20141228 10Q Q1 SBRH

Table of Contents

 

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

_________________________________________

FORM 10-Q

_________________________________________

 

 

 

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the quarterly period ended December 28, 2014

 

OR

 

 

 

 

 

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

 

For the transition period from             to              

 

Commission File Number 333-192634-03

_________________________________________ 

SB/RH Holdings, LLC

(Exact name of registrant as specified in its charter)

 _________________________________________

 

 

 

Delaware

27-2812840

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification Number)

 

 

3001 Deming Way

Middleton, Wisconsin

 

53562

(Address of principal executive offices)

(Zip Code)

 

 

 

(608) 275-3340

(Registrant’s telephone number, including area code)

 

N/A

(Former name, former address and former fiscal year, if changed since last report.)

_________________________________________

Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes      No  

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes      No  

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):

 

 

 

 

 

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

 

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes      No  

Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court.    Yes      No  

 

 

 


 

Table of Contents

 

SB/RH HOLDINGS, LLC

QUARTERLY REPORT ON FORM 10-Q

FOR QUARTER ENDED December 28, 2014 

INDEX

 

 

 

 

 

Part I—Financial Information

Page

 

 

 

Item 1. 

Financial Statements

3

 

Condensed Consolidated Statements of Financial Position as of December 28, 2014 (Unaudited) and September 30, 2014

3

 

Condensed Consolidated Statements of Operations (Unaudited) for the three month periods ended December 28, 2014 and December 29, 2013

4

 

Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited) for the three month periods ended December 28, 2014 and December 29, 2013

5

 

Condensed Consolidated Statements of Cash Flows (Unaudited) for the three month periods ended December 28, 2014 and December 29, 2013

6

 

Notes to Condensed Consolidated Financial Statements (Unaudited)

7

Item 2. 

Management’s Discussion and Analysis of Financial Condition and Results of Operations

34

Item 3. 

Quantitative and Qualitative Disclosures About Market Risk

44

Item 4. 

Controls and Procedures

44

 

Part II—Other Information

 

Item 1. 

Legal Proceedings

45

Item 1A. 

Risk Factors

45

Item 6. 

Exhibits

45

 

 

 

Signatures 

 

46

 

 

 

 

 

 

2

 


 

Table of Contents

 

PART I. FINANCIAL INFORMATION

Item 1.   Financial Statements

SB/RH HOLDINGS, LLC

Condensed Consolidated Statements of Financial Position

December 28, 2014 and September 30, 2014 

(Amounts in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28, 2014

 

September 30, 2014

Assets

 

 

(Unaudited)

 

 

 

Current assets:

 

 

 

 

 

 

Cash and cash equivalents

 

$

408.4 

 

$

192.9 

Receivables:

 

 

 

 

 

 

Trade accounts receivable, net of allowances $49.1 and $48.6, respectively

 

 

489.7 

 

 

439.0 

Other

 

 

87.9 

 

 

76.4 

Inventories

 

 

701.9 

 

 

624.5 

Deferred income taxes

 

 

31.7 

 

 

36.7 

Prepaid expenses and other

 

 

69.4 

 

 

63.4 

Total current assets

 

 

1,789.0 

 

 

1,432.9 

Property, plant and equipment, net of accumulated depreciation
  of $276.6 and $264.5, respectively

 

 

419.8 

 

 

428.9 

Deferred charges and other

 

 

37.4 

 

 

37.3 

Goodwill

 

 

1,464.9 

 

 

1,469.6 

Intangible assets, net

 

 

2,066.7 

 

 

2,091.5 

Debt issuance costs

 

 

55.0 

 

 

51.1 

Total assets

 

$

5,832.8 

 

$

5,511.3 

Liabilities and Shareholders' Equity

 

 

 

 

 

 

Current liabilities:

 

 

 

 

 

 

Current maturities of long-term debt

 

$

114.4 

 

$

112.6 

Accounts payable

 

 

447.7 

 

 

519.7 

Accrued liabilities:

 

 

 

 

 

 

Wages and benefits

 

 

65.4 

 

 

88.1 

Income taxes payable

 

 

21.7 

 

 

18.5 

Accrued interest

 

 

21.3 

 

 

35.4 

Other

 

 

160.3 

 

 

156.3 

Total current liabilities

 

 

830.8 

 

 

930.6 

Long-term debt, net of current maturities

 

 

3,310.2 

 

 

2,894.1 

Employee benefit obligations, net of current portion

 

 

78.3 

 

 

82.0 

Deferred income taxes

 

 

507.4 

 

 

513.2 

Other

 

 

20.2 

 

 

21.2 

Total liabilities

 

 

4,746.9 

 

 

4,441.1 

Commitments and contingencies

 

 

 

 

 

 

Shareholders' equity:

 

 

 

 

 

 

Other capital

 

 

1,425.8 

 

 

1,413.8 

Accumulated deficit

 

 

(295.0)

 

 

(330.0)

Accumulated other comprehensive loss

 

 

(94.6)

 

 

(63.1)

Total shareholders' equity

 

 

1,036.2 

 

 

1,020.7 

Noncontrolling interest

 

 

49.7 

 

 

49.5 

Total equity

 

 

1,085.9 

 

 

1,070.2 

Total liabilities and equity

 

$

5,832.8 

 

$

5,511.3 

 

See accompanying notes which are an integral part of these condensed consolidated financial statements

(Unaudited).

