Rayovac 2006 Annual Report Download - page 73

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SPECTRUM BRANDS | 2006 ANNUAL REPORT 61
Report of Independent Registered
Accounting Firm
The Board of Directors and Shareholders
Spectrum Brands, Inc.:
We have audited the accompanying consolidated balance
sheets of Spectrum Brands, Inc. and subsidiaries (the Company)
as of September 30, 2006 and 2005, and the related consolidated
statements of operations, shareholders’ equity and comprehen-
sive income (loss) and cash fl ows for each of the years in the
three-year period ended September 30, 2006. In connection
with our audits of the consolidated fi nancial statements, we also
have audited the fi nancial statement schedule as listed in Item
15(a)2. These consolidated fi nancial statements and fi nancial
statement schedule are the responsibility of the Company’s man-
agement. Our responsibility is to express an opinion on these
consolidated fi nancial statements and fi nancial statement sched-
ule based on our audits.
We conducted our audits in accordance with the standards of
the Public Company Accounting Oversight Board (United
States). Those standards require that we plan and perform the
audit to obtain reasonable assurance about whether the fi nancial
statements are free of material misstatement. An audit includes
examining, on a test basis, evidence supporting the amounts and
disclosures in the fi nancial statements. An audit also includes
assessing the accounting principles used and signifi cant estimates
made by management, as well as evaluating the overall fi nancial
statement presentation. We believe that our audits provide a rea-
sonable basis for our opinion.
In our opinion, the consolidated fi nancial statements referred to
above present fairly, in all material respects, the fi nancial position of
Spectrum Brands, Inc. and subsidiaries as of September 30, 2006
and 2005, and the results of their operations and their cash fl ows for
each of the years in the three-year period ended September 30,
2006, in conformity with U.S. generally accepted accounting prin-
ciples. Also in our opinion, the related fi nancial statement schedule,
when considered in relation to the basic consolidated fi nancial state-
ments taken as a whole, presents fairly, in all material respects, the
information set forth therein.
Effective October 1, 2005, the beginning of the Company’s
fi scal year ended September 30, 2006, the Company adopted
Statement of Financial Accounting Standards No. 123(R), “Share-
Based Payment.”
We also have audited, in accordance with the standards of the
Public Company Accounting Oversight Board (United States),
the effectiveness of Spectrum Brands, Inc. and subsidiaries’ inter-
nal control over fi nancial reporting as of September 30, 2006,
based on criteria established in Internal Control—Integrated
Framework issued by the Committee of Sponsoring Organizations
of the Treadway Commission (COSO), and our report dated
December 14, 2006 expressed an unqualifi ed opinion on man-
agement’s assessment of, and the effective operation of, inter-
nal control over fi nancial reporting.
Atlanta, Georgia
December 14, 2006
2006 Form 10-K Annual Report
Spectrum Brands, Inc.