UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
CURRENT
REPORT
PURSUANT
TO SECTION 13 OR 15(D) OF THE
SECURITIES
EXCHANGE ACT OF 1934
Date
of report (Date of earliest event reported):
June
30, 2008 (June 30, 2008)
SPECTRUM
BRANDS, INC.
(Exact
name of registrant as specified in its charter)
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Wisconsin
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001-13615
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22-2423556
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(IRS
Employer Identification Number)
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Six
Concourse Parkway, Suite 3300
Atlanta,
Georgia
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30328
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(Address
of Principal Executive Offices)
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(Zip
Code)
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(770)
829-6200
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(Registrant’s
telephone number, including area code)
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N/A
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(Former
name or former address, if changed since last
report)
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Check
the appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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o
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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o
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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o
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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o
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
8.01. Other Events.
On
May 21, 2008, Spectrum Brands, Inc., a Delaware corporation (the "Company"),
publicly announced that it entered into a definitive purchase agreement with
Salton Inc., a Delaware corporation, and its wholly owned subsidiary, Applica
Pet Products LLC, for the sale of the Company's Global Pet Business (the
"Transaction").
On
June 30, 2008, the Company issued a press release in connection with the
Transaction. A copy of the press release is attached hereto as
Exhibit 99.1.
Forward
Looking Information
Certain statements in this report are
forward-looking statements which includes all statements other than those made
solely with respect to historical fact. Forward-looking statements
speak only as of the date on which they are made, and we undertake no obligation
to update or revise any forward-looking statements. 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 as a result of (1) the
occurrence of any event, change or other circumstance that could give rise to
the termination of the definitive agreement; (2) the inability to complete the
transaction due to the failure to receive required regulatory or other approvals
or to satisfy other conditions to the sale; (3) the risk that the proposed
transaction disrupts current plans and operations; (4) difficulty or
unanticipated expenses in connection with the sale; (5) changes and developments
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, (6) changes
in consumer demand for the various types of products the Company offers, (7)
unfavorable developments in the global credit markets, (8) the impact of overall
economic conditions on consumer spending, (9) fluctuations in commodities
prices, the costs or availability of raw materials or terms and conditions
available from suppliers, (10) changes in the general economic conditions in
countries and regions where the Company does business, such as stock market
prices, interest rates, currency exchange rates, inflation and consumer
spending, (11) the Company’s ability to successfully implement manufacturing,
distribution and other cost efficiencies and to continue to benefit from its
cost-cutting initiatives, (12) unfavorable weather conditions and various other
risks and uncertainties, including those discussed herein and those set forth in
the Company’s securities filings, including the most recently filed Annual
Report on Form 10-K or Quarterly Report on Form 10-Q. The Company
also cautions the reader that its estimates of trends, market share, retail
consumption of its products and reasons for changes in such consumption are
based solely on limited data available to the Company and management’s
reasonable assumptions about market conditions, and consequently may be
inaccurate, or may not reflect significant segments of the retail
market.
Item
9.01 Financial Statements and Exhibits
(d)
Exhibits
The
following exhibits are filed herewith:
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Exhibit
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Number
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Description
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99.1
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Press
Release issued by Spectrum Brands, Inc. on June 30,
2008.
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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.
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Date: June
30, 2008
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SPECTRUM
BRANDS, INC.
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By:
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/s/ Anthony L. Genito | |
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Name: Anthony
L. Genito
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Title:
Executive Vice President,Chief
Financial Officer and
Chief Accounting
Officer
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EXHIBIT
INDEX
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Exhibit
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Description
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99.1
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Press
Release issued by Spectrum Brands, Inc. on June 30,
2008.
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Exhibit
99.1
Spectrum
Brands Provides Update on Sale of its Global Pet Supply
Business
ATLANTA, June 30, 2008 – (SPC:
NYSE) Spectrum Brands, Inc. (the “Company”) announced today that it has not
been successful in its attempt to secure the consent of its senior lenders
necessary to complete the previously announced sale of its global pet supply
business. On
May 21, 2008 the Company announced that it had signed a definitive purchase
agreement with Salton, Inc. and its wholly owned subsidiary, Applica Pet
Products LLC, for the sale of the Company’s global pet
business. Receipt of consent from its senior lenders is a condition
to the completion of the sale.
The
Company continues to believe that the sale of its global pet business to Salton,
Inc. and its wholly owned subsidiary, Applica Pet Products LLC, upon the
negotiated terms is in the best interests of the Company and its shareholders,
as well as its other constituencies. The definitive purchase agreement continues
in full force and effect, and the Company intends to comply with its obligations
thereunder in order to satisfy the conditions necessary to consummate the sale
of its global pet supply business.
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 as a result of (1) the occurrence of any event, change or
other circumstance that could give rise to the termination of the definitive
agreement; (2) the inability to complete the transaction due to the failure to
receive required regulatory or other approvals or to satisfy other conditions to
the sale; (3) the risk that the proposed transaction disrupts current plans and
operations; (4) difficulty or unanticipated expenses in connection with the
sale; (5) changes and developments 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, (6) changes in consumer
demand for the various types of products the Company offers, (7) unfavorable
developments in the global credit markets, (8) the impact of overall economic
conditions on consumer spending, (9) fluctuations in commodities prices, the
costs or availability of raw materials or terms and conditions available from
suppliers, (10) changes in the general economic conditions in countries and
regions where the Company does business, such as stock market prices, interest
rates, currency exchange rates, inflation and consumer spending, (11) the
Company’s ability to successfully implement manufacturing, distribution and
other cost efficiencies and to continue to benefit from its cost-cutting
initiatives, (12) unfavorable weather conditions and various other risks and
uncertainties, including those discussed herein and those set forth in the
Company’s securities filings, including the most recently filed Annual Report on
Form 10-K or Quarterly Report on Form 10-Q. The Company also cautions
the reader that its estimates of trends, market share, retail consumption of its
products and reasons for changes in such consumption are based solely on limited
data available to the Company and management’s reasonable assumptions about
market conditions, and consequently may be inaccurate, or may not reflect
significant segments of the retail market.
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. The Company 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 consumer
batteries, lawn and garden care products, specialty pet supplies, shaving and
grooming products, household insect control products, personal care products and
portable lighting. Helping to meet the needs of consumers worldwide, included in
its portfolio of widely trusted brands are Rayovac®, Varta®, Remington®, Tetra®,
Marineland®, Nature’s Miracle®, Dingo®, 8-In-1®, Spectracide®, Schultz®,
Cutter®, Repel®, and HotShot®. Spectrum Brands’ products are sold by
the world's top 25
retailers
and are available in more than one million stores in more than 120 countries
around the world. Headquartered in Atlanta, Georgia, Spectrum Brands generated
fiscal year 2007 net sales of $2.6 billion. The Company’s stock
trades on the New York Stock Exchange under the symbol SPC.
Investor
Contact:
Carey
Skinner
DVP
Investor Relations, Spectrum Brands
770-829-6208
Media
Contact:
Sard
Verbinnen & Co for Spectrum Brands
Kara
Findlay 212-687-8080
or
Matt Benson 415-618-8750