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SB/RH HOLDINGS, LLC

Condensed Consolidated Statements of Operations

For the three month periods ended December 28, 2014 and December 29, 2013 

(Unaudited)

(Amounts in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

THREE MONTHS ENDED

 

 

2015

 

2014

Net sales

 

$

1,067.8 

 

$

1,100.6 

Cost of goods sold

 

 

697.4 

 

 

717.7 

Restructuring and related charges

 

 

0.2 

 

 

1.7 

Gross profit

 

 

370.2 

 

 

381.2 

Selling

 

 

159.8 

 

 

164.2 

General and administrative

 

 

67.3 

 

 

72.4 

Research and development

 

 

11.2 

 

 

10.8 

Acquisition and integration related charges

 

 

8.1 

 

 

5.5 

Restructuring and related charges

 

 

7.2 

 

 

2.8 

Total operating expenses

 

 

253.6 

 

 

255.7 

Operating income

 

 

116.6 

 

 

125.5 

Interest expense

 

 

44.4 

 

 

57.0 

Other expense, net

 

 

0.7 

 

 

0.9 

Income from continuing operations before income taxes

 

 

71.5 

 

 

67.6 

Income tax expense

 

 

20.5 

 

 

12.7 

Net income

 

 

51.0 

 

 

54.9 

Less: Net income attributable to non-controlling interest

 

 

0.2 

 

 

0.1 

Net income attributable to controlling interest

 

$

50.8 

 

$

54.8 

 

See accompanying notes which are an integral part of these condensed consolidated financial statements

(Unaudited).

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SB/RH HOLDINGS, LLC

Condensed Consolidated Statements of Comprehensive Income (Loss)

For the three month periods ended December 28, 2014 and December 29, 2013 

(Unaudited)

(Amounts in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

THREE MONTHS ENDED

 

 

2015

 

2014

Net income

 

$

51.0 

 

$

54.9 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

Foreign currency translation loss

 

 

(34.5)

 

 

(0.2)

Unrealized gain on derivative hedging instruments

 

 

1.9 

 

 

1.4 

Defined benefit pension gain (loss)

 

 

1.1 

 

 

Other comprehensive income (loss), net of tax

 

 

(31.5)

 

 

1.2 

Comprehensive income

 

 

19.5 

 

 

56.1 

Less: Comprehensive income attributable to non-controlling interest

 

 

0.2 

 

 

0.2 

Comprehensive income attributable to controlling interest

 

$

19.3 

 

$

55.9 

 

See accompanying notes which are an integral part of these condensed consolidated financial statements

(Unaudited).

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SB/RH HOLDINGS, LLC

Condensed Consolidated Statements of Cash Flows

For the three month periods ended December 28, 2014 and December 29, 2013 

(Unaudited)

(Amounts in millions)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

THREE MONTHS ENDED

 

 

2015

 

2014

Cash flows from operating activities:

 

 

 

 

 

 

Net income

 

$

51.0 

 

$

54.9 

Adjustments to reconcile net income to net cash used by operating activities, net of effects of acquisitions:

 

 

 

 

 

 

Depreciation

 

 

18.4 

 

 

17.9 

Amortization of intangibles

 

 

20.5 

 

 

20.2 

Amortization of unearned restricted stock compensation

 

 

4.8 

 

 

6.4 

Amortization of debt issuance costs

 

 

2.5 

 

 

2.6 

Non-cash increase to cost of goods sold due to Tell acquisition inventory step up

 

 

0.8 

 

 

Write off unamortized discount on retired debt

 

 

 

 

2.8 

Write off of debt issuance costs

 

 

 

 

6.4 

Other non-cash adjustments

 

 

4.2 

 

 

1.4 

Net changes in operating assets and liabilities

 

 

(255.5)

 

 

(248.6)

Net cash used by operating activities

 

 

(153.3)

 

 

(136.0)

Cash flows from investing activities:

 

 

 

 

 

 

Purchases of property, plant and equipment

 

 

(14.2)

 

 

(15.9)

Acquisition of Tell Manufacturing, net of cash acquired

 

 

(29.2)

 

 

Proceeds from sales of property, plant and equipment

 

 

1.1 

 

 

Other investing activities

 

 

(0.9)

 

 

Net cash used by investing activities

 

 

(43.2)

 

 

(15.9)

Cash flows from financing activities:

 

 

 

 

 

 

Proceeds from issuance of Term Loan, net of discount

 

 

 

 

523.7 

Proceeds from issuance of 6.125% Notes

 

 

250.0 

 

 

Proceeds from Euro Term Loan Tranche B

 

 

185.4 

 

 

Payment of senior credit facilities, excluding ABL revolving credit facility

 

 

 

 

(513.3)

Debt issuance costs

 

 

(6.1)

 

 

(4.7)

Other debt financing, net

 

 

8.4 

 

 

4.1 

Reduction of other debt

 

 

(1.8)

 

 

(0.5)

ABL revolving credit facility, net

 

 

 

 

110.0 

Cash dividends paid to parent

 

 

(15.9)

 

 

(13.0)

Share based tax withholding payments, net of proceeds upon vesting

 

 

(1.7)

 

 

(24.7)

Net cash provided by financing activities

 

 

418.3 

 

 

81.6 

Effect of exchange rate changes on cash and cash equivalents

 

 

(6.3)

 

 

(0.5)

Net increase (decrease) in cash and cash equivalents

 

 

215.5 

 

 

(70.8)

Cash and cash equivalents, beginning of period

 

 

192.9 

 

 

198.2 

Cash and cash equivalents, end of period

 

$

408.4 

 

$

127.4 

 

See accompanying notes which are an integral part of these condensed consolidated financial statements

(Unaudited).

 

 

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SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited)

(Amounts in millions of dollars or as otherwise specified)

 

 

1    DESCRIPTION OF BUSINESS

SB/RH Holdings, LLC., a Delaware corporation (“SB/RH” or the “Company”), is a global branded consumer products company. SB/RH Holdings, LLC, is a wholly owned subsidiary of Spectrum Brands Holdings, Inc. (“SB Holdings”). SB Holdings' common stock trades on the New York Stock Exchange (the “NYSE”) under the symbol “SPB.”

