Item 4.
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Purpose of the Transaction.
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The contemplated Distribution previously reported by Jefferies was consummated on October 11, 2019. Pursuant to the Distribution,
7,514,477 shares of common stock of Spectrum Brands was distributed to Jefferies shareholders through a special pro rata dividend. Stockholders of Jefferies received 0.0250589 of a share of Spectrum Brands common stock for each share of Jefferies
common stock held as of the September 30, 2019 Record Date.
Joseph Steinberg, an executive officer and a director of Jefferies and a
former director of Spectrum Brands received beneficial ownership of approximately 576,844 shares of Spectrum Brands common stock in the Distribution. As a result, Mr. Steinberg beneficially owns approximately 592,120 shares of Spectrum Brands
common stock representing approximately 1.2% of Spectrum Brands outstanding shares.
Item 5.
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Interest in Securities of the Issuer.
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The information set forth under Item 4 is incorporated herein by reference.
The following sets forth the number of shares of Spectrum Brands common stock as to which Jefferies currently has:
Sole power to vote or to direct the vote: 0
Shared power to vote or to direct the vote: 11,189
Sole power to dispose or to direct the disposition of: 0
Shared power to dispose or to direct the disposition of: 11,189
As of the date hereof, Jefferies beneficially owns 11,189 shares of Spectrum Brands common stock representing less than 0.1% of Spectrum
Brands outstanding shares.
Item 6.
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Contracts, Arrangements, Understandings or Relationships with Respect to Securities of the Issuer.
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The information set forth under Item 4 is incorporated herein by reference. In addition, Jefferies contractual
obligations and restrictions pursuant to the Shareholder Agreement between Jefferies and Spectrum Brands previously reported ceased effective immediately following the consummation of the Distribution.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.
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Dated: October 14, 2019
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Jefferies Financial Group Inc.
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By:
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/s/ Roland T. Kelly
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Roland T. Kelly
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Associate General Counsel
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