good and strong home with an experienced owner. While keeping these residential businesses in the US and Canada would have been preferred, we are confident that we have now fully eliminated all competitive concerns alleged by the DOJ and that the acquisition of HHI is in the long-term interest of our shareholders," says Nico Delvaux, President and CEO of ASSA ABLOY.

The divestiture is dependent on the successful defense against the DOJ regarding the planned acquisition of HHI. ASSA ABLOY will remain fully committed to these well-performing businesses during the process and all the businesses will continue to operate as normal.

Both the proposed acquisition of HHI and the divestiture are expected to close during the second quarter 2023 after the successful defense against the DOJ.

For more information, please contact:

Nico Delvaux, President and CEO, tel. no: +46 8 506 485 82

Erik Pieder, CFO and Executive Vice President, tel. no: +46 8 506 485 72

Björn Tibell, Head of Investor Relations, tel. no: +46 70 275 67 68, e-mail: bjorn.tibell@assaabloy.com

About ASSA ABLOY

The ASSA ABLOY Group is the global leader in access solutions. The Group operates worldwide with 51,000 employees and sales of SEK 95 billion. The Group has leading positions in areas such as efficient door openings, trusted identities and entrance automation. ASSA ABLOY's innovations enable safe, secure and convenient access to physical and digital places. Every day, we help billions of people experience a more open world.

https://www.prnewswire.co.uk/news-releases/assa-abloy-sells-emtek-and-the-smart-residential-business-in-the-us-and-canada-in-furtherance-of-the-proposed-acquisition-of-the-hardware-and-home-improvement-division-301692308.html

Fortune Brands Announces Agreement to Acquire Emtek and Schaub Premium Residential Hardware Brands and the U.S. and Canadian Yale and August Residential Smart Lock Brands from ASSA ABLOY (12/01/22)

- Yale and August add scale and breadth to Fortune Brands’ complementary security and connected smart home portfolio in the U.S. and Canada

- Emtek and Schaub lead entry into new, highly synergistic premium brand-led category

- Transaction supports Fortune Brands’ disciplined inorganic growth strategy and augments its opportunities in supercharged categories

DEERFIELD, Ill.--(BUSINESS WIRE)--Fortune Brands Home & Security, Inc. (“FBHS,” “Fortune Brands” or the “Company”), an industry-leading home and security products company, today announced it has entered into a definitive agreement to acquire the Emtek and Schaub premium and luxury door and cabinet hardware business and the U.S. and Canadian Yale and August residential smart home locks business (collectively the “Business”) from ASSA ABLOY, Inc. (a subsidiary of ASSA ABLOY AB), for a purchase price of $800 million, or approximately $700 million net of tax benefits, in cash on a cash-free, debt-free basis, subject to customary adjustments (collectively, the “Acquisition”).

“This Acquisition is perfectly aligned to our strategy as a brand, innovation and channel leader. Yale and August will bring two great brands and significant engineering expertise into our already powerful security portfolio. Emtek and Schaub allow us to enter a branded, growing and highly profitable category in a leadership position, where we can accelerate innovation and leverage our channel and consumer insights to create significant value over time,” said Fortune Brands Chief Executive Officer Nicholas Fink. “This transaction is consistent with Fortune Brands’ disciplined approach to value-creating acquisitions.”

“Together with our existing iconic brands, loyal channel relationships, and supply chain expertise, we believe these additions will result in enhanced, innovative products for consumers and customers. We can accelerate growth and profitability by deploying our Fortune Brands Advantage capabilities to create value for all stakeholders,” added Fink.

With revenues of approximately $350 million in 2021, the Business is comprised of leadership brands in the fast-growing smart lock and the highly profitable and growing premium and luxury hardware categories. Fortune Brands expects to add meaningful growth and cost synergies to the Business over time.

Fortune Brands expects to receive tax benefits over a 15-year period with a net present value of approximately $100 million, and the net purchase price of $700 million equates to approximately 7.8x estimated 2022 adjusted EBITDA for the Business before synergies.

The Acquisition is conditioned on the successful closing of the acquisition by ASSA ABLOY from Spectrum Brands, Inc. of its Hardware and Home Improvement business following a favorable resolution of the court proceedings with the Department of Justice. The Acquisition is expected to close in the second quarter of 2023.

About Fortune Brands

Fortune Brands Home & Security, Inc. (NYSE: FBHS), headquartered in Deerfield, IL., is a Fortune 500 company, part of the S&P 500 Index and a leader in the home products industry. With trusted brands and market leadership positions in each of its three operating segments, Water Innovations, Outdoors & Security, and Cabinets, Fortune Brands’ 28,000 associates work with a purpose to fulfill the dreams of home.

The Company’s growing portfolio of complementary businesses and innovative brands includes Moen and the House of Rohl within Water Innovations; outdoor living and security products from Therma-Tru, LARSON, Fiberon, Master Lock and SentrySafe; and MasterBrand Cabinets’ wide-ranging offerings from MANTRA, Diamond, Omega and many more. Visit www.FBHS.com to learn more about FBHS, its brands and how the Company is accelerating its environmental, social and governance (ESG) commitments.

https://www.businesswire.com/news/home/20221130006222/en/Fortune-Brands-Announces-Agreement-to-Acquire-Emtek-and-Schaub-Premium-Residential-Hardware-Brands-and-the-U.S.-and-Canadian-Yale-and-August-Residential-Smart-Lock-Brands-from-ASSA-ABLOY

Spectrum Brands’ Statement on ASSA ABLOY’s Proposed Sale of its Emtek and Smart Residential Business in the U.S. and Canada (12/02/22)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB, “Spectrum Brands” or the “Company”), a leading global branded consumer products and home essentials company focused on driving innovation and providing exceptional customer service, today announced that it is more committed and confident than ever that it will complete the sale of its Hardware and Home Improvement segment (“HHI”) to ASSA ABLOY.

On September 8, 2021, Spectrum Brands announced an agreement to sell HHI to ASSA ABLOY for $4.3 billion in cash, subject to customary adjustments. On September 15, 2022, the United States Department of Justice (“DOJ”) filed a meritless lawsuit to block the closing of the HHI sale. On December 2, 2022, ASSA ABLOY announced an agreement to sell its Emtek and the Smart Residential Business in the U.S. and Canada to Fortune Brands, a strong and experienced player in the home hardware and security markets.

David Maura, the Company’s Chief Executive Officer, said, “We have always firmly believed that the sale of HHI to ASSA ABLOY will first and foremost benefit consumers and presents no competition concerns. In ASSA ABLOY’s hands, HHI will be better able to keep up with the fierce competition across today’s home security marketplace and bring consumers better innovation and product choice. We continue to strongly disagree with the DOJ’s position, but in order to ensure that consumers do not lose out on the substantial benefits that will result from the sale of HHI to ASSA ABLOY, the comprehensive proposal announced today was made to resolve DOJ’s purported concerns. The sale of these strong businesses to Fortune Brands will fully and completely resolve any conceivable competitive concerns and will further benefit consumers by enabling Fortune Brands to bring even stronger competition to all segments of the residential security market. We were confident before, and are even more confident now, that we will prevail in the DOJ lawsuit and successfully close our sale of HHI to ASSA ABLOY.”

Both the sale of HHI and the divestitures to Fortune Brands are expected to close during the second calendar quarter of 2023 after the successful defense against the DOJ.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, Black+Decker®, PowerXL®, Emeril Legasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20221201006076/en/

Spectrum Brands Guides for Up to Low-Single Digit Revenue Growth in FY23 (11/18/22)

Source: Dow Jones News
By Sabela Ojea

Spectrum Brands Holdings Inc. said Friday that it expects to post a rise in sales for fiscal 2023 amid plans to further reduce inventory levels.

The maker of consumer-products and home-essentials such as Kwikset locks and Hot Shot bug spray said that, even though it expects to operate in a difficult macro-economic environment, it anticipates an up to low-single digit rise in sales for the financial year ending Sept. 30, 2023.

Regarding its inventory reduction plans, the company said it expects to reduce it by more than $200 million and to return to free cash flow generation during fiscal 2023.

Additionally, the company said it expects to win the Justice Department antitrust lawsuit to block Assa Abloy AB's plans to buy the company's hardware and home-improvement segment for $4.3 billion in cash.

Spectrum Brands therefore expects to collect $4.3 billion of cash by no later than June 2023, Chairman and Chief Executive David Maura said.

Spectrum Brands Files Answer to the DOJ’s Complaint to Block the Sale of its Hardware and Home Improvement Division to ASSA ABLOY (10/14/22)

Spectrum Brands Holdings, Inc. (NYSE: SPB, “Spectrum Brands” or the “Company”), a leading global branded consumer products and home essentials company, today filed its answer to the lawsuit filed by the U.S. Department of Justice (“DOJ”) seeking to block the Company’s sale of its Hardware and Home Improvement (“HHI”) segment to ASSA ABLOY. Spectrum Brands and ASSA ABLOY are committed to completing the transaction and are confident that they will prevail in litigation.

Contrary to the DOJ’s inaccurate position, following the closing of the transaction competition in the residential security market will be enhanced, as HHI will be ideally positioned to better serve customers with more innovative products and customers will have more product choice across competitors.

Prior to the lawsuit, the Company and ASSA ABLOY had made numerous proposals to address the DOJ’s purported antitrust concerns—each of which were rejected without a valid basis—and ASSA ABLOY has initiated a sales process to divest certain businesses to fully resolve any alleged competitive concerns surrounding the acquisition of HHI.

The DOJ is incorrect that the transaction—before taking into account the proposed divestitures—would violate antitrust laws. With the proposed divestitures considered, there is no basis in law or in fact for the DOJ’s meritless claims. “In essence, the Government is attempting to circumvent decades of established practice and merger case law precedent,” Spectrum Brands said in its answer filed in federal court.

The Company is looking forward to its day in court and is confident that the court will review the merits of the transaction—including the proposed divestiture—and agree that the DOJ’s complaint should be rejected.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, Black+Decker®, PowerXL®, Emeril Legasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.


https://www.businesswire.com/news/home/20221014005287/en/

Investor Presentation (8/12/22)

https://investor.spectrumbrands.com/static-files/6754664b-fb41-40e8-b535-a0d5c97eba85

Spectrum Brands Holdings Reports Fiscal 2022 Third Quarter Results (8/12/22)

https://www.businesswire.com/news/home/20220811005814/en/Spectrum-Brands-Holdings-Reports-Fiscal-2022-Third-Quarter-Results

Spectrum Brands Holdings Declares Quarterly Common Stock Dividend of $0.42 Per Share (8/09/22)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) announced that its Board of Directors today declared a quarterly dividend of $0.42 per share on the Common Stock of the Company. The dividend is payable on September 28, 2022 to stockholders of record as of the close of business on August 30, 2022.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings is a home-essentials company with a mission to make living better at home. We focus on delivering innovative products and solutions to consumers for use in and around the home through our trusted brands. We are a leading supplier of specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, shaving and grooming products, personal care products, and small household appliances. Helping to meet the needs of consumers worldwide, Spectrum Brands offers a broad portfolio of market-leading, well-known and widely trusted brands including Tetra®, DreamBone®, SmartBones®, Nature’s Miracle®, 8-in-1®, FURminator®, Healthy-Hide®, Good Boy®, Meowee!®, OmegaOne®, Spectracide®, Cutter®, Repel®, Hot Shot®, Rejuvenate®, Black Flag®, Liquid Fence®, Remington®, George Foreman®, Russell Hobbs®, Black+Decker®, PowerXL®, Emeril Legasse®, and Copper Chef®. For more information, please visit www.spectrumbrands.com. Spectrum Brands – A Home Essentials Company™.

https://www.businesswire.com/news/home/20220808005830/en/

SPB closed at $79.02 on 9/07/21.

The Purchase Agreement was disclosed on 9/08/21. SPB closed at $93.08.

On 7/14/22, SPB closed at $72.80 on 7/14/22, on day prior to the announcement of the amended Purchase Agreement. The closing price was $66.71 on 7/15/22.

Spectrum Brands, Inc. and ASSA ABLOY AB Amend Purchase Agreement (7/14/22)

As previously disclosed, Spectrum Brands, Inc. (the “Company”) previously entered into a definitive Asset and Stock Purchase Agreement (the “Purchase Agreement”) with ASSA ABLOY AB (“ASSA”), pursuant to which, and subject to its terms and conditions, ASSA will acquire from the Company its hardware and home improvement business (the “Transaction”) for an aggregate purchase price of $4.3 billion in cash, subject to customary purchase price adjustments.

Pursuant to the Purchase Agreement either party may terminate the Purchase Agreement if the Transaction has not occurred on or prior to December 8, 2022 (the “End Date”). On July 14, 2022, the parties entered into an amendment to the Purchase Agreement (the “Amendment”) pursuant to which the End Date was extended to June 30, 2023. Except for the foregoing amendment to the End Date, the Purchase Agreement remains in full force and effect as written, including with respect to termination fees.

The Company continues to engage with antitrust regulators in the regulatory review of the Transaction and the extension is intended to provide the parties with additional time (to the extent needed) to satisfy the conditions related to receipt of governmental clearances. The parties are committed to closing the Transaction and the Company and ASSA both continue to expect that they will obtain all the required governmental clearances and will close the Transaction.