The Company’s operations include the worldwide manufacturing and marketing of alkaline, zinc carbon and hearing aid batteries, as well as aquariums and aquatic health supplies and the designing and marketing of rechargeable batteries, battery-powered lighting products, electric shavers and accessories, grooming products and hair care appliances. The Company’s operations also include the manufacturing and marketing of specialty pet supplies. The Company also manufactures and markets herbicides, insecticides and insect repellents in North America. The Company also designs, markets and distributes a broad range of branded small appliances and personal care products. The Company also designs, markets, distributes and sells certain hardware, home improvement and plumbing products. The Company’s operations utilize manufacturing and product development facilities located in the United States (“U.S.”), Europe, Latin America and Asia.

The Company sells its products in approximately 160 countries through a variety of trade channels, including retailers, wholesalers and distributors, hearing aid professionals, industrial distributors and original equipment manufacturers and enjoys name recognition in its markets under the Rayovac, VARTA and Remington brands, each of which has been in existence for more than 80 years, and under the Tetra, 8-in-1, Dingo, Nature's Miracle, Spectracide, Cutter, Hot Shot, Black & Decker, George Foreman, Russell Hobbs, Farberware, Black Flag, FURminator, Kwikset, Weiser, Baldwin, National Hardware, Stanley, FANAL and Pfister brands.

The Company's global branded consumer products have positions in six major product categories: consumer batteries, small appliances, personal care, hardware and home improvement, pet supplies and home and garden controls.  

The Company manages the businesses in four vertically integrated, product-focused reporting segments: (i) Global Batteries & Appliances, which consists of the Company's worldwide battery, personal care and small appliances primarily in the kitchen and home product categories (“Global Batteries & Appliances”); (ii) Hardware & Home Improvement, which consists of the Company's worldwide hardware, home improvement and plumbing business (“Hardware & Home Improvement”); (iii) Global Pet Supplies, which consists of the Company's worldwide pet supplies business (“Global Pet Supplies”); and (iv) Home and Garden, which consists of the Company's home and garden and insect control business (“Home and Garden”). Management reviews the performance of the Company based on these segments, which also reflect the manner in which the Company's management monitors performance and allocates resources. For information pertaining to our business segments, see Note 11, “Segment Results.”

 

 

2    SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation: The condensed consolidated financial statements include the accounts of SB Holdings and its subsidiaries and are prepared in accordance with U.S. Generally Accepted Accounting Principles (“GAAP”). All intercompany transactions have been eliminated.

These condensed consolidated financial statements have been prepared by the Company, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (SEC) and, in the opinion of the Company, include all adjustments (which are normal and recurring in nature) necessary to present fairly the financial position of the Company at December 28, 2014, the results of operations for the three month periods ended December 28, 2014 and December 29, 2013, the comprehensive income (loss) for the three month periods ended December 28, 2014 and December 29, 2013 and the cash flows for the three month periods ended December 28, 2014 and December 29, 2013. Certain information and note disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted pursuant to such SEC rules and regulations. These condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the fiscal year ended September 30, 2014.

 

 

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SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

 

Use of Estimates: The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates.

Intangible Assets: Intangible assets are recorded at cost or at fair value if acquired in a purchase business combination. Customer relationships and proprietary technology intangibles are amortized, using the straight-line method, over their estimated useful lives. Excess of cost over fair value of net assets acquired (goodwill) and indefinite lived trade name intangibles are not amortized. GAAP requires that goodwill and indefinite-lived intangible assets be tested for impairment annually, or more often if an event or circumstance indicates that an impairment loss may have been incurred. Goodwill is tested for impairment at the reporting unit level, with such groupings being consistent with the Company’s reportable segments. If impairment is indicated, a write-down to fair value (normally measured by discounting estimated future cash flows) is recorded. Indefinite lived trade name intangibles are tested for impairment at least annually by comparing the fair value with the carrying value. Any excess of carrying value over fair value is recognized as an impairment loss in income from operations.

The Company’s annual impairment testing is completed at the August financial period end. Management uses its judgment in assessing whether assets may have become impaired between annual impairment tests. Indicators such as unexpected adverse business conditions, economic factors, unanticipated technological change or competitive activities, loss of key personnel, and acts by governments and courts may signal that an asset has become impaired.

Shipping and Handling Costs: The Company incurred shipping and handling costs of $64.7 and $64.6 for the three month periods ended December 28, 2014 and  December 29, 2013, respectively. These costs are included in Selling expenses in the accompanying Condensed Consolidated Statements of Operations (Unaudited). Shipping and handling costs include costs incurred with third-party carriers to transport products to customers as well as salaries and overhead costs related to activities to prepare the Company’s products for shipment from its distribution facilities.

Concentrations of Credit Risk: Trade receivables subject the Company to credit risk. Trade accounts receivable are carried at net realizable value. The Company extends credit to its customers based upon an evaluation of the customer’s financial condition and credit history, and generally does not require collateral. The Company monitors its customers’ credit and financial condition based on changing economic conditions and makes adjustments to credit policies as required. Provisions for losses on uncollectible trade receivables are determined based on ongoing evaluations of the Company’s receivables, principally on the basis of historical collection experience and evaluations of the risks of nonpayment for a given customer.

The Company has a broad range of customers including many large retail outlet chains, one of which accounts for a significant percentage of its sales volume. This customer represented approximately 15% and 17% of the Company’s Net sales during the three month periods ended December 28, 2014 and December 29, 2013, respectively. This customer also represented approximately 10% and 14% of the Company’s Trade accounts receivable, net at December 28, 2014 and September 30, 2014, respectively.

Approximately 45% and 46% of the Company’s Net sales during the three month periods ended December 28, 2014 and December 29, 2013, respectively, occurred outside the U.S. These sales and related receivables are subject to varying degrees of credit, currency, political and economic risk. The Company monitors these risks and makes appropriate provisions for ability to collect based on an assessment of the risks present.

