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EX-99.1 - EXHIBIT 99.1 - Spectrum Brands Legacy, Inc.eh1700557_ex9901.htm

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): April 26, 2017
 

SPECTRUM BRANDS HOLDINGS, INC.
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
 
001-34757
 
27-2166630
(State or other jurisdiction
of incorporation)
 
(Commission
File No.)
 
(IRS Employer
Identification No.)
 
 

SB/RH HOLDINGS, LLC
(Exact name of registrant as specified in its charter)
 
 
 
Delaware
 
333-192634-03
 
27-2812840
(State or other jurisdiction
of incorporation)
 
(Commission
File No.)
 
(IRS Employer
Identification No.)
3001 Deming Way
Middleton, Wisconsin 53562
(Address of principal executive offices)
(608) 275-3340
(Registrant’s telephone number, including area code)
N/A
(Former name or former address, if changed since last report)
 
 


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):

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
 
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
 
 
Spectrum Brands Holdings, Inc.
 
SB/RH Holdings, LLC.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
 
 
Spectrum Brands Holdings, Inc.
 
SB/RH Holdings, LLC.
 

Item 7.01.                 Regulation FD Disclosure
On April 28, 2017, Spectrum Brands Holdings, Inc. (“Spectrum Brands”) issued a press release, which is attached hereto as Exhibit 99.1 and incorporated by reference into this Item 7.01.
 
The information disclosed pursuant to this Item 7.01 (including the information disclosed in the press release attached hereto as Exhibit 99.1) shall be deemed “furnished” and not “filed” for purposes of applicable securities laws and such information shall not be deemed to be incorporated by reference into any registration statement, offering document or any other filing of Spectrum Brands or its affiliates pursuant to applicable securities laws, notwithstanding any statement which may appear in another document purporting to incorporate this report therein.
Item 8.01.                 Other Events
On April 28, 2017, Spectrum Brands announced the entry into a definitive agreement, dated April 26, 2017, to acquire privately owned PetMatrix, LLC, a manufacturer and marketer of rawhide-free dog chews.
 
Item 9.01                  Financial Statements and Exhibits
 
Exhibit No.
Description
   
99.1
 
 


SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report on Form 8-K to be signed on its behalf by the undersigned, thereunto duly authorized.
 
SPECTRUM BRANDS HOLDINGS, INC.
 
     
 
By:
/s/ Nathan E. Fagre
 
 
Name:
Nathan E. Fagre
 
 
Title:
Senior Vice President, Secretary and
General Counsel
 
     
     
 
SB/RH HOLDINGS, LLC
 
     
 
By:
/s/ Nathan E. Fagre
 
 
Name:
Nathan E. Fagre
 
 
Title:
Senior Vice President, Secretary and
General Counsel
 
Dated: April 28, 2017