UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report:
July 23, 2007
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(Date of earliest event reported)
SPECTRUM BRANDS, INC.
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(Exact Name of Registrant as Specified in Charter)
Wisconsin 001-13615 22-2423556
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(State or other Jurisdiction (Commission File No.) (IRS Employer
of Incorporation) Identification No.)
Six Concourse Parkway, Suite 3300, Atlanta, Georgia 30328
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(Address of principal executive offices, including zip code)
(770) 829-6200
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(Registrant's telephone number, including area code)
N/A
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(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the Registrant under any of the
following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
Act (17 CFR 240.13e-4(c))
ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION
On July 23, 2007, Spectrum Brands, Inc. (the "Company") issued a press
release announcing its reported cash on hand at the close of its third fiscal
quarter and updating its fiscal year 2007 projections. A copy of the press
release is attached hereto as Exhibit 99.1.
Forward-Looking Statements
This Current Report on Form 8-K contains forward-looking statements,
which are based on the Company's current expectations and involve risks and
uncertainties, including, but not limited to, risks and uncertainties relating
to the Company's continued review of its third fiscal quarter financial results.
The Company cautions the reader that actual results could differ materially from
the expectations described in the forward-looking statements. The Company also
cautions the reader that undue reliance should not be placed on any of the
forward-looking statements, which speak only as of the date of this Current
Report on Form 8-K. The Company undertakes no responsibility to update any of
these forward-looking statements to reflect events or circumstances after the
date of this report or to reflect actual outcomes.
Item 9.01. FINANCIAL STATEMENTS AND EXHIBITS
(d) Exhibits
99.1 Press Release dated July 23, 2007 issued by Spectrum Brands, Inc.
2
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
Date: July 23, 2007 SPECTRUM BRANDS, INC.
By: /s/ Anthony L. Genito
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Name: Anthony L. Genito
Title: Senior Vice President, Chief
Financial Officer and Chief
Accounting Officer
EXHIBIT INDEX
Exhibit Description
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99.1 Press Release dated July 23, 2007 issued by Spectrum Brands, Inc.
Exhibit 99.1
Spectrum Brands Provides Additional Financial Information
ATLANTA--(BUSINESS WIRE)--July 23, 2007--Spectrum Brands, Inc.
(NYSE: SPC) provided further information today regarding current
expectations for fiscal 2007 financial results. The company reported
that cash on hand at the close of the quarter ending June 30, 2007 was
in excess of $175 million and that it expects to generate total
operating cash flow of between $120 and $140 million during the six
month period ending September 30, 2007. The expected cash flow number
differs from the company's earlier projections as included in its
March 8K filing due to (1) a previously announced $20 million
shortfall in EBITDA as compared to that projected in the 8K filing,
and (2) the fact that $30 million assumed to be generated in the third
quarter in the earlier projections was instead generated during the
company's fiscal second quarter ended April 1, 2007.
Net debt at September 30, 2007, is anticipated to be approximately
$2.4 billion, a reduction of approximately $200 million as compared
with reported net debt as of April 1, 2007.
As previously announced, Spectrum expects to reduce its
indebtedness under its senior credit facility term loan by the amount
of $225 million during the fourth quarter through a combination of
cash on hand and positive operating cash flow. In addition, Spectrum
has received financing commitments from Goldman Sachs and Wachovia
Bank to provide the company with a $225 million asset based loan (ABL)
facility. Although Spectrum does not currently anticipate the need to
borrow on the ABL facility at closing, it will be available for future
working capital needs at lower interest rates than the company's
current term loan. The ABL facility is expected to close during the
fiscal fourth quarter ending September 30, 2007. The company currently
anticipates that positive operating cash flow and the available credit
under the asset based loan facility will be sufficient to meet
liquidity and working capital needs for the foreseeable future.
Spectrum Brands reiterated its strategy of reducing indebtedness
and leverage through the strategic sale of assets, including its Home
& Garden business, which is currently being accounted for as
discontinued operations, and potentially other additional assets.
Spectrum Brands will host a conference call with members of the
investment community on August 7, 2007 at 8:30 a.m. EDT to provide
further detail on its fiscal third quarter results and progress on
strategic initiatives. Access to the call will be available at
www.spectrumbrands.com.
Forward Looking Statements
Certain matters discussed in this news release, with the exception
of historical matters, may be forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995. These
statements are subject to a number of risks and uncertainties that
could cause results to differ materially from those anticipated as of
the date of this release. Actual results may differ materially from
these statements as a result of (1) changes in external competitive
market factors, such as introduction of new product features or
technological developments, development of new competitors or
competitive brands or competitive promotional activity or spending,
(2) changes in consumer demand for the various types of products
Spectrum Brands offers, (3) changes in the general economic conditions
where Spectrum Brands does business, such as interest rates, currency
exchange rates, inflation, consumer spending and raw material costs,
(4) the company's ability to successfully implement manufacturing,
distribution and other cost efficiencies and other restructuring
initiatives, and various other factors, including those discussed
herein and those set forth in Spectrum Brands' securities filings,
including the most recently filed Annual Report on Form 10-K and
Quarterly Report on Form 10-Q.
The company also cautions the reader that undue reliance should
not be placed on any forward-looking statements, which speak only as
of the date of this release. Spectrum Brands undertakes no duty or
responsibility to update any of these forward-looking statements to
reflect events or circumstances after the date of this report or to
reflect actual outcomes.
About Spectrum Brands, Inc.
Spectrum Brands is a global consumer products company and a
leading supplier of batteries, portable lighting, lawn and garden
products, household insect control, shaving and grooming products,
personal care products and specialty pet supplies. Spectrum Brands'
products are sold by the world's top 25 retailers and are available in
more than one million stores in 120 countries around the world.
Headquartered in Atlanta, Georgia, Spectrum Brands generated net sales
of $2.5 billion in fiscal 2006 and has approximately 8,400 employees
worldwide. The company's stock trades on the New York Stock Exchange
under the symbol SPC.
CONTACT: Spectrum Brands
Investor Relations:
Nancy O'Donnell, VP Investor Relations, 770-829-6208
or
Sard Verbinnen & Co for Spectrum Brands
Media Relations:
Jamie Tully, 212-687-8080