Stock-Based Compensation: The Company measures the cost of its stock-based compensation plans based on the fair value of its employee stock awards and recognizes these costs over the requisite service period of the awards.

Total stock compensation expense associated with restricted stock units recognized by the Company during the three month periods ended December 28, 2014 and December 29, 2013 was $4.8  and $6.4, respectively. The remaining unrecognized pre-tax compensation cost related to restricted stock units at December 28, 2014 was $7.5.

The Company granted approximately 0.1 million restricted stock units during the three month period ended December 28, 2014. The 0.1  million restricted stock units granted during the three months ended December 28, 2014 vested immediately.  The total market value of the restricted stock units on the dates of the grants was approximately $10.7.

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SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The Company granted approximately 0.4 million restricted stock units during the three month period ended December 29, 2013. The 0.4 million restricted stock units granted during the three months ended December 29, 2013 include 0.1 million time-based restricted stock units that vested immediately.  The remaining 0.3 million restricted stock units are performance and time-based and vest over a two year period. The total market value of the restricted stock units on the dates of the grants was approximately $28.3.

The fair value of restricted stock units is determined based on the market price of the Company’s shares of common stock on the grant date. A summary of the activity in the Company’s non-vested restricted stock units during the three months ended December 28, 2014 is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted

 

 

 

 

 

 

 

Average

 

Fair Value

 

 

Shares

 

Share Price at

 

at Grant

Restricted Stock Units

 

(in millions)

 

Grant Date

 

Date

Non-vested restricted stock units at September 30, 2014

 

0.8 

 

$

67.90 

 

$

54.6 

Granted

 

0.1 

 

 

90.67 

 

 

10.7 

Vested

 

(0.6)

 

 

69.14 

 

 

(39.5)

Non-vested restricted stock units at December 28, 2014

 

0.3 

 

$

73.59 

 

$

25.8 

 

Acquisition and Integration Related Charges: Acquisition and integration related charges reflected in Operating expenses in the accompanying Condensed Consolidated Statements of Operations (Unaudited) include, but are not limited to, transaction costs such as banking, legal, accounting and other professional fees directly related to acquisitions, termination and related costs for transitional and certain other employees, integration related professional fees and other post business combination expenses associated with mergers and acquisitions.

The following table summarizes acquisition and integration related charges incurred by the Company during the three month periods ended December 28, 2014 and December 29, 2013:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

2015

 

2014

HHI Business

 

 

 

 

 

 

Legal and professional fees

 

$

0.2 

 

$

0.8 

Integration costs

 

 

2.5 

 

 

3.1 

Employee termination charges

 

 

0.4 

 

 

0.2 

HHI Business Acquisition and integration related charges

 

$

3.1 

 

$

4.1 

 

 

 

 

 

 

 

Liquid Fence

 

 

0.9 

 

 

Tell

 

 

0.5 

 

 

Other

 

 

3.6 

 

 

1.4 

Total Acquisition and integration related charges

 

$

8.1 

 

$

5.5 

 

 

 

 

 

 

 

 

3    COMPREHENSIVE INCOME (LOSS)

Comprehensive income (loss) includes foreign currency translation gains and losses on assets and liabilities of foreign subsidiaries, effects of exchange rate changes on intercompany balances of a long-term nature and transactions designated as a hedge of a net investment in a foreign subsidiary, deferred gains and losses on derivative financial instruments designated as cash flow hedges and amortization of deferred gains and losses associated with the Company’s pension plans. The foreign currency translation gains and losses for the three month periods ended December 28, 2014 and December 29, 2013 were principally attributable to the impact of translation of the net assets of the Company’s European and Latin American operations, which primarily have functional currencies in Euros, Pounds Sterling and Brazilian Real.

For information pertaining to the reclassification of unrealized gains and losses on derivative instruments, see Note 7, “Derivative Financial Instruments.”

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SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The components of Other comprehensive income (loss), net of tax, for the three month periods ended December 28, 2014 and December 29, 2013 are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

2015

 

2014

Foreign Currency Translation Adjustments:

 

 

 

 

 

 

Net change after reclassification adjustment

 

$

(34.5)

 

$

(0.2)

Deferred tax effect

 

 

 

 

Deferred tax valuation allowance

 

 

 

 

Other Comprehensive Income (Loss)

 

$

(34.5)

 

$

(0.2)

Noncontrolling interest

 

 

 

 

Comprehensive income (loss) attributable to controlling interest

 

$

(34.5)

 

$

(0.2)

 

 

 

 

 

 

 

Derivative Hedging Instruments:

 

 

 

 

 

 

Gross change before reclassification adjustment

 

$

7.7 

 

$

0.9 

Net reclassification adjustment for (gains) losses included in earnings

 

 

(4.8)

 

 

0.9 

Gross change after reclassification adjustment

 

$

2.9 

 

$

1.8 

Deferred tax effect

 

 

 

 

(0.5)

Deferred tax valuation allowance

 

 

(1.0)

 

 

0.1 

Other Comprehensive Income (Loss)

 

$

1.9 

 

$

1.4 

 

 

 

 

 

 

 

Defined Benefit Pension Plans:

 

 

 

 

 

 

Gross change before reclassification adjustment

 

$

1.0 

 

$

(0.4)

Net reclassification adjustment for losses included in Cost of goods sold

 

 

0.2 

 

 

0.2 

Net reclassification adjustment for losses included in Selling expenses

 

 

0.1 

 

 

0.1 

Net reclassification adjustment for losses included in General and administrative expenses

 

 

0.1 

 

 

0.1 

Gross change after reclassification adjustment

 

$

1.4 

 

$

Deferred tax effect

 

 

(0.3)