The foregoing description of the Amendment is not complete and is subject to, and qualified in its entirety by reference to, the Amendment, a copy of which is filed with this Current Report on Form 8-K as Exhibit 2.1 and the terms of which are incorporated herein by reference. The Amendment has been attached to provide investors with information regarding its terms. It is not intended to provide any other factual information about the Company or ASSA.

https://www.sec.gov/ix?doc=/Archives/edgar/data/109177/000010917722000020/spb-20220714.htm

https://grabarlaw.com/the-latest/spectrum-brands-holdings-investigation/

https://www.benzinga.com/pressreleases/22/05/26973754/grabar-law-office-investigates-potential-shareholder-derivative-action-on-behalf-of-current-shareho

GRABAR LAW OFFICE INVESTIGATES POTENTIAL SHAREHOLDER DERIVATIVE ACTION ON BEHALF OF CURRENT SHAREHOLDERS OF SPECTRUM BRANDS HOLDINGS, INC. AFTER IT AGREES TO SETTLE SHAREHOLDER ACTION FOR $36,000,000 (NYSE: SPB)
Spectrum Brands Holdings, Inc. has agreed to settle a securities class action for $36 million.

Current Spectrum Brands shareholders who have held shares of Spectrum Brands stock since at least January 26, 2017, can seek corporate reforms, the return of funds back to company coffers and potentially a court approved incentive award if appropriate.

The underlying class action alleged that the Company and the Individual Defendants made a series of materially misleading statements and omissions regarding the Company’s operations and financial results during the Class Period of January 26, 2017 to November 19, 2018.

If you would like to learn more about this matter at no cost to you, please fill out the form provided or contact us at jgrabar@grabarlaw.com or call 267-507-6085.

No. I did years ago.

Do you own shares? My father does.

Not much action here in a while.

Spectrum Brands Stockholders Approve Proposed Merger With HRG Group, Inc. (7/13/18)

MIDDLETON, Wis. & NEW YORK--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) (“Spectrum Brands”), a global consumer products company offering a broad portfolio of leading brands and focused on driving innovation and exceptional customer service, today announced that its stockholders approved its previously announced merger with HRG Group, Inc. (NYSE: HRG) at a special meeting of Spectrum Brands stockholders held earlier today. Spectrum Brands stockholders approved all proposals put forward at the special meeting.

Spectrum Brands expects the merger to close after the close of business today, July 13, 2018.

About Spectrum Brands Holdings, Inc.

https://www.businesswire.com/news/home/20180713005283/en/

Energizer Holdings, Inc. and Spectrum Brands Holdings, Inc. Announce Intention to File for Merger Review with the European Commission Regarding Energizer's Proposed Acquisition of Spectrum Brands' Battery and Portable Lighting Business (6/07/18)

ST. LOUIS and MIDDLETON, Wis., June 7, 2018 /PRNewswire/ -- Energizer Holdings, Inc. (NYSE: ENR) ("Energizer") and Spectrum Brands Holdings, Inc. (NYSE: SPB) ("Spectrum Brands") today announced they intend to file for merger review with the European Commission regarding Energizer's proposed acquisition of Spectrum Brands' Battery and Portable Lighting Business.

Energizer and Spectrum Brands are working with the Commission, as well as other regulators around the world, to obtain the necessary approvals to complete the transaction. Both parties continue to expect the transaction to close in the second half of calendar 2018.

About Energizer Holdings, Inc.

Energizer Holdings, Inc. (NYSE: ENR), headquartered in St. Louis, MO, is one of the world's largest manufacturers of primary batteries and portable lighting products and is anchored by its two globally recognized brands Energizer® and Eveready®. Energizer is also a leading designer and marketer of automotive fragrance and appearance products from recognized brands such as Refresh Your Car!®, California Scents®, Driven®, Bahama & Co.®, LEXOL® and Eagle One®. As a global branded distributor of consumer products, our mission is to lead the charge to deliver value to our customers and consumers better than anyone else. Visit www.energizerholdings.com for more details.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 1000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders' hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Black + Decker®, Tetra®, Marineland®, Nature's Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS® and Eukanuba® (Europe only), Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold in approximately 160 countries. In fiscal 2017, Spectrum Brands Holdings generated net sales from continuing operations of approximately $3.0 billion. For more information, visit www.spectrumbrands.com.

https://www.prnewswire.com/news-releases/energizer-holdings-inc-and-spectrum-brands-holdings-inc-announce-intention-to-file-for-merger-review-with-the-european-commission-regarding-energizers-proposed-acquisition-of-spectrum-brands-battery-and-portable-lighting-bus-300661898.html

Energizer Holdings, Inc. And Spectrum Brands Holdings Announce Expiration Of Hart-Scott-Rodino Waiting Period For The Acquisition Of Spectrum Brands' Battery And Portable Lighting Products Business (3/29/18)

ST. LOUIS and MIDDLETON, Wis., March 29, 2018 /PRNewswire/ -- Energizer Holdings, Inc. (NYSE: ENR) ("Energizer") and Spectrum Brands Holdings, Inc. (NYSE: SPB) ("Spectrum Brands") today announced that the Federal Trade Commission has allowed expiration of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended ("HSR Act"), with respect to the previously announced acquisition by Energizer of Spectrum Brands' battery and lighting products business.

"We look forward to closing the acquisition of Spectrum Brands' battery and lighting products business and welcoming their global team into the Energizer family," said Alan Hoskins, Chief Executive Officer, Energizer Holdings, Inc. "The combination will expand our presence in a number of international markets, broaden our product portfolio and manufacturing capabilities, and increase our ability to bring innovative new products to consumers."

"We are pleased to achieve this milestone and take a significant step toward completing our transaction with Energizer. Once the transaction closes, Energizer will be well positioned to deliver the necessary resources and market expertise, and provide strong support for our people and the business' future growth plans. For Spectrum Brands, we are continuing to execute our strategic plan to becoming a faster-growing and higher-margin company," said David Maura, Executive Chairman of Spectrum Brands Holdings.

The expiration of the waiting period under the HSR Act satisfies one of the closing conditions of the pending transaction. The transaction remains subject to other customary closing conditions, including regulatory approvals in several jurisdictions outside the United States. Both parties expect the transaction to close in the second half of calendar 2018.

King & Spalding LLP served as counsel for Energizer with Norman Armstrong, Jr. as lead antitrust counsel. Kirkland & Ellis LLP served as counsel for Spectrum with Matthew Reilly as lead antitrust counsel.

About Energizer Holdings, Inc.

Energizer Holdings, Inc. (NYSE: ENR), headquartered in St. Louis, MO, is one of the world's largest manufacturers of primary batteries and portable lighting products and is anchored by its two globally recognized brands Energizer® and Eveready®. Energizer is also a leading designer and marketer of automotive fragrance and appearance products from recognized brands such as Refresh Your Car!®, California Scents®, Driven®, Bahama & Co.®, LEXOL® and Eagle One®. As a global branded distributor of consumer products, our mission is to lead the charge to deliver value to our customers and consumers better than anyone else. Visit www.energizerholdings.com for more details.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 1000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders' hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Black + Decker®, Tetra®, Marineland®, Nature's Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS® and Eukanuba® (Europe only), Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold in approximately 160 countries. In fiscal 2017, Spectrum Brands Holdings generated net sales from continuing operations of approximately $3.0 billion. For more information, visit www.spectrumbrands.com.

https://www.prnewswire.com/news-releases/energizer-holdings-inc-and-spectrum-brands-holdings-announce-expiration-of-hart-scott-rodino-waiting-period-for-the-acquisition-of-spectrum-brands-battery-and-portable-lighting-products-business-300621225.html

Spectrum Brands Holdings to Combine with HRG Group in Transaction Valued at $10 Billion (2/26/18)

Spectrum Brands to Become Independent Company with Widely Distributed Shareholder Base

Combined Company Well Positioned to Advance Strategy as Faster-Growing, Higher-Margin, More Focused Consumer Brands Business

Spectrum Brands Management Team to Continue in Current Roles

MIDDLETON, Wis. & NEW YORK--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) (“Spectrum Brands”), a global consumer products company offering a portfolio of leading brands providing superior value to consumers and customers every day, and HRG Group, Inc. (NYSE: HRG) (“HRG”), a holding company with shares of Spectrum Brands as its principal holding, today announced that they have entered into a definitive merger agreement pursuant to which Spectrum Brands will combine with HRG. As a result, HRG’s shareholders will effectively hold HRG’s interests in Spectrum Brands directly following the combination. The transaction has been unanimously recommended by the Special Committee of independent directors of the Spectrum Brands Board of Directors (the “Special Committee”), and was also approved by the Spectrum Brands and HRG boards.

Under the terms of the agreement, immediately prior to closing, HRG will effect a reverse stock split such that HRG shareholders receive in the aggregate a number of shares of the combined company equal to the number of shares of Spectrum Brands currently held by HRG, subject to certain adjustments to account for HRG’s net debt and transaction costs as well as a $200 million upward adjustment. The $200 million upward adjustment takes into account that the combination transforms Spectrum Brands into an independent public company with no controlling shareholder and a widely held shareholder base as well as certain favorable tax attributes of HRG. Upon closing, Spectrum Brands shareholders will receive one newly issued share of the combined company for each share of Spectrum Brands that they owned prior to the combination. The transaction is expected to be tax free to Spectrum Brands and Spectrum Brands shareholders, and to HRG and HRG shareholders.

Following the transaction, the current Spectrum Brands management team will lead the combined company. In addition, HRG’s board will be replaced by the Spectrum Brands board. Ehsan Zargar will resign from the Spectrum Brands board and will be replaced by an independent director to be selected by Leucadia National Corporation (“Leucadia”), HRG’s largest shareholder. Leucadia also has an ongoing right to designate one director, so long as it owns at least 10% of the number of combined company’s shares issued and outstanding as of the closing, which is initially expected to be the current Spectrum Brands’ director and Leucadia’s Chairman, Joseph Steinberg. Pro forma for the reverse stock split, the merger and the adjustments described above, Leucadia is expected to hold approximately 13% of the combined company and another 45% of the combined company is expected to be widely held by HRG’s legacy stockholders. Such ownership percentages assume approximately $324 million of HRG’s net debt at closing and are based on the number of shares outstanding and market prices as of February 22, 2018 (but are subject to adjustment for HRG’s actual amount of net debt, transaction costs and outstanding shares at closing).

“We are pleased to have reached this mutually-beneficial agreement with HRG,” said Terry Polistina, Chairman of the Special Committee of Spectrum Brands. “Under this new ownership structure, Spectrum Brands will be an independent company with a widely distributed shareholder base and improved governance structure. We believe this transaction will deliver substantial value to all Spectrum Brands shareholders, including the company’s minority shareholders, and we look forward to the current Spectrum Brands’ management team advancing our growth and success."

“I want to thank the special committee for their work in negotiating this transaction with HRG, which will result in an independent company with meaningfully increased trading liquidity in our common stock,” said David Maura, Executive Chairman of Spectrum Brands. “Spectrum Brands is making substantial progress in its ongoing, rapid transformation, including the planned reallocation of approximately $3.6 billion of gross capital. We are excited to emerge as a faster-growing, higher-margin company with a meaningfully stronger balance sheet and the flexibility to strategically redeploy a large amount of capital through share repurchases and highly accretive acquisitions, as opportunities present themselves. We remain poised to deliver stronger organic growth across our organization and build upon our near 10-year track record of serving our investors with exceptional shareholder value creation. We have come a long way over the last decade, and the team couldn’t be more excited about the future of Spectrum Brands and our ability to serve our customers, employees and our stakeholders like never before.”

“We believe this agreement represents a constructive outcome for Spectrum Brands, HRG and all shareholders,” said Joseph Steinberg, Chairman of the Board and Chief Executive Officer of HRG. “The transaction advances the wind down of the HRG parent company and eliminates its overhead. Importantly, the combination with Spectrum Brands provides our shareholders with the ability to participate in the upside potential of the combined company.”

“With this transaction, we are unlocking value for HRG shareholders and providing them with enhanced liquidity going forward. We want to express our sincere gratitude to the HRG board and our employees, both past and present, for all of their contributions to the success of HRG. Since 2011, their talent and dedication helped build strong businesses, and enabled HRG to deliver maximum value to our shareholders,” said Ehsan Zargar, Executive Vice President, Chief Operating Officer, General Counsel and Corporate Secretary of HRG.

Timeframe to Completion

The transaction is expected to close by the end of the second calendar quarter of 2018. Closing of the transaction remains subject to the satisfaction of customary closing conditions, including the approval of both the holders of a majority of Spectrum Brands’ outstanding shares and the holders of the majority of such shares held by persons other than HRG and its affiliates and the executive officers of Spectrum Brands. Closing is also subject to the approval of a majority of HRG’s outstanding shares. HRG has entered into a voting agreement with respect to the Spectrum Brands vote. Leucadia and Fortress Investment Group, which together own approximately 40% of HRG’s common shares, enthusiastically support the transactions and have entered into customary voting agreements to vote their shares of HRG in favor of the transaction. The parties do not anticipate needing any regulatory approvals in connection with the transaction.

The combined company will be named Spectrum Brands Holdings, Inc. and will trade under the ticker “SPB.” The company will remain headquartered in Middleton, Wisconsin.

