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
25, 2009 (June 24, 2009)
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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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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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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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 February 3, 2009, Spectrum Brands,
Inc. (the "Company") announced that it and its United States subsidiaries
(together with the Company, collectively, the "Debtors") had filed voluntary
petitions in the United States Bankruptcy Court for the Western District of
Texas (the "Bankruptcy Court") seeking reorganization relief under the
provisions of Chapter 11 of Title 11 of the United States Code. The
Chapter 11 cases are being jointly administered by the court as Case No.
09-50456 (the "Bankruptcy Cases"). In connection with the Bankruptcy
Cases, the Debtors, as previously announced, filed an amended joint plan of
reorganization (the “Plan of Reorganization”) with the Bankruptcy
Court.
The Company previously publicly
disclosed that the agent under the Company’s senior term credit facility on
behalf of the lenders opposed the Plan of Reorganization on the grounds that the
Plan of Reorganization does not leave the rights of the lenders under the senior
term credit facility unimpaired and does not reinstate the senior term credit
facility claims without alteration. On June 24, 2009, the Company
issued a press release announcing that it has reached agreement with its senior
term lenders on a settlement that would resolve the senior term lenders’
objection to Spectrum’s proposed plan of reorganization. The press
release, which is attached hereto as Exhibit 99.1, is incorporated by reference
herein.
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. The Company
cautions the reader that actual results could differ materially from the
expectations described in the forward-looking statements. These risks
and uncertainties include, without limitation, (1) risks that the bankruptcy
cases disrupt current plans and operations; (2) risks that the Company's
businesses could suffer from the loss of key customers, suppliers or personnel
during the pendency of the bankruptcy cases, (3) risks that the Company will be
able to maintain sufficient liquidity for the pendency of the bankruptcy cases,
(4) risks that the Company will be unable to successfully close the exit
financing, (5) risks that 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 Spectrum Brands 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 Spectrum Brands 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 Spectrum
Brands’ securities filings, including the most recently filed Annual Report on
Form 10-K or Quarterly Report on Form 10-Q. 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.
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
Exhibit
Number Description
99.1 Spectrum
Brands, Inc. Press Release dated June 24, 2009
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
25, 2009
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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:
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Anthony
L. Genito
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Title:
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Executive
Vice President,
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Chief
Financial Officer and
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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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Spectrum
Brands, Inc. Press Release dated June 24,
2009
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