 

 

Deferred tax valuation allowance

 

 

 

 

Other Comprehensive Income (Loss)

 

$

1.1 

 

$

 

 

 

 

 

 

 

Total Other Comprehensive Income (Loss), net of tax

 

$

(31.5)

 

$

1.2 

 

 

 

 

 

 

 

 

 

 

4    INVENTORIES

Inventories consist of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28, 2014

 

September 30, 2014

Raw materials

 

$

130.2 

 

$

104.1 

Work-in-process

 

 

41.5 

 

 

35.3 

Finished goods

 

 

530.2 

 

 

485.1 

 

 

$

701.9 

 

$

624.5 

 

 

 

 

 

 

 

 

 

 

 

10


 

Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

5    GOODWILL AND INTANGIBLE ASSETS

Goodwill and intangible assets of the Company consist of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Global 

 

Hardware &

 

 

 

 

 

 

 

 

 

 

 

Batteries &

 

Home

 

Global Pet

 

Home and

 

 

 

 

 

Appliances

 

Improvement

 

Supplies

 

Garden

 

Total

Goodwill:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at September 30, 2014

 

$

327.4 

 

$

709.8 

 

$

235.9 

 

$

196.5 

 

$

1,469.6 

Additions

 

 

 

 

7.1 

 

 

 

 

 

 

7.1 

Effect of translation

 

 

(6.4)

 

 

(3.5)

 

 

(1.9)

 

 

 

 

(11.8)

Balance at December 28, 2014

 

$

321.0 

 

$

713.4 

 

$

234.0 

 

$

196.5 

 

$

1,464.9 

Intangible Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Trade Names Not Subject to Amortization

Balance at September 30, 2014

 

$

544.6 

 

$

330.6 

 

$

210.5 

 

$

88.6 

 

$

1,174.3 

Additions

 

 

 

 

4.0 

 

 

 

 

 

 

4.0 

Effect of translation

 

 

(5.8)

 

 

(0.6)

 

 

(3.2)

 

 

 

 

(9.6)

Balance at December 28, 2014

 

$

538.8 

 

$

334.0 

 

$

207.3 

 

$

88.6 

 

$

1,168.7 

Intangible Assets Subject to Amortization

Balance at September 30, 2014, net

 

$

400.3 

 

$

130.5 

 

$

222.3 

 

$

164.1 

 

$

917.2 

Additions

 

 

0.9 

 

 

8.5 

 

 

 

 

 

 

9.4 

Amortization during period

 

 

(8.6)

 

 

(3.8)

 

 

(5.4)

 

 

(2.7)

 

 

(20.5)

Effect of translation

 

 

(5.2)

 

 

(1.1)

 

 

(1.8)

 

 

 

 

(8.1)

Balance at December 28, 2014, net

 

$

387.4 

 

$

134.1 

 

$

215.1 

 

$

161.4 

 

$

898.0 

Total Intangible Assets, net at December 28, 2014

 

$

926.2 

 

$

468.1 

 

$

422.4 

 

$

250.0 

 

$

2,066.7 

 

During the three month period ended December 28, 2014, the Company recorded additions to goodwill and intangible assets related to the acquisition of Tell Manufacturing, Inc. (“Tell”), which is included in the Hardware and Home Improvement segment. See Note 13 Acquisitions, for further information.

Intangible assets subject to amortization include proprietary technology, customer relationships and certain trade names.  The useful lives for proprietary technology assets associated with the Global Batteries & Appliances segment, the Hardware & Home Improvement segment and the Global Pet Supplies segment are from 9 to 17 years, 8 to 9 years and 4 to 9 years, respectively. The useful lives of customer relationships are from 15 to 20 years within the Global Batteries & Appliances segment and 20 years in each of the Hardware & Home Improvement, Home and Garden and Global Pet Supplies segments. The useful lives for trade names are from 1 to 12 years within the Global Batteries & Appliances segment, 5 to 8 years within the Hardware & Home Improvement segment and 3 years within the Global Pet Supplies segment.

 

 

 

 

 

 

 

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Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The carrying value and accumulated amortization for intangible assets subject to amortization are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28, 2014

 

September 30, 2014

Technology Assets Subject to Amortization:

 

 

 

 

 

 

Gross balance

 

$

192.2 

 

$

192.2 

Accumulated amortization

 

 

(62.3)

 

 

(57.6)

Carrying value, net

 

$

129.9 

 

$

134.6 

Trade Names Subject to Amortization:

 

 

 

 

 

 

Gross balance

 

$

170.7 

 

$

171.0 

Accumulated amortization

 

 

(65.0)

 

 

(61.0)

Carrying value, net

 

$

105.7 

 

$

110.0 

Customer Relationships Subject to Amortization:

 

 

 

 

 

 

Gross balance

 

$

876.3 

 

$

877.2 

Accumulated amortization

 

 

(213.9)

 

 

(204.6)

Carrying value, net

 

$

662.4 

 

$

672.6 

Total Intangible Assets, net  Subject to Amortization

 

$

898.0 

 

$

917.2 

 

Amortization expense for the three month periods ended December 28, 2014 and December 29, 2013 is as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three Months Ended

 

 

2015

 

2014

Proprietary technology amortization

 

$

4.7 

 

$

4.4 

Trade names amortization

 

 

4.1 

 

 

4.1 

Customer relationships amortization

 

 

11.7 

 

 

11.7 

 

 

$

20.5 

 

$

20.2 

 

The Company estimates annual amortization expense of intangible assets for the next five fiscal years will approximate $77.5 per year.

