Rayovac 2004 Annual Report Download - page 62

Equity Compensation Plan Information
The following table sets forth information regarding our equity compensation plans as of September 30,
2004:
Plan category
Number of securities to be issued
upon the exercise of outstanding
options, warrants and rights
Weighted-average
exercise price of
outstanding
options, warrants
and rights
Number of securities remaining
available for future issuance under
equity compensation plans
(excluding securities reflected in
column(1))
Equity compensation plans
approved by security
holders ................. 3,300,260 $ 14.56 3,634,405(2)
Equity compensation plans not
approved by security
holders ................. None Not Applicable None
Total ..................... 3,300,260 $ 14.56 3,634,405(2)
(1) Includes 3,500,000 shares of common stock available for future issuance under the 2004 Rayovac Incentive
Plan and 127,480 shares of common stock available for future issuance under the 1997 Rayovac Incentive
Plan. In addition to stock options, awards under the 2004 and 1997 Rayovac Incentive Plans may take the
form of restricted stock and other stock-based awards specified in the 1997 Rayovac Incentive Plan. If such
awards are granted, they will reduce the number of shares available for issuance pursuant to future stock
option awards.
(2) This amount excludes an aggregate of 704,034 shares of restricted stock awards outstanding as of
September 30, 2004 for which the restrictions have not lapsed.
ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
The following table summarizes the fees KPMG LLP, our independent auditor, billed to us for each of the
last two fiscal years (in millions):
Audit
Fees Audit-Related Fees
Tax
Fees All Other Fees
2004 .................................... $1.9 $0.5 $0.1 $—
2003 .................................... 1.6 0.4 0.1 —
In the above table, in accordance with the SEC’s definitions and rules, “audit fees” are fees we paid KPMG
LLP for professional services for the audit of our consolidated financial statements included in our Form 10-K
and the review of our financial statements included in Form 10-Qs or services that are normally provided by the
accountant in connection with statutory and regulatory filings or engagements, such as statutory audits required
for certain of our foreign subsidiaries. “Audit-related fees” are fees for assurance and related services that are
reasonably related to the performance of the audit or review of our financial statements. The majority of audit-
related fees in 2004 and 2003 were attributable to due diligence services related to acquisitions and advice related
to the implementation of Section 404 of the Sarbanes-Oxley Act of 2002. The remaining audit-related fees in
fiscal 2003 were attributable to audits of financial statements of employee benefit plans. “Tax fees” are fees for
tax compliance, tax advice and tax planning, and for both fiscal 2004 and fiscal 2003 such fees were attributable
to services for tax-compliance assistance and tax advice. “All other fees” are fees for any services not included in
the first three categories.
Pre-Approval of Independent Auditor Services and Fees
The Audit Committee pre-approved the fiscal 2004 audit services engagement performed by KPMG LLP. In
accordance with the Audit Committee’s Pre-Approval Policy, the Audit Committee has pre-approved other
47