SEC Filings

SPECTRUM BRANDS HOLDINGS, INC. filed this Form 8-K on 12/11/2018
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Press Release, dated December 11, 2018



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533 Maryville University Drive

St. Louis, MO 63141

T: 314.985.2000 | F: 314.985.2200


3001 Deming Way

Middleton, WI 53562-1431

P.O. Box 620992

Middleton, WI  53562-0992

T: 608.275-3340

Energizer and Spectrum Brands Announce Clearance from European Commission for Energizer’s Acquisition of Spectrum Brands' Battery and Portable Lighting Business

ST. LOUIS and MIDDLETON, Wis., Dec. 11, 2018 -- Energizer Holdings, Inc. (NYSE: ENR) ("Energizer") and Spectrum Brands Holdings, Inc. (NYSE: SPB) (“Spectrum Brands”) today announced that they have received clearance from the European Commission (EC)  for Energizer’s proposed acquisition of Spectrum Brands' battery and portable lighting business. The parties have now received all outstanding approvals necessary to complete the transaction and expect to close the transaction in January 2019.  The transaction will be funded through a mix of term loans and senior notes, which have been raised and are being held in escrow, as well as cash on hand.

As previously announced, the EC's approval is conditional on the divestiture of the Varta® consumer battery, chargers, portable power and portable lighting business in the Europe, the Middle East and Africa region, including manufacturing and distribution facilities in Germany (the “Varta Divestment Business”)Energizer will retain the rights to the Varta® brand in the rest of the world, as well as Spectrum’s global Rayovac®-branded consumer and hearing aid batteries business.  Energizer intends to begin the formal divestiture process immediately following the closing of the acquisition.  Energizer expects to complete the divestiture of the Varta Divestment Business during the first half of calendar year 2019.

“The receipt of the EC’s approval is a critical step forward toward completing the acquisition of Spectrum Brands’ battery and lighting business and we are excited to turn our attention to finalizing the transaction and realizing the strategic and financial benefits it offers," said Alan Hoskins, Energizer's Chief Executive Officer. "The acquisition will significantly expand our battery business and enhance our long-term brand building capabilities as we broaden our portfolio,  realize meaningful synergies and further enhance our ability to drive long-term shareholder value."

"We are pleased to have received the EC’s approval and are excited about closing this transaction in January of 2019. The closing of this transaction will permit us to significantly reduce our indebtedness and increase our operational focus on our remaining business units," said David Maura, Spectrum Brands’ Executive Chairman and Chief Executive Officer. “I would like to thank all our employees and all of Energizer’s employees for navigating this transaction to a successful outcome. I’m confident that