Other Transaction Terms

Spectrum Brands’ board has approved a short-term shareholder rights plan, effective today. The plan is intended to ensure that the Spectrum Brands board can protect all shareholder interests as it executes the changes announced today by preserving the value of the combined company’s substantial net operating and capital loss carryforwards. The plan is not intended to prevent any action that the Spectrum Brands board determines to be in the best interests of the company.
HRG’s board has approved a shareholder rights plan, effective today. The plan is intended to ensure that the HRG board can protect all shareholder interests as it executes the changes announced today by preserving the value of the combined company’s substantial net operating and capital loss carryforwards. The plan is not intended to prevent any action that the HRG board determines to be in the best interests of the company.

Batteries and Appliances Sale Processes

The combination with HRG will not have an impact on the previously announced pending sale of Spectrum Brands’ global battery business to Energizer Holdings, Inc. It will also not have an impact on Spectrum Brands’ previously announced exploration of alternatives for its appliances business, which has received strong interest from potential buyers with an expected agreement and closing by the end of fiscal year 2018. In total, Spectrum Brands expects to receive $3.6-$3.7 billion in gross proceeds, including $2 billion from the sale of Spectrum Brands’ global battery business and $1.6-$1.7 billion from the sale of its appliances business.

Advisors

Moelis & Company LLC is serving as financial advisor to the Special Committee and Kirkland & Ellis LLP and Cleary Gottlieb Steen & Hamilton LLP are serving as its legal advisors.

J.P. Morgan Securities LLC and Jefferies LLC are serving as financial advisors to HRG and Davis Polk & Wardwell LLP is serving as its legal advisor.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 1000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Black + Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS® and Eukanuba® (Europe only), Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands’ products are sold in approximately 160 countries. For more information, visit www.spectrumbrands.com.

About HRG Group, Inc.

HRG Group, Inc. is a holding company that conducts its operations through its operating subsidiaries. As of December 31, 2017, the Company’s principal operating subsidiary was Spectrum Brands, a global branded consumer products company. HRG is headquartered in New York and traded on the New York Stock Exchange under the symbol HRG. For more information on HRG, visit: www.HRGgroup.com.

https://www.businesswire.com/news/home/20180226005822/en/Spectrum-Brands-Holdings-Combine-HRG-Group-Transaction

Spectrum Brands moved quickly to find a buyer.

The company announced on 1/03/18 that it would explore strategic options for its Global Batteries & Appliances Businesses.

In my mind, Energizer was a "no-brainer" to acquire the Global Battery business.

Spectrum Brands Holdings Announces Agreement to Sell Global Battery and Lighting Business to Energizer Holdings, Inc. for $2.0 Billion in Cash

Transaction Represents Significant Step in Strategy to Reshape Spectrum Brands into Faster-Growing, Higher-Margin, More Focused Consumer Brands Company

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) (“Spectrum Brands”), a global consumer products company offering a portfolio of leading brands providing superior value to consumers and customers every day, announced today that it has entered into a definitive agreement to sell its Global Battery and Lighting Business (“Battery Business”) to Energizer Holdings, Inc. (NYSE: ENR) (“Energizer”) for $2.0 billion in cash. The Company expects to use the net cash proceeds after tax and transaction costs to reduce debt, reinvest in its core businesses both organically and through bolt-on acquisitions, and repurchase shares.

“Today’s announcement is a culmination of our efforts to sell the Battery Business in order to refocus Spectrum Brands and enhance shareholder value. While we have a long and proud heritage in the Battery Business, this is a key part of our re-allocation of capital strategy towards a faster-growing and higher-margin Spectrum Brands,” said David Maura, Executive Chairman of Spectrum Brands Holdings.

Andreas Rouvé, Chief Executive Officer of Spectrum Brands Holdings, said, “Through this transaction, we are making progress towards repositioning ourselves with an increased focus on our remaining businesses of Hardware & Home Improvement, Global Auto Care and Pet, Home & Garden. We are focusing our portfolio to strengthen our business and drive long-term growth and shareholder value.

"Our Global Battery Business is a true reflection of Spectrum Brands’ strengths – a portfolio of well-known and widely trusted brands driven by a culture of innovation and by passionate people to generate consistent results,” Mr. Rouvé added. “We are pleased to be selling to owners who can deliver the necessary resources and market expertise, and provide strong support for our people and the business’ future growth plans.”

The transaction is expected to close prior to the end of calendar 2018, subject to customary closing conditions, including regulatory approvals.

Spectrum Brands had previously announced on January 3, 2018 that it was exploring strategic alternatives for its Global Batteries & Appliances (GBA) businesses. Spectrum Brands is actively marketing its Appliances business. No assurance can be given that any transaction will result from these efforts. The Company does not intend to comment on or provide updates regarding the exploration of strategic options unless and until it determines that further disclosure is appropriate or required based on the then-current facts and circumstances.

RBC Capital Markets acted as exclusive financial advisor and Kirkland & Ellis LLP acted as legal advisor to Spectrum Brands in connection with the transaction.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 1000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Black + Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS® and Eukanuba® (Europe only), Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold in approximately 160 countries. Spectrum Brands Holdings generated net sales of approximately $5.01 billion in fiscal 2017. For more information, visit www.spectrumbrands.com.

https://www.businesswire.com/news/home/20180116005594/en/Spectrum-Brands-Holdings-Announces-Agreement-Sell-Global

Energizer Holdings, Inc. Announces Agreement To Acquire Spectrum Brands Holdings' Global Battery And Portable Lighting Business (1/16/18)

- Adds Well Recognized Varta® and Rayovac® Brands to Energizer's Portfolio

- Improves Our Competiveness Globally through Addition of Complementary Geographies in Europe and Latin America

- Accretive to Adjusted Earnings per Share and Free Cash Flow in the First Full Fiscal Year, Excluding One-Time Transaction and Integration Costs

ST. LOUIS, Jan. 16, 2018 /PRNewswire/ -- Energizer Holdings, Inc. (NYSE: ENR) today announced that it has entered into a definitive agreement to acquire Spectrum Brands' (NYSE: SPB) Global Battery and Portable Lighting Business ("Spectrum Batteries") for $2.0 billion in cash. Anchored by the Varta® and Rayovac® brands, the portfolio has a longstanding history, global footprint and diversified range of products including alkaline, carbon zinc, hearing aid and nickel metal hydride rechargeable batteries as well as battery chargers and portable lighting products.

The combination will expand Energizer's presence in a number of international markets, broaden Energizer's product portfolio and manufacturing capabilities, and increase capacity for research and development. This will enable consumers to benefit from accelerated innovation and a wider range of products, and provide the opportunity to drive cost efficiencies to enhance the Company's ability to compete in the category.

Spectrum Batteries generated 2017 revenue and EBITDA of $866 million and $169 million, respectively. The acquisition price represents a transaction multiple of 7.5 times Fiscal 2017 EBITDA, net of tax benefits with a net present value of approximately $100 million and including estimated run-rate synergies of $80 to $100 million and the costs to achieve. The transaction is expected to deliver modest accretion to Energizer's adjusted earnings per share and free cash flow in the first year, excluding one-time transaction and integration costs, and will achieve additional favorable accretive impacts following our realization of targeted synergies.

"The acquisition of Spectrum Batteries represents a compelling strategic, operational, and financial fit for Energizer," said Alan R. Hoskins, Chief Executive Officer of Energizer. "The combination will enable us to leverage Spectrum Brands' manufacturing assets, significantly expand our international business and enhance our long-term brand building capabilities as we broaden our portfolio with the Varta and Rayovac brands and our geographies with Spectrum Batteries' passionate global colleagues. We have great respect for Spectrum Batteries and the strong business its colleagues have built, and are excited to bring together the talented colleagues from around the globe from both organizations to drive our business to new heights. In addition, the top-line and free cash flow growth from this acquisition, combined with the opportunity to realize meaningful synergies, will further enhance our ability to drive long-term shareholder value."

Energizer intends to fund the acquisition through a combination of existing cash and committed debt facilities, expected to consist of a new term loan and senior notes. In addition, Energizer intends to maintain its existing senior notes, maturing in 2025.

The transaction is subject to customary closing conditions, including regulatory approvals. The acquisition is expected to close prior to the end of calendar 2018.

Barclays acted as exclusive financial advisor and King & Spalding acted as legal counsel to Energizer on the transaction. Barclays and J.P. Morgan have committed to provide financing for the transaction.

Conference Call and Webcast Information:

In conjunction with this announcement, Energizer will hold an investor conference call and webcast beginning at 8:30 a.m. eastern time today to discuss the transaction. The call may be accessed by dialing 1-844-492-3730 about 10 minutes before the start of the call. International callers may dial 1-412-542-4197. Please ask to join Energizer Holdings, Inc.'s call. A slide presentation will accompany the call and can be accessed from the Investors section of the Company's website, www.energizerholdings.com, under "Investors" and "Events and Presentations" tabs. In addition, the call will be webcast on www.energizerholdings.com and can be accessed via the following link:

https://www.webcaster4.com/Webcast/Page/1192/24184

https://www.prnewswire.com/news-releases/energizer-holdings-inc-announces-agreement-to-acquire-spectrum-brands-holdings-global-battery-and-portable-lighting-business-300582783.html

Omar Asali, President and Chief Executive Officer of HRG Group, Plans Departure from the Company in 2017 (11/17/16)

Company to evaluate potential strategic alternatives to maximize shareholder value

NEW YORK, Nov. 17, 2016 /PRNewswire/ -- HRG Group, Inc. ("HRG" or the "Company"; NYSE: HRG), a holding company that conducts its operations principally through Spectrum Brands Holdings, Inc. (NYSE: SPB), a branded consumer products company, and Fidelity & Guaranty Life (NYSE: FGL), a life insurance and annuity products company, today announced that Omar Asali, President and Chief Executive Officer of HRG, plans to leave the Company in the second half of fiscal 2017 to establish a private investment vehicle that will make long-term investments in private and public companies.

Since HRG's inception in 2011, Mr. Asali has been responsible for overseeing the day-to-day activities of the Company and establishing the overall business strategy for HRG and its subsidiaries, including M&A and capital markets activities. During his tenure with the Company, HRG's market capitalization has increased from $140 million to today's market capitalization of approximately $3 billion, and the Company's key subsidiaries have achieved strong returns. In the five-year period ended September 30, 2016, SPB's share price has appreciated 500% compared to a gain of 92% for the S&P 500 and the Company's investment in FGL in 2011 has compounded at a total rate of return of nearly 400%.

The Company also announced today that its Board of Directors has initiated a process to explore the strategic alternatives available to the Company with a view to maximizing shareholder value. The Company's Board will work with HRG's management and will retain financial and legal advisors to assist it with this review. Strategic alternatives may include, but are not limited to, a merger, sale or other business combination involving the Company or its assets.

Drew McKnight, an HRG director, said, "I would like to take this opportunity to recognize Omar's contributions and the critical role that he has played in creating value for all HRG shareholders. On behalf of the Board, I would like to thank Omar and wish him the best with his future endeavors."

Mr. Asali said, "I would like to thank the HRG Board and employees, in particular David Maura, for all of their contributions to the success of the Company. I would also like to thank Philip Falcone for giving me the opportunity at HRG. I am proud of our accomplishments and will leave HRG for my next chapter knowing that the Company is well positioned for the next stage of its evolution."

"Our management team and the Board have been working to enhance stockholder value and, after careful review, we have decided that exploring alternatives to maximize value is in the best interests of all our stockholders," said Mr. Asali. "HRG owns terrific businesses that have a strong record of performance, and we believe that we have a unique opportunity to maximize value for all of our shareholders."

Mr. Asali further added, "As we have previously disclosed, FGL and Anbang have extended the outside date for completing FGL's merger with Anbang Insurance Group from November 7, 2016 to February 8, 2017, pursuant to the Agreement and Plan of Merger dated November 8, 2015. Both parties are committed to securing the remaining regulatory approvals and closing the merger as soon as possible, however, the closing of the merger and the timing thereof is subject to the regulatory review and approval process, none of which can be assured."

About HRG Group, Inc.:

HRG Group, Inc. is a holding company that conducts its operations principally through Spectrum Brands Holdings, Inc. (NYSE: SPB), a branded consumer products company, and Fidelity & Guaranty Life (NYSE: FGL), a life insurance and annuity products company. HRG is headquartered in New York and traded on the New York Stock Exchange under the symbol HRG. For more information on HRG, visit: www.HRGgroup.com.

http://www.prnewswire.com/news-releases/omar-asali-president-and-chief-executive-officer-of-hrg-group-plans-departure-from-the-company-in-2017-300365511.html

any idea why the selloff here?

Spectrum Brands Holdings Reduces Debt in Excess of $410 Million, Expects to End Fiscal 2016 with Total Leverage Below 4 Times (9/27/16)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) announced today in excess of $410 million of cumulative term debt reduction during its fiscal year and anticipates ending fiscal 2016 on September 30 with total leverage below 4 times. The Company is attending the Deutsche Bank 24th Annual Leveraged Finance Conference today.

Spectrum Brands also reiterated expectations for fiscal 2016 adjusted net cash provided from operating activities after purchases of property, plant and equipment (adjusted free cash flow) to be between $505-$515 million.

