Spectrum Brands Holdings, Inc. (NYSE: SPB), a global and
diversified consumer products company with market-leading brands,
announced today that its wholly owned subsidiary Spectrum Brands,
Inc. (“Spectrum Brands”) has commenced an offering of $300 million
in aggregate principal amount of Senior Notes due 2029 (the
“Notes”). The terms of the proposed offering are subject to market
conditions.
The Notes will be offered only to persons reasonably believed to
be qualified institutional buyers pursuant to Rule 144A under the
Securities Act of 1933, as amended (the “Securities Act”), and to
non-U.S. persons outside the United States 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 for working capital and other general corporate
purposes.
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 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 1000 Index, is
a global and diversified consumer products company and a leading
supplier of 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, and personal insect repellents.
Helping to meet the needs of consumers worldwide, our Company
offers a broad portfolio of market-leading, well-known and widely
trusted brands including Kwikset®, Weiser®, Baldwin®, National
Hardware®, Pfister®, Remington®, Black + Decker®, George Foreman®,
Russell Hobbs®, Tetra®, Marineland®, GloFish®, Nature’s Miracle®,
Dingo®, 8-in-1®, FURminator®, IAMS® and Eukanuba® (Europe only),
Healthy-Hide®, Digest-eeze™, DreamBone®, SmartBones®, Littermaid®,
Spectracide®, Cutter®, Repel®, Hot Shot®, Black Flag® and Liquid
Fence®.
Forward-Looking Statements
Certain matters discussed in this news release and other oral
and written statements by representatives of the Company regarding
matters such as the offering and the achievement of the expected
benefits of such transaction (including expected sales, adjusted
EBITDA, debt reduction and leverage, and other measures of
financial performance), may be forward-looking statements within
the meaning of the Private Securities Litigation Reform Act of
1995. These statements are identified by words such as “future,”
“anticipate”, “intend,” “plan,” “estimate,” “believe,” “expect,”
“project,” “forecast,” “could,” “would,” “should,” “will,” “may,”
and similar expressions of future intent or the negative of such
terms. 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 impact of our
indebtedness on our business, financial condition and results of
operations; (2) the impact of restrictions in our debt instruments
on our ability to operate our business, finance our capital needs
or pursue or expand business strategies; (3) any failure to comply
with financial covenants and other provisions and restrictions of
our debt instruments; (4) the impact of actions taken by
significant stockholders; (5) the impact of fluctuations in
commodity prices, costs or availability of raw materials or terms
and conditions available from suppliers, including suppliers’
willingness to advance credit; (6) interest rate and exchange rate
fluctuations; (7) the loss of significant reduction in, or
dependence upon, sales to any significant retail customer(s); (8)
competitive promotional activity or spending by competitors, or
price reductions by competitors; (9) the introduction of new
product features or technological developments by competitors
and/or the development of new competitors or competitive brands;
(10) the effects of general economic conditions, including
inflation, recession or fears of a recession, depression or fears
of a depression, labor costs and stock market volatility or changes
in trade, tariff, monetary or fiscal policies in the countries
where we do business; (11) changes in consumer spending preferences
and demand for our products; (12) our ability to develop and
successfully introduce new products, protect our intellectual
property and avoid infringing the intellectual property of third
parties; (13) our ability to successfully implement, achieve and
sustain cost efficiencies and productivity improvements, and fully
realize anticipated cost savings; (14) the seasonal nature of sales
of certain of our products; (15) the effects of climate change and
unusual weather activity; (16) the cost and effect of unanticipated
legal, tax or regulatory proceedings or new laws or regulations
(including environmental, public health and consumer protection
regulations); (17) public perception regarding the safety of
products that we manufacture and sell, including the potential for
environmental liabilities, product liability claims, litigation and
other claims related to products manufactured by us and third
parties; (18) the impact of pending or threatened litigation; (19)
the impact of cybersecurity breaches or our actual or perceived
failure to protect company and personal data; (20) changes in
accounting policies applicable to our business; (21) our ability to
utilize net operating loss carry-forwards to offset tax liabilities
from future taxable income; (22) government regulations; (23) the
impact of expenses resulting from the implementation of new
business strategies, divestitures or current and proposed
restructuring activities; (24) our inability to successfully
integrate and operate new acquisitions at the level of financial
performance anticipated; (25) the unanticipated loss of key members
of senior management; (26) the effects of political or economic
conditions, terrorist attacks, acts of war or other unrest in
international markets; (27) the transition to a new chief executive
officer and such officer’s ability to determine and implement
changes at the Company to improve the Company’s business and
financial performance; and (28) the other risk factors set forth in
the securities filings of the Company, including the most recently
filed Annual Report on Form 10-K and Quarterly Reports on Form 10-Q
followed thereafter and Exhibit 99.3 to the Form 8-K filed on
September 10, 2019.
Spectrum Brands 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 Spectrum Brands and management’s reasonable
assumptions about market conditions, and consequently may be
inaccurate, or may not reflect significant segments of the retail
market. Spectrum Brands 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.
View source
version on businesswire.com: https://www.businesswire.com/news/home/20190910005607/en/
Dave Prichard/Kevin Kim
608-278-6141/608-278-6148
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