 

6    DEBT

Debt consists of the following:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28, 2014

 

September 30, 2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount

 

Rate

 

Amount

 

Rate

Term Loan, due September 4, 2017 (Tranche A)

 

$

648.4 

 

3.0 

%

 

$

648.4 

 

3.0 

%

Term Loan, due September 4, 2019 (Tranche C)

 

 

509.9 

 

3.6 

%

 

 

509.9 

 

3.6 

%

CAD Term Loan, due December 17, 2019

 

 

32.9 

 

5.1 

%

 

 

34.2 

 

5.1 

%

Euro Term Loan, due September 4, 2019

 

 

272.9 

 

3.8 

%

 

 

283.3 

 

3.8 

%

Euro Term Loan, due December 19, 2021

 

 

183.3 

 

3.8 

%

 

 

 

%

6.375% Notes, due November 15, 2020

 

 

520.0 

 

6.4 

%

 

 

520.0 

 

6.4 

%

6.625% Notes, due November 15, 2022

 

 

570.0 

 

6.6 

%

 

 

570.0 

 

6.6 

%

6.75% Notes, due March 15, 2020

 

 

300.0 

 

6.8 

%

 

 

300.0 

 

6.8 

%

6.125% Notes, due December 15, 2024

 

 

250.0 

 

6.1 

%

 

 

 

%

ABL Facility, expiring May 24, 2017

 

 

 

2.5 

%

 

 

 

2.5 

%

Other notes and obligations

 

 

51.4 

 

8.8 

%

 

 

52.4 

 

6.7 

%

Capitalized lease obligations

 

 

92.0 

 

6.1 

%

 

 

94.7 

 

6.1 

%

 

 

$

3,430.8 

 

 

 

 

$

3,012.9 

 

 

 

Original issuance discounts on debt

 

 

(6.2)

 

 

 

 

 

(6.2)

 

 

 

Less: current maturities

 

 

(114.4)

 

 

 

 

 

(112.6)

 

 

 

Long-term debt

 

$

3,310.2 

 

 

 

 

$

2,894.1 

 

 

 

 

12


 

Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The Company has the following debt instruments outstanding at December 28, 2014: (i) a senior secured term loan (the “Term Loan”) pursuant to a senior credit agreement (the “Senior Credit Agreement”) which consists of $648.4 principal due September 4, 2017 (“Tranche A”), $509.9 principal due September 4, 2019 (“Tranche C”), $32.9 Canadian dollar denominated principal due December 17, 2019 (CAD Term Loan), $272.9 Euro denominated principal due September 4, 2019 (Euro Term Loan Tranche A)  and $183.3 Euro denominated principal due December 19, 2021 (“Euro Term Loan Tranche B”) (together, the “Term Loan”); (ii) $300.0 6.75% unsecured notes (the “6.75% Notes”); (iii) $520.0 6.375% unsecured notes (the “6.375% Notes”); (iv) $570.0 6.625% unsecured notes (the “6.625% Notes”); (v) $250.0 6.125% unsecured notes (the “6.125% Notes”), and (vi) a $400.0 asset based lending revolving credit facility (the “ABL Facility”).

Term Loan

On December 19, 2014 the Company amended the Term Loan, issuing a tranche maturing December 19, 2021, which provides for borrowings in an aggregate principal amount of €150.0 (the “Euro Term Loan Tranche B”).  The Euro Term Loan Tranche B is guaranteed by the Company’s wholly owned subsidiary, SB/RH Holdings, LLC, as well as by existing and future domestic subsidiaries. The net proceeds from the amendment, together with the net proceeds of the 6.125% Notes, will be used to repay certain amounts drawn under the revolving credit facility, to fund a planned acquisition and for general corporate purposes, which may include, among other things, working capital needs, the refinancing of existing indebtedness, business expansion and possible future acquisitions.

The Euro Term Loan Tranche B was issued at a .25% discount and recorded net of the discount incurred.  The €0.4 discount is reflected as an adjustment to the carrying value of principal, and is being amortized with a corresponding charge to interest expense over the remaining life of the debt.  In connection with the Euro Term Loan Tranche B, the Company recorded $2.1 of fees during the three month period ended December 28, 2014.  The fees are classified as Debt issuance costs within the accompanying Condensed Consolidated Statements of Financial Position (Unaudited) and are being amortized as an adjustment to interest expense over the remaining life of the loan.

6.125% Notes

On December 4, 2014, Spectrum Brands issued $250.0 aggregate principal amount of 6.125% Notes at par value, due December 15, 2024 (the “6.125% Notes”).  The 6.125% Notes are guaranteed by the Company’s wholly owned subsidiary, SB/RH Holdings, LLC, as well as by existing and future domestic subsidiaries.

The Company may redeem all or a part of the 6.125% Notes, upon not less than 30 or more than a 60 day notice, at specified redemption prices.  Further, the indenture governing the 6.125% Notes (the “2024 Indenture”) requires the Company to make an offer, in cash, to repurchase all or a portion of the applicable outstanding notes for a specified redemption price, including a redemption premium, upon the occurrence of a change of control of the Company, as defined in such indenture.

The 2024 Indenture contains customary covenants that limit, among other things, the incurrence of additional indebtedness, payment of dividends on or redemption or repurchase of equity interests, the making of certain investments, expansion into unrelated businesses, creation of liens on assets, merger or consolidation with another company, transfer or sale of all or substantially all assets, and transactions with affiliates.

In addition, the 2024 Indenture provides for customary events of default, including failure to make required payments, failure to comply with certain agreements or covenants, failure to make payments when due or on acceleration of certain other indebtedness, and certain events of bankruptcy and insolvency.  Events of default under the 2024 Indenture arising from certain events of bankruptcy or insolvency will automatically cause the acceleration of the amounts due under the 6.125% Notes.  If any other event of default under the 2024 Indenture occurs and is continuing, the trustee for the 2024 Indenture or the registered holders of at least 25% in the then aggregate outstanding principal amount of the 6.125% Notes, may declare the acceleration of the amounts due under those notes.