Free Cash Flow

Our definition of free cash flow, which is a non-GAAP financial measure, takes into consideration capital investments required to maintain the operations of our businesses and execute our strategy. We believe free cash flow provides useful information to investors regarding our ability to generate cash from business operations that is available for acquisitions and other investments, service of debt principal, dividends and share repurchases and meet its working capital requirements. Our definition of free cash flow may be different from definitions used by other companies. We also use free cash flow, as defined, as one measure to monitor and evaluate performance.
The following is a reconciliation of forecast net cash provided from operating activities to the Company’s forecasted cash flow for the fiscal year ending September 30, 2016:

Forecasted range (in millions)
 
F2016

Net Cash provided from Operating Activities, as adjusted: $605-$625

Purchases of property, plant and equipment: (100)-(110)

Free cash flow: $505-$515

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 1000 Index, is a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day. The Company is a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Russell Hobbs®, Black+ Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Digest-eeze™, Healthy-Hide®, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Based in Middleton, Wisconsin, Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20160927005273/en/Spectrum-Brands-Holdings-Reduces-Debt-Excess-410

Spectrum Brands Announces Completion of Cash Tender Offer and Redemption Relating to its 6.375% Senior Notes Due 2020 (9/20/16)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) announced today that its wholly owned subsidiary Spectrum Brands, Inc. (“Spectrum Brands”) completed its cash tender offer (the “Tender Offer”) to purchase any and all of Spectrum Brands’ 6.375% Senior Notes due 2020 (the “Notes”). The Tender Offer expired at 5:00 p.m., New York City time, on September 19, 2016 (the “Expiration Date”). Spectrum Brands received tenders from the holders of $390,320,000 of its outstanding Notes. Spectrum Brands has accepted for purchase all Notes which were validly tendered prior to the Expiration Date.

In addition, Spectrum Brands has instructed the trustee under the indenture governing the Notes (the “Indenture”) to redeem the remaining $129,680,000 aggregate principal amount of Notes at a redemption price equal to 100% of such Notes plus the Applicable Premium (as defined in the Indenture) and accrued and unpaid interest to, but not including, the redemption date. The redemption of the Notes will occur on October 20, 2016.

This press release does not constitute a notice of redemption under the optional redemption provisions of the indenture governing the Notes, nor does it constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation, or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful.

About Spectrum Brands Holdings, Inc. and Spectrum Brands, Inc.
Spectrum Brands Holdings, a member of the Russell 1000 Index, is a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day. The Company is a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Russell Hobbs®, Black+ Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Digest-eeze™, Healthy-Hide®, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Based in Middleton, Wisconsin, Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20160920006205/en/Spectrum-Brands-Announces-Completion-Cash-Tender-Offer

Spectrum Brands Announces Tender Offer for its 6.375% Senior Notes Due 2020 (9/12/16)

[url][/url][tag]insert-text-here[/tag]MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB), a global consumer products company with market-leading brands, announced today that its wholly owned subsidiary Spectrum Brands, Inc. (“Spectrum Brands”) commenced a cash tender offer (the “Tender Offer”) with respect to any and all of the $520 million aggregate outstanding principal amount of Spectrum Brands 6.375% Senior Notes due 2020 (the “Notes”).

Spectrum Brands will pay the purchase price for Notes validly tendered and accepted for purchase, as well as accrued and unpaid interest up to, but not including, the payment date. The Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on September 19, 2016, unless extended or earlier terminated by Spectrum Brands in its sole discretion (the “Expiration Time”). The “Settlement Date” for the Tender Offer will promptly follow the Expiration Time and is expected to be September 20, 2016. Following payment for the Notes accepted pursuant to the terms of the Tender Offer, Spectrum Brands currently intends, but is not obligated, to redeem any and all Notes that remain outstanding. The Tender Offer does not constitute a notice of redemption or an obligation to issue a notice of redemption. Other information relating to the Offer is listed in the table below.


6.375% Senior Notes due 2020
CUSIP No. 84762LAN5; ISIN US84762LAN55;
$520,000,000.00
$1,039.88
___________________________

(1) Per $1,000 principal amount of Notes and excluding accrued and unpaid interest. Holders will receive in cash an amount equal to accrued and unpaid interest in addition to the Notes Consideration.

The Tender Offer is contingent upon, among other things, Spectrum Brands’ successful completion of one or more debt securities offerings in an amount of at least €375,000,000 and that, when combined with available borrowing capacity under its revolving credit facility, is sufficient to fund the purchase of validly tendered Notes accepted for purchase in the Tender Offer and to pay all fees and expenses associated with such financing and the Tender Offer. The Tender Offer is not conditioned on any minimum amount of Notes being tendered. Spectrum Brands may amend, extend or terminate the Tender Offer, in its sole discretion. Tendered Notes may be withdrawn any time prior to the Expiration Time.

The terms and conditions of the Tender Offer are described in the Offer to Purchase, dated September 13, 2016 (as it may be amended or supplemented from time to time, the “Offer to Purchase”).

Spectrum Brands has retained Deutsche Bank Securities Inc. to serve as the Dealer Manager for the Tender Offer. Requests for documents may be directed to D.F. King & Co., the Information Agent and Tender Agent at spb@dfking.com, (888) 288-0951 (toll-free) or (212) 269-5550 (collect). Questions regarding the Tender Offer may be directed to Deutsche Bank Securities Inc. at (855) 287-1922 or (212) 250-7527.

Copies of the Offer to Purchase and the related notice of guaranteed delivery are also available at the following web address: http://www.dfking.com/spb

This press release is for informational purposes only. The Tender Offer is being made solely by the Offer to Purchase. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful. Any offers of concurrently offered securities will be made only by means of a private offering memorandum. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of Spectrum Brands by the Dealer Manager, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

None of Spectrum Brands, the Information Agent, the Tender Agent, the Dealer Manager or any of their respective affiliates makes any recommendation as to whether holders should tender or refrain from tendering their Notes, and no person or entity has been authorized by any of them to make such a recommendation. Holders must make their own decision as to whether to tender Notes and, if so, the principal amount of the Notes to tender.

About Spectrum Brands Holdings, Inc. and Spectrum Brands, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day. The Company is a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Russell Hobbs®, Black+ Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Digest-eeze™, Healthy-Hide®, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Based in Middleton, Wisconsin, Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.


Spectrum Brands Announces Tender Offer for its 6.375% Senior Notes Due 2020


September 12, 2016 06:08 PM Eastern Daylight Time


MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB), a global consumer products company with market-leading brands, announced today that its wholly owned subsidiary Spectrum Brands, Inc. (“Spectrum Brands”) commenced a cash tender offer (the “Tender Offer”) with respect to any and all of the $520 million aggregate outstanding principal amount of Spectrum Brands 6.375% Senior Notes due 2020 (the “Notes”).

Spectrum Brands will pay the purchase price for Notes validly tendered and accepted for purchase, as well as accrued and unpaid interest up to, but not including, the payment date. The Tender Offer is scheduled to expire at 5:00 p.m., New York City time, on September 19, 2016, unless extended or earlier terminated by Spectrum Brands in its sole discretion (the “Expiration Time”). The “Settlement Date” for the Tender Offer will promptly follow the Expiration Time and is expected to be September 20, 2016. Following payment for the Notes accepted pursuant to the terms of the Tender Offer, Spectrum Brands currently intends, but is not obligated, to redeem any and all Notes that remain outstanding. The Tender Offer does not constitute a notice of redemption or an obligation to issue a notice of redemption. Other information relating to the Offer is listed in the table below.



Principal Amount of
Notes CUSIP Number
Notes Outstanding

Notes Consideration (1)


6.375%
Senior Notes
due 2020
CUSIP No. 84762LAN5;
ISIN US84762LAN55; $520,000,000.00
$1,039.88


___________________________


(1) Per $1,000 principal amount of Notes and excluding accrued and unpaid interest. Holders will receive in cash an amount equal to accrued and unpaid interest in addition to the Notes Consideration.


The Tender Offer is contingent upon, among other things, Spectrum Brands’ successful completion of one or more debt securities offerings in an amount of at least €375,000,000 and that, when combined with available borrowing capacity under its revolving credit facility, is sufficient to fund the purchase of validly tendered Notes accepted for purchase in the Tender Offer and to pay all fees and expenses associated with such financing and the Tender Offer. The Tender Offer is not conditioned on any minimum amount of Notes being tendered. Spectrum Brands may amend, extend or terminate the Tender Offer, in its sole discretion. Tendered Notes may be withdrawn any time prior to the Expiration Time.

The terms and conditions of the Tender Offer are described in the Offer to Purchase, dated September 13, 2016 (as it may be amended or supplemented from time to time, the “Offer to Purchase”).

Spectrum Brands has retained Deutsche Bank Securities Inc. to serve as the Dealer Manager for the Tender Offer. Requests for documents may be directed to D.F. King & Co., the Information Agent and Tender Agent at spb@dfking.com, (888) 288-0951 (toll-free) or (212) 269-5550 (collect). Questions regarding the Tender Offer may be directed to Deutsche Bank Securities Inc. at (855) 287-1922 or (212) 250-7527.

Copies of the Offer to Purchase and the related notice of guaranteed delivery are also available at the following web address: http://www.dfking.com/spb

This press release is for informational purposes only. The Tender Offer is being made solely by the Offer to Purchase. This press release does not constitute an offer to sell or the solicitation of an offer to buy any securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any persons to whom, such offering, solicitation or sale would be unlawful. Any offers of concurrently offered securities will be made only by means of a private offering memorandum. The Tender Offer is not being made to holders of Notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities, blue sky or other laws of such jurisdiction. In any jurisdiction in which the securities laws or blue sky laws require the Tender Offer to be made by a licensed broker or dealer, the Tender Offer will be deemed to be made on behalf of Spectrum Brands by the Dealer Manager, or one or more registered brokers or dealers that are licensed under the laws of such jurisdiction.

None of Spectrum Brands, the Information Agent, the Tender Agent, the Dealer Manager or any of their respective affiliates makes any recommendation as to whether holders should tender or refrain from tendering their Notes, and no person or entity has been authorized by any of them to make such a recommendation. Holders must make their own decision as to whether to tender Notes and, if so, the principal amount of the Notes to tender.

About Spectrum Brands Holdings, Inc. and Spectrum Brands, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day. The Company is a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Russell Hobbs®, Black+ Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Digest-eeze™, Healthy-Hide®, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Based in Middleton, Wisconsin, Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

Spectrum Brands Announces Intention to Offer Senior Notes to Refinance Existing Senior Notes due 2020 (9/12/16)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB), a global consumer products company with market-leading brands, announced today that its wholly owned subsidiary Spectrum Brands, Inc. (“Spectrum Brands”) intends to offer €375 million aggregate principal amount of Senior Notes (the “Notes”). The terms of the proposed offerings are subject to market conditions.

The Notes will be offered to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), and to non-U.S. buyers in accordance with Regulation S under the Securities Act. The Notes will be fully and unconditionally guaranteed by Spectrum Brands’ direct parent company, SB/RH Holdings, LLC, as well as by existing and future domestic subsidiaries.

Spectrum Brands intends to use the net proceeds from the sale of the Notes, together with amounts available under our revolving credit facility, to fund the repurchase of any and all of the $520.0 million aggregate outstanding principal amount of its 6.375% Senior Notes due 2020 (the “2020 Senior Notes”) in a cash tender offer (the “Tender Offer”) and to call for redemption any 2020 Senior Notes that remain outstanding after the Tender Offer.

This press release is for informational purposes only and is neither an offer to sell nor solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which, or to any person to whom, such an offer, solicitation or sale is unlawful. Any offers of the Notes or any securities will be made only by means of an offering memorandum.

The Notes have not been registered under the Securities Act or any state securities laws and, unless so registered, may not be offered or sold in the United States except pursuant to an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws.

About Spectrum Brands Holdings, Inc. and Spectrum Brands, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day. The Company is a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Russell Hobbs®, Black+ Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Digest-eeze™, Healthy-Hide®, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Based in Middleton, Wisconsin, Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20160912006525/en/Spectrum-Brands-Announces-Intention-Offer-Senior-Notes

Spectrum Brands Holdings Reports Record Fiscal 2016 Third Quarter Results (7/28/16)

• 9.1% reported sales growth, 126.9% net income increase and reported diluted earnings per share (EPS) of $1.71

• 3.7% organic net sales growth, 18.2% adjusted EBITDA increase and strong margin expansion

• Term debt reduced by $250 million in June as part of the Company’s intention to significantly delever and end fiscal 2016 on September 30 below 4 times total leverage

• Fiscal 2016 net cash provided from operating activities expected to be $605-$625 million after expected purchases of property, plant and equipment of $100-$110 million, resulting in approximately $505-$515 million of free cash flow versus $454 million in fiscal 2015 and $359 million in fiscal 2014

• Reaffirms outlook for 7th consecutive year of record performance in fiscal 2016

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB), a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day, today reported record performance for the third quarter of fiscal 2016 ended July 3, 2016 and reiterated expectations for a seventh consecutive year of record results for fiscal 2016.

Fiscal 2016 Third Quarter Highlights:

• Net sales of $1.36 billion in the third quarter of fiscal 2016 increased 9.1 percent compared to $1.25 billion last year. Excluding the negative impact of $15.8 million of foreign exchange and acquisition sales of $84.1 million, organic net sales, a non-GAAP measure, increased 3.7 percent from the prior year. See Other Supplemental Information for reconciliation to GAAP net sales.

• Net income of $101.9 million and diluted EPS of $1.71 in the third quarter of fiscal 2016 increased compared to net income of $44.9 million and diluted EPS of $0.79 in fiscal 2015 primarily due to the impact of the GAC acquisition, volume, improved mix, reduced acquisition and restructuring activity, one-time debt refinancing costs, and a change in income tax provision from the prior period.

