SEC Filings

424B3
SPECTRUM BRANDS, INC. filed this Form 424B3 on 08/03/2016
Entire Document
 


Table of Contents

Liquidity and Capital Resources

Operating Activities

The following is a summary of the Company’s cash flows for the nine month periods ended July 3, 2016 and June 28, 2015:

 

     Spectrum Brands Holdings, Inc.      SB/RH Holdings, LLC  

(in millions)

   July 3, 2016      June 28, 2015      July 3, 2016      June 28, 2015  

Net cash provided (used) by operating activities

   $ 117.9      $ (159.2    $ 104.7      $ (163.6

Net cash used by investing activities

   $ (60.7    $ (1,242.3    $ (60.7    $ (1,242.3

Net cash (used) provided by financing activities

   $ (186.4    $ 1,327.1      $ (173.3    $ 1,333.2  

Effect of exchange rate changes on cash and cash equivalents

   $ (1.7    $ (13.0    $ (1.7    $ (13.0

Spectrum Brands Holdings, Inc.

Net cash provided (used) by operating activities

The $277.1 million increase in cash provided (used) by operating activities for the nine month period ended July 3, 2016 was primarily due to: (i) cash generated from higher Adjusted EBITDA of $144.7 million, (ii) an decrease in cash paid for restructuring and related charges of $5.2 million, (iii) an decrease in cash paid for interest of $49.5 million, (iv) an decrease in cash paid for income taxes of $9.3 million; (v) $85.0 million decrease in the use of cash for working capital driven by lower inventory and receivables; offset by an increase in cash paid for acquisition and integration costs of $16.6 million.

Net cash used by investing activities

The $1,181.6 million decrease in cash used by investing activities during the nine month period ended July 3, 2016 was primarily attributable to the cash used for acquisitions of $1,193.2 million, net of cash acquired during the nine months ended June 28, 2015 for the Tell, Salix, European IAMs and Eukanuba and AAG acquisitions; and an increase in purchases of property, plant and equipment of $10.1 million due to acquired businesses.

Net cash (used) provided by financing activities

Net cash used by financing activities of $186.4 million for the nine month period ended July 3, 2016 consisted of (i) $198.5 million net proceeds from the Revolver Facility and $5.4 million from other debt financing; (ii) $270.2 million of payments on debt, including discretionary payments on term loans of $250.7 million; (iii) payment of debt issuance costs of $1.6 million; (iv) cash dividends of $64.6 million; (v) treasury stock purchases of $40.2 million (vi) payment on contingent consideration associated with previous acquisitions of $3.2 million; and (vii) a use to pay share-based tax withholdings of employees for vested stock awards of $10.5 million, net of proceeds upon vesting.

Net cash provided by financing activities of $1,327.1 million for the nine month period ended June 28, 2015 consisted of (i) proceeds related to the issuance of debt of $1,444.8 USD Term Loan, $60.9 million CAD Term Loan, $340.2 million Euro Term Loan, $250.0 million of 6.375% unsecured notes, $1,000 million of 5.75% unsecured notes, $185.4 million of Euro Term Loan Tranche B, and $47.5 million of other debt financing ; (ii) $2,465.9 million of payments on debt; (iii) payment of debt issuance costs of $37.3 million; (iv) net proceeds from the issuance of common stock of $562.8 million; (v) treasury stock purchases of $8.4 million (vi) cash dividends of $51.0 million; and (vii) a use to pay share-based tax withholdings of employees for vested stock awards of $1.9 million, net of proceeds upon vesting.

SB/RH Holdings, LLC

Net cash used by operating activities

The $268.3 million decrease in cash provided (used) by operating activities from SB/RH Holdings, LLC for the nine month period ended July 3, 2016, was primarily attributable to the Spectrum Brands Holdings, Inc. factors discussed above.

Net cash used by investing activities

The $1,181.6 million decrease in cash used by investing activities from SB/RH Holdings, LLC for the nine month period ended July 3, 2016, was primarily attributable to the Spectrum Brands Holdings, Inc. factors discussed above.

 

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