The Company recorded $4.0 of fees in connection with the offering of the 6.125% Notes during the three month period ended December 28, 2014.  The fees are classified as Debt issuance costs within the accompanying Condensed Consolidated Statements of Financial Position (Unaudited) and are amortized as an adjustment to interest expense over the remaining life of the 6.125% Notes.

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Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

ABL Facility

As a result of borrowings and payments under the ABL Facility, at December 28, 2014, the Company had aggregate borrowing availability of approximately $236.2, net of lender reserves of $6.4 and outstanding letters of credit of $50.3.

 

7    DERIVATIVE FINANCIAL INSTRUMENTS

Derivative financial instruments are used by the Company principally in the management of its interest rate, foreign currency exchange rate and raw material price exposures. The Company does not hold or issue derivative financial instruments for trading purposes. Derivative instruments are reported at fair value in the Condensed Consolidated Statements of Financial Position (Unaudited). When hedge accounting is elected at inception, the Company formally designates the financial instrument as a hedge of a specific underlying exposure and documents both the risk management objectives and strategies for undertaking the hedge. The Company formally assesses both at the inception and at least quarterly thereafter, whether the financial instruments that are used in hedging transactions are effective at offsetting changes in the forecasted cash flows of the related underlying exposure. Because of the high degree of effectiveness between the hedging instrument and the underlying exposure being hedged, fluctuations in the value of the derivative instruments are generally offset by changes in the forecasted cash flows of the underlying exposures being hedged. Any ineffective portion of a financial instrument’s change in fair value is recognized in earnings in the period incurred. For derivatives that are not designated as cash flow hedges, or do not qualify for hedge accounting treatment, the change in the fair value is also recognized in earnings in the period incurred.

Derivative Financial Instruments

Cash Flow Hedges

The Company uses interest rate swaps to manage its interest rate risk. The swaps are designated as cash flow hedges with the changes in fair value recorded in AOCI and as a derivative hedge asset or liability, as applicable. The swaps settle periodically in arrears with the related amounts for the current settlement period payable to, or receivable from, the counter-parties included in accrued liabilities or receivables, respectively, and recognized in earnings as an adjustment to Interest expense from the underlying debt to which the swap is designated. At both December 28, 2014 and September 30, 2014, the Company had a series of U.S. dollar denominated interest rate swaps outstanding which effectively fix the interest on floating rate debt, exclusive of lender spreads, at 1.36% for a notional principal amount of $300.0 through April 2017.  The derivative net loss on these contracts recorded in AOCI by the Company at December 28, 2014 was $0.9, net of tax benefit of $0.0. At December 28, 2014, the portion of derivative net losses estimated to be reclassified from AOCI into earnings by the Company over the next 12 months is $1.5, net of tax.

The Company’s interest rate swap derivative financial instruments at December 28, 2014 and September 30, 2014 are summarized as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 28, 2014

 

September 30, 2014

 

 

Notional Amount

 

Remaining Years

 

Notional Amount

 

Remaining Years

Interest rate swaps - fixed

 

$

300.0 

 

2.3 

 

$

300.0 

 

2.5 

The Company periodically enters into forward foreign exchange contracts to hedge the risk from forecasted foreign currency denominated third party and intercompany sales or payments. These obligations generally require the Company to exchange foreign currencies for U.S. Dollars, Euros, Pounds Sterling, Australian Dollars, Brazilian Reals, Mexican Pesos, Canadian Dollars or Japanese Yen. These foreign exchange contracts are cash flow hedges of fluctuating foreign exchange related to sales of product or raw material purchases. Until the sale or purchase is recognized, the fair value of the related hedge is recorded in AOCI and as a derivative hedge asset or liability, as applicable. At the time the sale or purchase is recognized, the fair value of the related hedge is reclassified as an adjustment to Net sales or purchase price variance in Cost of goods sold. At December 28, 2014, the Company had a series of foreign exchange derivative contracts outstanding through March 2016 with a contract value of $157.0. The derivative net gain on these contracts recorded in AOCI by the Company at December 28, 2014 was $12.4, net of tax expense of $4.6. At December 28, 2014, the portion of derivative net gains estimated to be reclassified from AOCI into earnings by the Company over the next 12 months is $12.4, net of tax.

14


 

Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The Company is exposed to risk from fluctuating prices for raw materials, specifically zinc and brass used in its manufacturing processes. The Company hedges a portion of the risk associated with the purchase of these materials through the use of commodity swaps. The hedge contracts are designated as cash flow hedges with the fair value changes recorded in AOCI and as a hedge asset or liability, as applicable. The unrecognized changes in fair value of the hedge contracts are reclassified from AOCI into earnings when the hedged purchase of raw materials also affects earnings. The swaps effectively fix the floating price on a specified quantity of raw materials through a specified date. At December 28, 2014, the Company had a series of zinc swap contracts outstanding through March 2016 for 6.7 thousand tons with a contract value of $14.7.  At December 28, 2014, the Company had a series of brass swap contracts outstanding through March 2016 for 1.2 thousand metric tons with a contract value of $6.3.  The derivative net loss on these contracts recorded in AOCI by the Company at December 28, 2014 was $0.4, net of tax benefit of $0.0. At December 28, 2014, the portion of derivative net loss estimated to be reclassified from AOCI into earnings by the Company over the next 12 months is $0.3, net of tax.

Derivative Contracts Not Designated as Hedge Accounting

The Company periodically enters into forward and swap foreign exchange contracts to economically hedge the risk from third party and intercompany payments resulting from existing obligations. These obligations generally require the Company to exchange foreign currencies for U.S. Dollars, Canadian Dollars, Euros or Australian Dollars. These foreign exchange contracts are fair value hedges of a related liability or asset recorded in the accompanying Condensed Consolidated Statements of Financial Position (Unaudited). The gain or loss on the derivative hedge contracts is recorded in earnings as an offset to the change in value of the related liability or asset at each period end. At December 28, 2014 and September 30, 2014, the Company had $313.7 and $108.9, respectively, of notional value of such foreign exchange derivative contracts outstanding.