• Adjusted diluted EPS, a non-GAAP measure, of $1.73 in the third quarter of fiscal 2016 increased 21.8 percent compared to $1.42 last year predominantly due to the impact of the GAC acquisition, volume and improved mix, partially offset by higher common shares outstanding. See Other Supplemental Information for reconciliation to GAAP EPS.

• Adjusted EBITDA, a non-GAAP measure, of $279.2 million in the third quarter of fiscal 2016 increased 18.2 percent compared to $236.2 million in fiscal 2015. Excluding the negative impact of foreign exchange of $14.8 million, as well as the effect on EBITDA from acquisitions of $27.8 million, organic adjusted EBITDA of $266.2 million increased 12.7 percent versus the prior year’s quarter. See Other Supplemental Information for reconciliation to GAAP net income.

• Adjusted EBITDA margin, a non-GAAP measure, in the third quarter of fiscal 2016 improved to 20.5 percent compared to 18.9 percent in the year-ago quarter primarily due to the GAC acquisition, improved mix and operating expense leverage on the base business. See Other Supplemental Information for reconciliation to GAAP net income.

• Free cash flow, a non-GAAP measure, is expected to grow to approximately $505-$515 million versus $454 million in fiscal 2015 and $359 million in fiscal 2014. See Other Supplemental Information for reconciliation to Forecasted GAAP Cash Flow from Operating Activities.

“We reported solid growth in the third quarter that, together with a strong first half, maintains our momentum to deliver a 7th consecutive year of record performance in fiscal 2016,” said Andreas Rouvé, Chief Executive Officer of Spectrum Brands Holdings.

“Home and Garden and HHI achieved record results, global batteries delivered excellent growth and, regionally, there were solid performances in the U.S. as well as in Europe, Latin America and Canada on a currency neutral basis,” Mr. Rouvé said. “However, sales in our Global Pet and personal care and small appliances businesses were below our expectations in the third quarter, and we are working to improve their top-line results as we look to fiscal 2017.

“We are pleased with our organic sales growth of 3.7% in the third quarter, which reinforces the benefits of a diversified and global portfolio of largely non-discretionary and well-known consumer brands for everyday living,” he said. “We overcame weather challenges during part of the quarter in North America and Europe, which slowed POS, as well as tighter inventory control programs at certain key retailers.

“Organic adjusted EBITDA increased more than three times the rate of organic sales as virtually every business improved. Our margin expansion was due to favorable mix, operating leverage from our global infrastructure and share services platform, a strong level of continuous improvement savings, and the impact of Global Auto Care which reported excellent organic growth.

“As a key part of our Spectrum First initiative, our ‘more, more, more’ organic growth strategy centers on entering more countries, serving more channels, and launching more categories through leveraging our strong retailer relationships and selectively investing in R&D, sales and marketing,” Mr. Rouvé said.

“Major term debt reduction was made in the third quarter, consistent with our plan to significantly delever this year, and we remain on target to grow our free cash flow by more than 10 percent,” Mr. Rouvé said. “Our focus is to manage the business for long-term, sustainable organic growth, increase our adjusted EBITDA and maximize free cash flow.”

Fiscal 2016 Third Quarter Consolidated Financial Results

Net sales of $1.36 billion in the third quarter of fiscal 2016 increased 9.1 percent compared to $1.25 billion in fiscal 2015. Excluding the negative impact of $15.8 million of foreign exchange, as well as acquisition sales of $84.1 million, organic net sales increased 3.7 percent.

Gross profit and gross profit margin in the third quarter of fiscal 2016 were $530.6 million and 39.0 percent, respectively, compared to $458.0 million and 36.7 percent, respectively, last year. The gross profit margin percentage increase was primarily due to the impact of the GAC acquisition and favorable mix, partially offset by the negative impact of foreign exchange.

Operating expenses of $323.9 million in the third quarter of fiscal 2016 were essentially unchanged compared to $322.3 million in the prior year.

The Company reported net income of $101.9 million, or $1.71 diluted EPS, in the third quarter of fiscal 2016 on average diluted shares and common stock equivalents outstanding of 59.6 million. In the third quarter of fiscal 2015, net income was $44.9 million, or $0.79 diluted EPS, on average diluted shares and common stock equivalents outstanding of 56.5 million. The Company generated adjusted diluted EPS of $1.73 in the third quarter of fiscal 2016, an increase of 21.8 percent compared to $1.42 in fiscal 2015 primarily due to the GAC acquisition, volume and favorable mix, partially offset by higher common shares outstanding.

Adjusted EBITDA of $279.2 million in the third quarter of fiscal 2016 increased 18.2 percent compared to $236.2 million in fiscal 2015. Excluding the negative impact of $14.8 million of foreign exchange, as well as acquisition-related EBITDA of $27.8 million, organic adjusted EBITDA of $266.2 increased 12.7 percent versus the third quarter of 2015. See Other Supplemental Information for reconciliation to GAAP net income. Adjusted EBITDA margin of 20.5 percent increased from 18.9 percent last year.

Fiscal 2016 Nine Months Consolidated Financial Results

Net sales of $3.79 billion in the nine months of fiscal 2016 increased 12.1 percent compared to $3.38 billion for the same period in fiscal 2015. Excluding the negative impact of $109.2 million of foreign exchange, as well as acquisition sales of $351.8 million, organic net sales of $3.55 billion in the nine months of fiscal 2016 increased 4.9 percent from the prior year.

The Company reported net income of $268.2 million, or $4.51 diluted EPS, in the nine months of fiscal 2016 on average diluted shares and common stock equivalents outstanding of 59.5 million. In the nine months of fiscal 2015, Spectrum Brands reported net income of $122.5 million, or $2.26 diluted EPS, on average diluted shares and common stock equivalents outstanding of 54.3 million. The Company generated adjusted diluted EPS of $3.89 in the nine months of fiscal 2016 compared to $3.20 last year.

Fiscal 2016 nine months adjusted EBITDA of $715.9 million compared to adjusted EBITDA in the nine months of fiscal 2015 of $571.2 million. Excluding the negative impact of $65.8 million of foreign exchange, as well as acquisition EBITDA of $106.4 million, organic adjusted EBITDA of $675.3 million increased 18.2 percent versus last year. The reported adjusted EBITDA margin of 18.9 percent in the nine months of fiscal 2016 compared to 16.9 percent in fiscal 2015.

[tables deleted]



Fiscal 2016 Third Quarter Segment Level Data

The GBA segment reported fiscal 2016 third quarter net sales of $454.1 million versus $459.0 million in the year-ago quarter. Organic net sales increased 1.7 percent as the increase in consumer batteries more than offset the decline in small appliances.

Global battery net sales of $187.2 million in the third quarter of fiscal 2016 increased 5.0 percent compared to $178.3 million in the third quarter of fiscal 2015. Excluding negative foreign exchange impacts of $3.9 million, fiscal 2016 third quarter organic net sales improved 7.2 percent. Higher North American results were primarily attributable to alkaline distribution gains largely in non-scanned channels. Strong European growth was driven by alkaline and hearing aid battery gains, while higher Latin American results on a currency neutral basis were primarily due to growth in alkaline and specialty batteries.

Net sales for the global personal care product category of $115.8 million in the third quarter of fiscal 2016 compared to $119.4 million last year. Excluding negative foreign exchange impacts of $3.1 million, organic net sales were essentially unchanged. Growth in Europe, primarily in hair care appliances and hair removal, and a double-digit increase in constant currency in Latin America from men’s shaving and grooming growth were offset by lower North American revenues. The North American decline was predominantly due to tighter retailer inventory levels and category softness in hair care appliances against strong growth last year.

Net sales of $151.1 million in the global small appliances product category in the third quarter of fiscal 2016 compared to $161.3 million in the year-ago quarter. Excluding negative foreign exchange impacts of $5.8 million, fiscal 2016 third quarter organic net sales decreased 2.7 percent. Growth in Europe on a currency neutral basis was more than offset by lower North American sales driven by retailer inventory reductions and soft POS largely in food preparation and beverage categories at several key retail customers. Latin American organic net sales were unchanged on a currency neutral basis.

GBA adjusted EBITDA of $64.3 million in the third quarter of fiscal 2016 increased 7.0 percent compared to $60.1 million in the year-ago quarter. Excluding negative foreign exchange impacts of $16.2 million, organic adjusted EBITDA of $80.5 million in the third quarter of fiscal 2016 grew 33.9 percent versus the prior year. Adjusted EBITDA margin of 14.2 percent compared to 13.1 percent last year.

Hardware & Home Improvement (HHI)

The HHI segment delivered record third quarter results. Net sales of $328.5 million in the third quarter of fiscal 2016 increased 4.8 percent compared to $313.5 million in the prior year. The improvement was driven by growth in the core U.S. residential security, builders’ hardware and plumbing categories. The planned exit of unprofitable businesses and expiration of a customer tolling agreement adversely impacted sales growth by 0.9 percent. Excluding the negative impact of foreign exchange of $3.3 million, organic net sales increased 5.8 percent in the third quarter of fiscal 2016.

Adjusted EBITDA of $65.2 million, a record third quarter level, increased 4.2 percent versus $62.6 million last year. Adjusted EBITDA margin of 19.8 percent compared to 20.0 percent last year.

Global Pet Supplies

The Global Pet Supplies segment reported net sales of $207.1 million in the third quarter of fiscal 2016 compared to $208.3 million last year. Excluding the favorable impact of foreign exchange of $0.7 million, organic net sales declined 0.9 percent. Lower aquatics revenues in Europe were due mainly to a wet and cool outdoor pond season and in North America from the planned exit of certain low-margin glass and kit systems business. Solid North American companion animal growth from rawhide revenue increases and distribution gains was offset by lower European results due to a distributor change and reduced private label business.

Third quarter adjusted EBITDA of $37.7 million compared to $38.4 million in fiscal 2015. Adjusted EBITDA margin fell 20 basis points to 18.2 percent compared to 18.4 percent in the prior year.

Home and Garden

The Home and Garden segment reported record third quarter results. Fiscal 2016 third quarter net sales of $212.0 million increased 4.8 percent compared to $202.3 million last year. Strong growth in the repellent category, as well as increased sales in the lawn and garden and the household insect controls categories, resulted from market share gains and the impact of the Zika virus.

Record third quarter adjusted EBITDA of $67.0 million increased 7.4 percent versus $62.4 million a year ago. Adjusted EBITDA margin of 31.6 percent increased 80 basis points from 30.8 percent last year.

Global Auto Care (GAC)

The GAC segment, acquired on May 21, 2015, reported net sales of $159.8 million and adjusted EBITDA of $54.2 million in the third quarter of fiscal 2016. Excluding the negative impact of foreign exchange and acquisition-related impacts, organic net sales of $76.1 million and organic adjusted EBITDA of $26.5 million from May 21, 2016 through July 3, 2016 increased compared to the period of May 21, 2015 through June 28, 2015, respectively, driven by favorable weather in late June and strong U.S. growth in refrigerants, primarily A/C PRO®. Reported adjusted EBITDA margin was 33.9 percent.

Liquidity and Debt

Spectrum Brands completed its fiscal 2016 third quarter in a solid liquidity position, including a cash balance of approximately $117 million and approximately $277 million available, net of letters of credit, on its $500 million Cash Flow Revolver. Consistent with its strong seasonal cash flow for the third quarter, Spectrum Brands made approximately $250 million of discretionary payments on its term loans.

As of the end of the quarter, the Company had approximately $3,939 million of debt outstanding, excluding discounts and deferred financing fees, consisting of approximately $200 million outstanding on its Cash Flow Revolver, a series of secured Term Loans in the aggregate amount of $1,277 million, $520 million of 6.375% senior unsecured notes, $570 million of 6.625% senior unsecured notes, $250 million of 6.125% senior unsecured notes, $1 billion of 5.75% senior unsecured notes, and approximately $123 million of capital leases and other obligations.

Fiscal 2016 Outlook

Spectrum Brands expects fiscal 2016 net sales, as reported, to increase in the high-single digit range compared to fiscal 2015 reported net sales of $4.69 billion, including the positive impacts of the acquisitions of the European pet food business on December 31, 2014, Salix Animal Health on January 16, 2015 and Armored Auto Group on May 21, 2015, along with an anticipated negative impact from foreign exchange of approximately 280 to 300 basis points based on current spot rates.

Fiscal 2016 free cash flow is projected to be approximately $505-$515 million compared to $454 million in fiscal 2015. See Other Supplemental Information for a reconciliation to Forecasted GAAP Cash Flow from Operating Activities. Capital expenditures, which were $89.1 million in fiscal 2015, are expected to be in the range of $100 million to $110 million. These incremental investments include the impact of full-year expenditures supporting recent acquisitions, a major aerosol capacity expansion, and support of technology and innovation.

Conference Call/Webcast Scheduled for 9:00 A.M. Eastern Time Today

Spectrum Brands will host an earnings conference call and webcast at 9:00 a.m. Eastern Time today, July 28. To access the live conference call, U.S. participants may call 877-556-5260 and international participants may call 973-532-4903. The conference ID number is 41164873. A live webcast and related presentation slides will be available by visiting the Event Calendar page in the Investor Relations section of Spectrum Brands’ website at www.spectrumbrands.com.

A replay of the live webcast also will be accessible through the Event Calendar page in the Investor Relations section of the Company’s website. A telephone replay of the conference call will be available through Wednesday, August 11. To access this replay, participants may call 855-859-2056 and use the same conference ID number.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Black + Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20160728005174/en/Spectrum-Brands-Holdings-Reports-Record-Fiscal-2016http://www.businesswire.com/news/home/20160728005174/en/Spectrum-Brands-Holdings-Reports-Record-Fiscal-2016

With Zika Threat Looming, Americans Don't Know How to Prevent Mosquito Bites (7/15/16)

Spectrum Brands, Inc. - Pet, Home & Garden Division survey finds 82% of Americans misidentify effective active ingredients

ST. LOUIS, July 15, 2016 /PRNewswire/ -- This summer, Zika is a topic of conversation all over the world. However, according to a new survey from Spectrum Brands, Inc. – Pet, Home & Garden Division,[1] although 93% of Americans have heard of Zika and 79% know that mosquito bites are the main method of transmission, 22% of Americans cannot identify a single active ingredient deemed effective by the CDC[2] for repelling mosquitoes, and 82% mistakenly believe at least one product sold as mosquito repellent but not recommended by the CDC will protect them from mosquitoes.

"People know they should avoid getting bitten by mosquitoes," said Eric Kenney, the company's division vice president of Home & Garden Marketing. "The problem is that they don't understand how to do it. While the knowledge of Zika in general has grown tremendously in the last year, consumers need more information about the most important tool to protect themselves when spending time outdoors: mosquito repellent. We developed Zika virus information pages on Cutter and Repel's websites with tips and information for consumers just for this reason."

The survey included 1,176 interviews of Americans aged 18 years or older using an online opt-in panel. It found many misconceptions about mosquito repellents and active ingredients. For example, 67% of respondents identified citronella as a very or somewhat effective active ingredient for repelling insects. However, citronella is not one of the active ingredients that the CDC recommends as effective. DEET, picaridin, oil of lemon eucalyptus and IR3535 are the only recommended active ingredients, but only 12% of those surveyed correctly indicated that all four were effective. Conversely, 73% of respondents identified at least one ingredient not recommended by the CDC for use as repellents as effective for that purpose.

Most people are aware that the best defense against contracting Zika is to not get bitten by a mosquito carrying the virus. At least 93% of surveyed Americans are planning some outdoor activities this summer, and 65% are certain or almost certain a mosquito will bite them compared to only 34% reporting they expect to get a sunburn. Juxtapose that with the fact that 60% of Americans frequently use sunscreen and only 40% frequently apply mosquito repellent, the most effective way to prevent mosquito bites when spending time outdoors, and it is clear that people are not taking the steps needed to prevent mosquito bites. This might be due, in part, to the fact that healthcare providers are not discussing mosquito repellent with their patients nearly as often as they mention sunscreen (23% vs. 48%, respectively).

Spectrum Brands, Inc. – Pet, Home & Garden Division, is a global leader in lawn and garden and home pest control products, and personal insect repellents. The company offers a broad portfolio of market-leading, trusted products from brands that include Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag® and Liquid Fence®.

Tips for Protecting Yourself from Mosquito-borne Illnesses

Choosing a personal mosquito repellent based on the length of time you'll be outside and type of activity you're planning can help reduce the risk of mosquito bites. Cutter® Skinsations® Insect Repellent Pump contains 7-percent DEET and can protect the entire family. For longer-lasting mosquito protection in rugged conditions, Repel® 100 Insect Repellent Pump Spray works up to 10 hours.

Additional mosquito-bite prevention tips include:
•Using an EPA-registered personal insect repellent when you're outside; experts recommend products containing DEET, picaridin or oil of lemon eucalyptus

•Wearing long-sleeved shirts and long pants

•Reducing mosquito breeding ground around your home by eliminating standing water in places like flower pots, bird baths and gutters

•Inspecting the screens on your windows and repairing them if needed

•Preventing mosquitoes from entering your home by spraying Hot Shot® Flying Insect Killer3 around doors and windows

•Taking additional precautions when traveling to affected regions: Staying and sleeping in air-conditioned or screened rooms, or using bed netting if exposed to the outdoors

For additional information on protecting yourself and your family from mosquito bites that may transmit the Zika virus, go to cutterinsectrepellent.com/zikainfo or repel.com/zikainfo. Information about the Zika virus is available from the World Health Organization and Centers for Disease Control and Prevention.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings (NYSE: SPB), a member of the Russell 2000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders' hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents and auto care products. For more information, visit www.spectrumbrands.com.

http://phx.corporate-ir.net/phoenix.zhtml?c=75225&p=irol-newsArticle&ID=2185860

Does anybody have the email/contact info for Randal D. Lewis of spectrum brands? Hes one of the executives there.
Thanks

Spectrum Brands Holdings Reports Record Fiscal 2016 Second Quarter Results (4/28/16)

• 13.4% reported sales growth, 170.5% net income increase and reported EPS of $1.26

• 4.9% organic sales growth, 44.3% adjusted EBITDA increase and strong margin expansion

• Net cash provided from operating activities after purchases of property, plant and equipment expected to grow to approximately $505-$515 million versus $454 million in fiscal 2015 and $359 million in fiscal 2014

• Reaffirms outlook for 7th consecutive year of record performance in fiscal 2016

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB), a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day, today reported record performance for the second quarter of fiscal 2016 ended April 3, 2016 and reiterated expectations for a seventh consecutive year of record results for fiscal 2016.

Fiscal 2016 Second Quarter Highlights:

• Net sales of $1.21 billion in the second quarter of fiscal 2016 increased 13.4 percent compared to $1.07 billion last year. Excluding the negative impact of $32.1 million of foreign exchange and acquisition sales of $122.8 million, organic sales increased 4.9 percent from the prior year.

• Net income of $75.2 million and diluted earnings per share of $1.26 in the second quarter of fiscal 2016 compared to net income of $27.8 million and diluted earnings per share of $0.52 in fiscal 2015.

• Adjusted diluted earnings per share, a non-GAAP measure, of $1.16 in the second quarter of fiscal 2016 increased compared to $0.69 last year predominantly due to the impact of the GAC acquisition and improved mix, partially offset by higher interest expense and common shares outstanding. See Table 4 for a reconciliation to GAAP earnings per share.

• Adjusted EBITDA, a non-GAAP measure, of $229.6 million in the second quarter of fiscal 2016 increased 44.3 percent compared to $159.1 million in fiscal 2015. Excluding the negative impact of foreign exchange of $17.7 million, as well as acquisition EBITDA of $49.1 million, organic adjusted EBITDA of $198.2 million increased 24.6 percent versus the prior year’s quarter. See Table 5 for a reconciliation to GAAP net income.

• Adjusted EBITDA margin, a non-GAAP measure, in the second quarter of fiscal 2016 improved to 19.0 percent compared to 14.9 percent in the year-ago quarter primarily due to the GAC acquisition, improved mix and operating expense leverage. See Table 5 for a reconciliation to GAAP net income.

• Fiscal 2016 net cash provided from operating activities after purchases of property, plant and equipment (free cash flow, a non-GAAP measure) is expected to grow to approximately $505-$515 million versus $454 million in fiscal 2015 and $359 million in fiscal 2014. See Table 6 for a reconciliation to Forecasted GAAP Cash Flow from Operating Activities.

“Our solid second quarter results, together with our strong first quarter, gives us an excellent first half and momentum to deliver a 7th consecutive year of record performance in fiscal 2016,” said Andreas Rouvé, Chief Executive Officer of Spectrum Brands Holdings. “Home and Garden and HHI delivered record results and, regionally, there were solid performances in the U.S. as well as in Europe and Latin America on a currency neutral basis.

“We are pleased with our organic sales growth of 4.9% in the second quarter, as virtually all of businesses globally contributed to the increase,” he said. “Organic adjusted EBITDA grew at a faster rate as every business improved. Margin expansion reflected the leverage we are achieving from our global infrastructure and shared services platform, favorable mix, tight expense controls, and a healthy level of continuous improvement savings.

“At the same time, we are selectively investing more in R&D, marketing and other growth initiatives and building out sales teams to help push our ‘more, more, more’ organic strategy to enter more countries, serve more channels, and launch more categories through leveraging our strong retailer relationships,” Mr. Rouvé said.

“Global Auto Care delivered a good quarter and excellent margin and is positioned for the seasonally strong spring and summer months if favorable weather and solid POS materialize,” he said. “The GAC integration continues on a fast and smooth timetable with realization of expected synergies. The business is pivoting from first-year integration to executing its international growth strategy, working closely with our commercial teams around the world.

“Looking to the balance of the year, the second half should again be larger than the first half, given the seasonal nature of some of our businesses,” Mr. Rouvé said. “We see healthy top- and bottom-line improvement driven by distribution gains, innovation and continuous improvement savings. However, we are still working to deliver better performances from our North American battery business and our global appliances division, which is facing intense competition. We plan significant debt reduction and deleveraging and are on track to grow our free cash flow this year by more than 10 percent.

“Our focus is managing the business for long-term, sustainable organic growth, increasing our adjusted EBITDA and maximizing free cash flow,” Mr. Rouvé said.

Fiscal 2016 Second Quarter Consolidated Financial Results

Net sales of $1.21 billion in the second quarter of fiscal 2016 increased 13.4 percent compared to $1.07 billion in fiscal 2015. Excluding the negative impact of $32.1 million of foreign exchange, as well as acquisition sales of $122.8 million, organic sales increased 4.9 percent.

Gross profit and gross profit margin in the second quarter of fiscal 2016 were $462.8 million and 38.3 percent, respectively, compared to $374.7 million and 35.1 percent, respectively, last year. The gross profit margin percentage increase was primarily due to the impact of the GAC acquisition and favorable mix, partially offset by the negative impact of foreign exchange.

Operating expenses of $314.3 million in the second quarter of fiscal 2016 compared to $286.3 million in the prior year. The increase was predominantly due to the GAC acquisition and higher stock-based compensation expense.

The Company reported GAAP net income of $75.2 million, or $1.26 diluted income per share, in the second quarter of fiscal 2016 on average diluted shares and common stock equivalents outstanding of 59.5 million. In the second quarter of fiscal 2015, GAAP net income was $27.8 million, or $0.52 diluted income per share, on average diluted shares and common stock equivalents outstanding of 53.3 million. Adjusted for certain items in both fiscal years, which are presented in Table 4 of this press release and which management believes are not indicative of the Company’s ongoing normalized operations, the Company generated adjusted diluted earnings per share, a non-GAAP measure, of $1.16 in the second quarter of fiscal 2016, an increase of 68.1 percent compared to $0.69 in fiscal 2015 primarily due to the GAC acquisition and favorable mix, partially offset by higher interest expense and common shares outstanding.

Adjusted EBITDA, a non-GAAP measure, of $229.6 million in the second quarter of fiscal 2016 increased 44.3 percent compared to $159.1 million in fiscal 2015. Excluding the negative impact of $17.7 million of foreign exchange, as well as acquisition-related EBITDA of $49.1 million, organic adjusted EBITDA of $198.2 increased 24.6 percent versus the second quarter of 2015. All of the Company’s businesses delivered improved adjusted EBITDA on a constant currency basis. Adjusted EBITDA margin of 19.0 percent increased from 14.9 percent last year. See Table 5 for a reconciliation to GAAP net income.

Fiscal 2016 First Half Consolidated Financial Results

Net sales of $2.43 billion in the first six months of fiscal 2016 increased 13.8 percent compared to $2.13 billion for the same period in fiscal 2015. Excluding the negative impact of $93.6 million of foreign exchange, as well as acquisition sales of $267.8 million, organic sales of $2.25 billion in the first six months of fiscal 2016 increased 5.6 percent from the prior year.

The Company reported GAAP net income of $148.8 million, or $2.50 diluted income per share, in the first six months of fiscal 2016 on average shares and common stock equivalents outstanding of 59.4 million. In the first half of fiscal 2015, the Company reported GAAP net income of $77.6 million, or $1.46 diluted income per share, on average shares and common stock equivalents outstanding of 53.1 million. Adjusted for certain items in both years’ first six months, which are presented in Table 4 of this press release and which management believes are not indicative of the Company’s ongoing normalized operations, the Company generated adjusted diluted earnings per share, a non-GAAP measure, of $2.16 in the first half of fiscal 2016 compared to $1.75 last year.

Fiscal 2016 first half adjusted EBITDA of $436.7 million compared to adjusted EBITDA in the first half of fiscal 2015 of $334.9 million. Excluding the negative impact of $51.0 million of foreign exchange, as well as acquisition EBITDA of $78.6 million, adjusted EBITDA of $409.1 million increased 22.2 percent versus last year. The reported adjusted EBITDA margin of 18.0 percent in the first half of fiscal 2016 compared to 15.7 percent in fiscal 2015. See Table 5 for a reconciliation to GAAP net income.

Fiscal 2016 Second Quarter Segment Level Data

Global Batteries & Appliances

The Global Batteries & Appliances segment reported fiscal 2016 second quarter net sales of $424.9 million versus $443.9 million in the year-ago quarter. Excluding the negative impact of $24.1 million of foreign exchange, fiscal 2016 second quarter net sales increased 1.1 percent. On a constant currency basis, higher net sales for the battery and personal care categories more than offset lower small appliance category revenues.

Global battery net sales of $178.2 million in the second quarter of fiscal 2016 decreased 2.0 percent compared to $181.8 million in the second quarter of fiscal 2015. Excluding negative foreign exchange impacts of $10.8 million, fiscal 2016 second quarter net sales improved 4.0 percent. Lower North American battery sales resulted primarily from the timing of retailer promotions and an exit from certain private label programs. In Europe, VARTA® battery net sales growth was primarily attributable to new customers and promotions. A double-digit increase in Latin American battery revenues on a currency neutral basis was driven by growth in alkaline and specialty batteries.

Net sales for the global personal care product category of $108.4 million in the second quarter of fiscal 2016 compared to $110.5 million last year. Excluding negative foreign exchange impacts of $5.3 million, fiscal 2016 second quarter net sales increased 2.9 percent. Double-digit net sales growth on a constant currency basis in Europe primarily from hair care and in Latin America from new listings and distribution gains more than offset lower North American revenues due predominantly to category softness, tighter retailer inventory levels, and the timing of retailer new product placements.

Net sales of $138.3 million in the global small appliances product category in the second quarter of fiscal 2016 compared to $151.6 million in the year-ago quarter. Excluding negative foreign exchange impacts of $8.0 million, fiscal 2016 second quarter net sales decreased 3.5 percent. The decline was mainly attributable to competitor discounting and softer category performance in North America and primarily the exit of unprofitable business in Latin America. European revenues were unchanged on a currency neutral basis.

Global Batteries & Appliances reported segment net income was $39.1 million versus $37.9 million in the prior year. Adjusted EBITDA of $58.3 million in the second quarter of fiscal 2016 compared to $57.1 million in the year-ago quarter. Excluding negative foreign exchange impacts of $15.6 million, organic adjusted EBITDA of $73.9 million in the second quarter of fiscal 2016 grew 29.4 percent versus the prior year. Adjusted EBITDA margin of 13.7 percent compared to 12.9 percent last year. See Table 5 for a reconciliation to GAAP net income.

Hardware & Home Improvement

The Hardware & Home Improvement (HHI) segment delivered record second quarter results. Net sales of $301.7 million in the second quarter of fiscal 2016 increased 4.3 percent compared to $289.4 million in the prior year’s quarter. The improvement was driven by growth in the core U.S. residential security and plumbing categories. The planned exit of unprofitable businesses and expiration of a customer tolling agreement adversely impacted sales growth by 3.3 percent. Excluding the negative impact of foreign exchange of $5.4 million, net sales increased 6.1 percent in the second quarter of fiscal 2016.

Segment reported net income of $39.8 million in the second quarter of fiscal 2016 compared to $32.4 million in the prior year’s second quarter. Adjusted EBITDA of $53.6 million, a record second quarter level, increased 17.3 percent versus $45.7 million last year. Adjusted EBITDA margin of 17.8 percent compared to 15.8 percent in the prior year. See Table 5 for a reconciliation to GAAP net income.

Global Pet Supplies

The Global Pet Supplies segment reported net sales of $208.5 million in the second quarter of fiscal 2016 compared to $209.8 million last year. Excluding the negative impact of foreign exchange of $2.6 million and acquisition revenues of $3.3 million, fiscal 2016 second quarter organic sales of $207.8 million fell by 1.0 percent compared to the prior year. Higher companion animal revenues in North America were offset by lower aquatics net sales in Europe and the U.S., primarily due to the exit of an unprofitable aquarium promotion last year.

Segment reported net income was $18.4 million in the second quarter of fiscal 2016 versus $12.6 million in the second quarter of fiscal 2015. Second quarter adjusted EBITDA of $31.4 million compared to $30.9 million in fiscal 2015. Adjusted EBITDA margin increased 40 basis points to 15.1 percent compared to 14.7 percent in the prior year. See Table 5 for a reconciliation to GAAP net income.

Home and Garden

The Home and Garden segment reported record second quarter results. Fiscal 2016 second quarter net sales of $155.0 million increased 25.1 percent compared to $123.9 million in last year’s second quarter. Strong growth in the repellent and household controls categories, as well as increased sales in the lawn and garden controls category, resulted from favorable weather, the impact of the Zika virus, strong early season retailer orders and market share gains.

Segment second quarter reported net income was $39.8 million versus $28.0 million a year ago. Record second quarter adjusted EBITDA of $44.2 million increased 40.3 percent versus $31.5 million a year ago. The adjusted EBITDA margin of 28.5 percent increased 310 basis points from 25.4 percent last year. See Table 5 for a reconciliation to GAAP net income.

Global Auto Care

The Global Auto Care (GAC) segment reported net sales of $119.5 million, net income of $39.1 million and adjusted EBITDA of $48.6 million in the second quarter of fiscal 2016. U.S. appearance and performance category consumption was solid, driven by favorable early spring weather across the U.S. and solid retailer orders. Adjusted EBITDA margin was 40.7 percent. See Table 5 for a reconciliation to GAAP net income.

Liquidity and Debt

Spectrum Brands completed its fiscal 2016 second quarter with a solid liquidity position, including a cash balance of approximately $133 million and approximately $300 million available, net of letters of credit, on its $500 million Cash Flow Revolver.

As of the end of the quarter, the Company had approximately $4,173 million of debt outstanding, excluding discounts and deferred financing fees, consisting of $175 million outstanding on its Cash Flow Revolver, a series of secured Term Loans in the aggregate amount of $1,536 million, $520 million of 6.375% senior unsecured notes, $570 million of 6.625% senior unsecured notes, $250 million of 6.125% senior unsecured notes, $1 billion of 5.75% senior unsecured notes, and approximately $122 million of capital leases and other obligations.

Fiscal 2016 Outlook

Spectrum Brands expects fiscal 2016 net sales, as reported, to increase in the high-single digit range compared to fiscal 2015 reported net sales of $4.69 billion, including the positive impacts of the acquisitions of the European pet food business on December 31, 2014, Salix Animal Health on January 16, 2015 and Armored Auto Group on May 21, 2015, along with an anticipated negative impact from foreign exchange of approximately 330 to 350 basis points based on current spot rates.

Fiscal 2016 free cash flow is projected to be approximately $505-$515 million compared to $454 million in fiscal 2015. See Table 6 for a reconciliation to Forecasted GAAP Cash Flow from Operating Activities. Capital expenditures, which were $89.1 million in fiscal 2015, are expected to be in the range of $110 million to $120 million. These incremental investments include the impact of full-year expenditures supporting recent acquisitions, a major aerosol capacity expansion, and support of technology and innovation.

Conference Call/Webcast Scheduled for 9:00 A.M. Eastern Time Today

Spectrum Brands will host an earnings conference call and webcast at 9:00 a.m. Eastern Time today, April 28. To access the live conference call, U.S. participants may call 877-556-5260 and international participants may call 973-532-4903. The conference ID number is 81615568. A live webcast and related presentation slides will be available by visiting the Event Calendar page in the Investor Relations section of Spectrum Brands’ website at www.spectrumbrands.com.

A replay of the live webcast also will be accessible through the Event Calendar page in the Investor Relations section of the Company’s website. A telephone replay of the conference call will be available through Wednesday, May 11. To access this replay, participants may call 855-859-2056 and use the same conference ID number.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Black + Decker®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20160428005287/en/Spectrum-Brands-Holdings-Reports-Record-Fiscal-2016

Spectrum Brands Holdings Reports Record Fiscal 2015 Results

• 5.9% reported sales growth and reported EPS of $2.66, including acquisition and refinancing costs of $82.7 million

• 2.1% organic sales growth, 6.2% adjusted EPS increase, 10.3% organic adjusted EBITDA growth and solid margin expansion

• Adjusted net cash provided from operating activities after purchases of property, plant and equipment (adjusted free cash flow) reaches record $454 million in fiscal 2015 versus $359 million in fiscal 2014

• Planning 7th consecutive year of record performance in fiscal 2016, including free cash flow of approximately $505-$515 million

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB), a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day, today reported record performance for fiscal 2015 ended September 30, 2015.

During fiscal 2015, Spectrum Brands completed the acquisitions of Armored AutoGroup Parent Inc. (Armored AutoGroup), the European IAMS and Eukanuba pet food business, Salix Animal Health and Tell Manufacturing. The Company also strengthened its balance sheet and improved liquidity through significant capital structure activity.

Fiscal 2015 Highlights:

• Net sales of $4.69 billion in fiscal 2015 increased 5.9 percent compared to $4.43 billion last year. Excluding the negative impact of $229.8 million of foreign exchange and acquisition sales of $400.0 million, organic sales increased 2.1 percent from the prior year.

• Net income of $148.9 million and diluted earnings per share of $2.66 in fiscal 2015 compared to net income of $214.1 million and diluted earnings per share of $4.02 in fiscal 2014.

• Adjusted diluted earnings per share, a non-GAAP measure, of $4.31 in fiscal 2015 increased 6.2 percent from $4.06 last year predominantly due to the impact of improved mix and acquisitions. See Table 4 for a reconciliation to GAAP earnings per share.

• Adjusted diluted earnings per share in the fourth quarter of fiscal 2015 increased 15.3 percent to $1.13 compared to $0.98 a year earlier. See Table 4 for a reconciliation to GAAP earnings per share.

• Adjusted EBITDA, a non-GAAP measure, of $800.6 million in fiscal 2015 increased 10.5 percent compared to $724.3 million in fiscal 2014. See Table 5 for a reconciliation to GAAP net income.

• Adjusted EBITDA of $229.3 million in the fourth quarter of fiscal 2015 grew 22.8 percent from $186.8 million last year. See Table 5 for a reconciliation to GAAP net income.

• Adjusted EBITDA margin, a non-GAAP measure, of 17.1 percent in fiscal 2015 increased from 16.4 percent in fiscal 2014, which represented the eighth consecutive year of adjusted EBITDA margin improvement. The increase was primarily due to improved mix, operating expense leverage and acquisitions. See Table 5 for a reconciliation to GAAP net income.

• Leverage (total debt to adjusted EBITDA, pro forma for acquisitions in fiscal 2015) was approximately 4.4 times at the end of fiscal 2015.

• Fiscal 2015 adjusted net cash provided from operating activities after purchases of property, plant and equipment (adjusted free cash flow, a non-GAAP measure) was a record $454 million compared to $359 million in fiscal 2014 and $254 million in fiscal 2013. See Table 6 for a reconciliation to GAAP Cash Flow from Operating Activities.

“Fiscal 2015 was our 6th consecutive year of record financial performance, including a solid fourth quarter,” said Andreas Rouvé, Chief Executive Officer of Spectrum Brands Holdings. “Highlights included record Home and Garden and HHI results, strong performances from our personal care and small appliances businesses, and, regionally, another excellent year in Europe. Even excluding acquisitions, we were able to grow adjusted EBITDA in the fourth quarter, overcoming $22 million of negative foreign exchange.

“Fiscal 2015 was a year of important strategic and accretive acquisitions that will accelerate our growth, enhance our margin and brand profile, and extend our product and category breadth,” he said. “We quickly completed the integrations of Tell Manufacturing, Salix Animal Health and the European IAMS and Eukanuba pet food business and are moving to do the same with our new Global Auto Care division. Our focus now is on sales growth and margin expansion initiatives for each acquisition.

“We exited several unprofitable geographic product categories in the HHI business, significantly reduced ineffective promotional programs in the Battery and Pet businesses, stepped up the pace of new product introductions, delivered strong cost improvement savings, and leveraged expenses across the business,” Mr. Rouvé said.

“Looking to fiscal 2016, we expect healthy top and bottom-line growth again from a mix of new products, new customers, distribution and market share gains, increased cross-selling, geographic expansion and continuous improvement savings along with strong expense controls,” he said. “At current spot rates, we face continuing negative foreign currency headwinds, primarily in the first half of the year. We have plans in place to offset these headwinds as in fiscal 2015.

“Our focus is to fully leverage the capabilities of each of our global divisions by taking advantage of our strong regional sales presence to ensure Spectrum Brands is the preferred partner of our retail customers,” Mr. Rouvé said. “We are sharpening the pursuit of our ‘more, more, more’ organic growth strategy to enter more countries, serve more channels, and launch more categories by leveraging our strong retailer relationships.”

Fiscal 2015 Consolidated Financial Results

Consolidated net sales of $4.69 billion in fiscal 2015 increased 5.9 percent compared to $4.43 billion in fiscal 2014. Excluding the negative impact of $229.8 million of foreign exchange, as well as acquisition sales of $400.0 million, organic sales increased 2.1 percent.

Gross profit and gross profit margin for fiscal 2015 were $1.67 billion and 35.6 percent compared to $1.57 billion and 35.4 percent, respectively, in fiscal 2014. The gross profit margin percentage increase was primarily due to improved mix and acquisitions, partially offset by the negative impact of foreign exchange.

Operating expenses of $1.20 billion in fiscal 2015 compared to $1.09 billion in the prior year. The increase was predominantly due to higher acquisition, integration and restructuring charges primarily related to acquisitions.

The Company reported GAAP net income of $148.9 million, or $2.66 diluted income per share, in fiscal 2015 on average diluted shares and common stock equivalents outstanding of 55.9 million. In fiscal 2014, the Company reported GAAP net income of $214.1 million, or $4.02 diluted income per share, on average diluted shares and common stock equivalents outstanding of 53.3 million. Adjusted for certain items in both fiscal years, which are presented in Table 4 of this press release and which management believes are not indicative of the Company’s ongoing normalized operations, the Company generated adjusted diluted earnings per share, a non-GAAP measure, of $4.31 in fiscal 2015, a 6.2 percent increase compared to $4.06 in fiscal 2014. The improvement was predominantly due to the impact of acquisitions and improved mix, partially offset by the negative impact of foreign exchange.

Adjusted EBITDA, a non-GAAP measure, of $800.6 in fiscal 2015 increased 10.5 percent compared to $724.3 million in fiscal 2014. HHI and Home and Garden delivered record adjusted EBITDA year-over-year while personal care and small appliances increased on a constant currency basis. Excluding the negative impact of $74.1 million of foreign exchange, as well as acquisition-related EBITDA of $75.5 million, organic adjusted EBITDA of $799.2 increased 10.3 percent versus fiscal 2014. Reported adjusted EBITDA margin expanded to 17.1 percent compared to 16.4 percent last year, which represented the eighth consecutive year of adjusted EBITDA margin growth. The improvement was primarily due to improved mix, operating expense leverage and acquisitions. Adjusted EBITDA is a non-GAAP measurement of profitability which the Company believes is a useful indicator of the operating health of the business and its trends. See Table 5 for a reconciliation to GAAP net income.

Fiscal 2015 Fourth Quarter Consolidated Financial Results

Net sales of $1.31 billion in the fourth quarter of fiscal 2015 increased 11.0 percent compared to $1.18 billion in fiscal 2014. Excluding the negative impact of $73.6 million of foreign exchange, as well as acquisition sales of $178.0 million, organic sales increased 2.2 percent.

Gross profit and gross profit margin in the fourth quarter of fiscal 2015 were $467.4 million and 35.7 percent, respectively, compared to $411.0 million and 34.9 percent, respectively, last year. The gross profit margin percentage increase was primarily due to acquisitions and improved mix, partially offset by the negative impact of foreign exchange.

Operating expenses of $333.0 million in the fourth quarter of fiscal 2015 compared to $295.4 million in the prior year. The increase was predominantly due to higher acquisition, integration and restructuring charges primarily related to acquisitions.

The Company reported GAAP net income of $26.5 million, or $0.44 diluted income per share, in the fourth quarter of fiscal 2015 on average diluted shares and common stock equivalents outstanding of 59.8 million. In fiscal 2014, GAAP net income was $47.9 million, or $0.90 diluted income per share, on average diluted shares and common stock equivalents outstanding of 53.4 million. Adjusted for certain items in both fiscal years, which are presented in Table 4 of this press release and which management believes are not indicative of the Company’s ongoing normalized operations, the Company generated adjusted diluted earnings per share, a non-GAAP measure, of $1.13 in fiscal 2015, an increase of 15.3 percent compared to $0.98 in fiscal 2014.

Adjusted EBITDA, a non-GAAP measure, of $229.3 million in the fourth quarter of fiscal 2015 increased 22.8 percent compared to $186.8 million in fiscal 2014. The Home and Garden, HHI and personal care businesses delivered higher reported adjusted EBITDA quarter-over-quarter. Excluding the negative impact of $22.1 million of foreign exchange, as well as acquisition-related EBITDA of $38.3 million, organic adjusted EBITDA of $213.1 increased 14.1 percent versus the fourth quarter of 2014. Reported adjusted EBITDA margin of 17.5 percent increased from 15.9 percent last year. See Table 5 for a reconciliation to GAAP net income.

Fiscal 2015 Fourth Quarter Segment Level Data

Global Batteries & Appliances

The Global Batteries & Appliances segment reported fiscal 2015 fourth quarter net sales of $553.0 million versus $595.7 million in the year-ago quarter. Excluding the negative impact of $57.9 million of foreign exchange, fiscal 2015 fourth quarter net sales increased 2.5 percent. On a constant currency basis, higher net sales for the personal care and small appliances product categories more than offset lower battery revenues.

Global battery net sales of $229.2 million in the fourth quarter of fiscal 2015 compared to $268.7 million in the fourth quarter of fiscal 2014. Excluding negative foreign exchange impacts of $28.1 million, fiscal 2015 fourth quarter net sales decreased 4.2 percent. North American battery net sales decreased primarily due to lower distribution space at a key retail customer, holiday shipment timing and reduction of promotional activity. In Europe, VARTA® battery net sales growth on a constant currency basis was attributable to new retail customers and the launch of innovative promotional products. Latin American battery revenues declined on a constant currency basis due to a reduction of trade inventory and the implemented price increases.

Net sales for the global personal care product category of $125.8 million in the fourth quarter of fiscal 2015 compared to $129.4 million last year. Excluding negative foreign exchange impacts of $13.9 million, fiscal 2015 fourth quarter net sales increased 7.9 percent. The improvement was driven by new products and distribution gains in North American shaving and grooming and by promotions and new customers in hair care, hair removal and grooming in Europe.

Net sales of $197.9 million in the global small appliances product category in the fourth quarter of fiscal 2015 compared to $197.6 million in the year-ago quarter. Excluding negative foreign exchange impacts of $15.9 million, fiscal 2015 fourth quarter net sales increased 8.2 percent. The improvement was attributable to double-digit growth in North American sales primarily from new products, and strong increases on a constant currency basis in Europe and Latin America from new retail customers, new products and distribution gains.

Global Batteries & Appliances reported segment net income, as adjusted, was $52.8 million versus $61.4 million in the prior year. Reported adjusted EBITDA of $77.6 million in the fourth quarter of fiscal 2015 compared to $84.2 million in the year-ago quarter. Excluding negative foreign exchange impacts of $20.9 million, adjusted EBITDA in the fourth quarter of fiscal 2015 grew 16.9 percent versus the prior year. See Table 5 for a reconciliation to GAAP net income.

Hardware & Home Improvement

Hardware & Home Improvement (HHI) segment net sales of $331.4 million in the fourth quarter of fiscal 2015 increased 5.6 percent compared to $313.8 million in the prior year’s quarter. The increase was driven by growth in the U.S. residential security and plumbing categories, along with sales of $10.4 million from the Tell acquisition in fiscal 2015. The planned exit of unprofitable businesses and expiration of a customer tolling agreement adversely impacted sales growth by 2.8 percent. Excluding the negative impact of foreign exchange of $7.7 million, net sales increased 8.1 percent in the fourth quarter of fiscal 2015.

Segment reported net income, as adjusted, of $50.9 million in the fourth quarter of fiscal 2015 compared to $41.2 million in the prior year’s fourth quarter. Adjusted EBITDA of $65.2 million, a record quarterly level, increased 17.9 percent versus $55.3 million last year. Reported adjusted EBITDA margin improved 210 basis points to 19.7 percent. See Table 5 for a reconciliation to GAAP net income.

Global Pet Supplies

The Global Pet Supplies segment reported net sales of $219.3 million in the fourth quarter of fiscal 2015 compared to $159.8 million last year. The increase was due to acquisition-related revenues of $71.4 million. Excluding the negative impact of foreign exchange of $7.9 million, as well as the acquisition revenues, fiscal 2015 fourth quarter net sales were $155.8 million. The decrease was due to the timing of holiday shipments and exit of low-margin promotions in North America, partially offset by companion animal growth in Europe.

Segment reported net income, as adjusted, was $24.4 million in the fourth quarter of fiscal 2015 versus $24.5 million in the fourth quarter of fiscal 2014. Fourth quarter adjusted EBITDA of $42.2 million increased 25.6 percent from $33.6 million in fiscal 2014 due to acquisitions. Reported adjusted EBITDA margin decreased 180 basis points to 19.2%. See Table 5 for a reconciliation to GAAP net income.

Home and Garden

The Home and Garden segment reported fourth quarter net sales of $108.3 million compared to $109.0 million in last year’s fourth quarter. Higher sales in the lawn and garden controls category essentially offset lower repellents category revenues due to lower retailer reorder levels.

Segment fourth quarter reported net income, as adjusted, was $19.6 million versus $18.8 million a year ago. Record fourth quarter adjusted EBITDA of $24.4 million increased 9.4 percent versus $22.3 million a year ago. The adjusted EBITDA margin of 22.5 percent, also a fourth quarter record level, grew 200 basis points from 20.5 percent last year. See Table 5 for a reconciliation to GAAP net income.

Global Auto Care

Global Auto Care (GAC) is the Company’s newest reporting segment as of its acquisition on May 21, 2015. GAC reported net sales of $96.1 million, adjusted net income of $6.0 million and adjusted EBITDA of $28.0 million in the fourth quarter of fiscal 2015. Armor All® and STP® continued to experience solid POS at key U.S. customers, while lower retailer replenishment levels impacted A/C PRO® results. Reported adjusted EBITDA margin was 29.1 percent. See Table 5 for a reconciliation to GAAP net income.

Liquidity and Debt

Spectrum Brands completed fiscal 2015 on September 30, 2015 with a solid liquidity position, including a cash balance of approximately $248 million and more than $460 million available on its $500 million Cash Flow Revolver.

As of the end of fiscal 2015, the Company had approximately $3,978 million of debt outstanding, consisting of a series of secured Term Loans in the aggregate amount of $1,539 million, $520 million of 6.375% senior unsecured notes, $570 million of 6.625% senior unsecured notes, $250 million of 6.125% senior unsecured notes, $1 billion of 5.75% senior unsecured notes and approximately $99 million of capital leases and other obligations.

As a result of solid earnings and strong working capital management, the Company generated record adjusted free cash flow in fiscal 2015 of $454 million, surpassing its goal of $440 million, fiscal 2014 free cash flow of $359 million and fiscal 2013 adjusted free cash flow of $254 million.

Leverage (total debt to adjusted EBITDA, pro forma for acquisitions during fiscal 2015) was approximately 4.4 times at the end of fiscal 2015, consistent with previous guidance.

Fiscal 2016 Outlook

Spectrum Brands expects fiscal 2016 net sales, as reported, to increase in the high-single digit range compared to fiscal 2015 reported net sales of $4.69 billion, including the positive impacts of the acquisitions of the European pet food business on December 31, 2014, Salix Animal Health on January 16, 2015 and Armored Auto Group on May 21, 2015, along with an anticipated negative impact from foreign exchange of approximately 200 to 220 basis points based on current spot rates.

Fiscal 2016 free cash flow is projected to be approximately $505-$515 million compared to $454 million in fiscal 2015. See Tables 6 and 7 for reconciliations to GAAP Cash Flow from Operating Activities. Capital expenditures, which were $89.1 million in fiscal 2015, are expected to be in the range of $110 million to $120 million. These incremental investments include the impact of full-year expenditures supporting recent acquisitions, a major aerosol capacity expansion, and support of technology and innovation.

Conference Call/Webcast Scheduled for 9:00 A.M. Eastern Time Today

Spectrum Brands will host an earnings conference call and webcast at 9:00 a.m. Eastern Time today, November 19. To access the live conference call, U.S. participants may call 877-556-5260 and international participants may call 973-532-4903. The conference ID number is 57297614. A live webcast and related presentation slides will be available by visiting the Event Calendar page in the Investor Relations section of Spectrum Brands’ website at www.spectrumbrands.com.

A replay of the live webcast also will be accessible through the Event Calendar page in the Investor Relations section of the Company’s website. A telephone replay of the conference call will be available through Thursday, December 3. To access this replay, participants may call 855-859-2056 and use the same conference ID number.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global and diversified consumer products company and a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister™, Remington®, George Foreman®, Black + Decker®, Farberware®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Healthy-Hide®, Digest-eeze™, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Spectrum Brands Holdings generated net sales of approximately $4.69 billion in fiscal 2015. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20151119005306/en/Spectrum-Brands-Holdings-Reports-Record-Fiscal-2015

Spectrum Brands Holdings Declares Quarterly Common Stock Dividend of $0.33 Per Share (11/18/15)

MIDDLETON, Wis.--(BUSINESS WIRE)--Spectrum Brands Holdings, Inc. (NYSE: SPB) announced that its Board of Directors today declared a quarterly dividend of $0.33 per share on the Company’s common stock. The dividend is payable on December 17, 2015 to stockholders of record as of the close of business on December 1, 2015.

About Spectrum Brands Holdings, Inc.

Spectrum Brands Holdings, a member of the Russell 2000 Index, is a global consumer products company offering an expanding portfolio of leading brands providing superior value to consumers and customers every day. The Company is a leading supplier of consumer batteries, residential locksets, residential builders’ hardware, plumbing, shaving and grooming products, personal care products, small household appliances, specialty pet supplies, lawn and garden and home pest control products, personal insect repellents, and auto care products. Helping to meet the needs of consumers worldwide, our Company offers a broad portfolio of market-leading, well-known and widely trusted brands including Rayovac®, VARTA®, Kwikset®, Weiser®, Baldwin®, National Hardware®, Pfister®, Remington®, George Foreman®, Russell Hobbs®, Black+ Decker®, Farberware®, Tetra®, Marineland®, Nature’s Miracle®, Dingo®, 8-in-1®, FURminator®, IAMS®, Eukanuba®, Digesteeze™, Healthy-Hide®, Littermaid®, Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag®, Liquid Fence®, Armor All®, STP® and A/C PRO®. Spectrum Brands' products are sold by the world's top 25 retailers and are available in more than one million stores in approximately 160 countries. Based in Middleton, Wisconsin, Spectrum Brands Holdings generated net sales of approximately $4.43 billion in fiscal 2014. For more information, visit www.spectrumbrands.com.

http://www.businesswire.com/news/home/20151117006758/en/Spectrum-Brands-Holdings-Declares-Quarterly-Common-Stock