The Company periodically enters into commodity swap contracts to economically hedge the risk from fluctuating prices for raw materials, specifically the pass-through of market prices for silver used in manufacturing purchased watch batteries.  The Company hedges a portion of the risk associated with these materials through the use of commodity swaps. The swap contracts are designated as economic hedges with the unrealized gain or loss recorded in earnings and as an asset or liability at each period end. The unrecognized changes in fair value of the hedge contracts are adjusted through earnings when the realized gains or losses affect earnings upon settlement of the hedges. The swaps effectively fix the floating price on a specified quantity of silver through a specified date. At December 28, 2014, the Company had a series of such swap contracts outstanding through September 2015 for 20 thousand troy ounces with a contract value of $0.3. At September 30, 2014, the Company had a series of such swap contracts outstanding through September 30, 2015 for 25 thousand troy ounces with a contract value of $0.4.

Fair Value of Derivative Instruments

The Company discloses its derivative instruments and hedging activities in accordance with ASC Topic 815: “Derivatives and Hedging” (“ASC 815”).

The fair value of the Company’s outstanding derivative contracts recorded as assets in the accompanying Condensed Consolidated Statements of Financial Position (Unaudited) are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asset Derivatives

 

 

December 28, 2014

 

September 30, 2014

Derivatives designated as hedging instruments under ASC 815:

 

 

 

 

 

 

 

Interest rate contracts

Deferred charges and other

 

$

0.6 

 

$

0.6 

Commodity contracts

Receivables—Other

 

 

0.4 

 

 

1.3 

Foreign exchange contracts

Receivables—Other

 

 

16.9 

 

 

12.0 

Foreign exchange contracts

Deferred charges and other

 

 

0.1 

 

 

0.3 

Total asset derivatives designated as hedging instruments under ASC 815

 

 

 

18.0 

 

 

14.2 

Derivatives not designated as hedging instruments under ASC 815:

 

 

 

 

 

 

 

Foreign exchange contracts

Receivables—Other

 

 

0.3 

 

 

0.5 

Total asset derivatives

 

 

$

18.3 

 

$

14.7 

 

15


 

Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The fair value of the Company’s outstanding derivative contracts recorded as liabilities in the accompanying Condensed Consolidated Statements of Financial Position (Unaudited) are as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liability Derivatives

 

 

December 28, 2014

 

September 30, 2014

Derivatives designated as hedging instruments under ASC 815:

 

 

 

 

 

 

 

Interest rate contracts

Other current liabilities

 

$

1.5 

 

$

1.3 

Interest rate contracts

Accrued interest

 

 

0.4 

 

 

0.4 

Commodity contracts

Accounts payable

 

 

0.8 

 

 

0.2 

Total liability derivatives designated as hedging instruments under ASC 815

 

 

$

2.7 

 

$

1.9 

Derivatives not designated as hedging instruments under ASC 815:

 

 

 

 

 

 

 

Commodity contract

Accounts payable

 

$

0.1 

 

$

0.1 

Foreign exchange contracts

Accounts payable

 

 

2.6 

 

 

0.1 

Total liability derivatives

 

 

$

5.4 

 

$

2.1 

 

Changes in AOCI from Derivative Instruments

For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of Accumulated Other Comprehensive Income (AOCI) and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses on derivatives representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. See Note 3, Comprehensive Income (Loss) for further information.

The following table summarizes the impact of derivative instruments on the accompanying Condensed Consolidated Statement of Operations (Unaudited) for the three month period ended December 28, 2014, pretax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Location of

 

 

 

 

 

 

 

 

 

 

 

 

 

Gain (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

Recognized in

 

Amount of

 

 

 

 

 

 

 

 

 

 

Income on

 

Gain (Loss)

 

 

 

 

 

 

 

 

 

 

Derivatives

 

Recognized in

 

 

Amount of

 

Location of

 

 

 

(Ineffective

 

Income on

 

 

Gain (Loss)

 

Gain (Loss)

 

Amount of

 

Portion and

 

Derivatives

 

 

Recognized in

 

Reclassified from

 

Gain (Loss)

 

Amount

 

(Ineffective Portion

 

 

AOCI on

 

AOCI into

 

Reclassified from

 

Excluded from

 

and Amount

Derivatives in ASC 815 Cash Flow

 

Derivatives

 

Income

 

AOCI into Income

 

Effectiveness

 

Excluded from

Hedging Relationships

 

(Effective  Portion)

 

(Effective Portion)

 

(Effective Portion)

 

Testing)

 

Effectiveness Testing)

Interest rate contracts

 

$

(0.6)

 

Interest expense

 

$

(0.5)

 

Interest expense

 

$

Commodity contracts

 

 

(1.2)

 

Cost of goods sold

 

 

0.4 

 

Cost of goods sold

 

 

Foreign exchange contracts

 

 

0.1 

 

Net sales

 

 

 

Net sales

 

 

Foreign exchange contracts

 

 

9.4 

 

Cost of goods sold

 

 

4.9 

 

Cost of goods sold

 

 

Total

 

$

7.7 

 

 

 

$

4.8 

 

 

 

$

 

 

 

 

 

 

 

 

 

 

 

16


 

Table of Contents

SB/RH HOLDINGS, LLC

Notes to Condensed Consolidated Financial Statements (Unaudited) - (Continued)

(Amounts in millions of dollars or as otherwise specified)

The following table summarizes the impact of derivative instruments on the accompanying Condensed Consolidated Statement of Operations (Unaudited) for the three month period ended  December 29, 2013, pretax: