Rayovac 2010 Annual Report Download - page 52

ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
Introduction
The following is management’s discussion of the financial results, liquidity and other key items related to
our performance and should be read in conjunction with Item 6. Selected Financial Data and our Consolidated
Financial Statements and related notes included in this Annual Report on Form 10-K. Certain prior year amounts
have been reclassified to conform to the current year presentation. All references to Fiscal 2010, 2009 and 2008
refer to fiscal year periods ended September 30, 2010, 2009 and 2008, respectively.
Spectrum Brands Holdings, Inc., a Delaware corporation (“SB Holdings”), is a global branded consumer
products company and was created in connection with the combination of Spectrum Brands, Inc. (“Spectrum
Brands”), a global branded consumer products company and Russell Hobbs, Inc. (“Russell Hobbs”), a global
branded small appliance company, to form a new combined company (the “Merger”). The Merger was
consummated on June 16, 2010. As a result of the Merger, both Spectrum Brands and Russell Hobbs are wholly-
owned subsidiaries of SB Holdings and Russell Hobbs is a wholly-owned subsidiary of Spectrum Brands. SB
Holdings’ common stock trades on the New York Stock Exchange (the “NYSE”) under the symbol “SPB.”
In connection with the Merger, we refinanced Spectrum Brands’ existing senior debt (except for the 12%
Notes, which remain outstanding) and a portion of Russell Hobbs’ existing senior debt through a combination of
a new $750 million U.S. Dollar Term Loan due June 16, 2016, new $750 million 9.5% Senior Secured Notes
maturing June 15, 2018 and a new $300 million ABL revolving facility due June 16, 2014.
As further described below, on February 3, 2009, we and our wholly owned United States (“U.S.”)
subsidiaries (collectively, the “Debtors”) filed voluntary petitions under Chapter 11 of the U.S. Bankruptcy Code
(the “Bankruptcy Code”), in the U.S. Bankruptcy Court for the Western District of Texas (the “Bankruptcy
Court”). On August 28, 2009 (the “Effective Date”), the Debtors emerged from Chapter 11 of the Bankruptcy
Code. Effective as of the Effective Date and pursuant to the Debtors’ confirmed plan of reorganization, we
converted from a Wisconsin corporation to a Delaware corporation.
Unless the context indicates otherwise, the terms the “Company,” “Spectrum,” “we,” “our” or “us” are used
to refer to SB Holdings and its subsidiaries subsequent to the Merger and Spectrum Brands prior to the Merger,
as well as both before and on and after the Effective Date. The term “New Spectrum,” however, refers only to
Spectrum Brands, Inc., our Delaware successor, and its subsidiaries after the Effective Date, and the term “Old
Spectrum,” refers only to Spectrum Brands, our Wisconsin predecessor, and its subsidiaries prior to the Effective
Date.
Business Overview
We are a global branded consumer products company with positions in seven major product categories:
consumer batteries; pet supplies; home and garden control products; electric shaving and grooming; small
appliances; electric personal care; and portable lighting.
We manage our business in four reportable segments: (i) Global Batteries & Personal Care, which consists
of the Company’s worldwide battery, shaving and grooming, personal care and portable lighting business
(“Global Batteries & Personal Care”); (ii) Global Pet Supplies, which consists of our worldwide pet supplies
business (“Global Pet Supplies”); (iii) the Home and Garden Business, which consists of our home and garden
control product offerings, including household insecticides, repellants and herbicides (the “Home and Garden
Business”); and (iv) Small Appliances, which consists of small electrical appliances primarily in the kitchen and
home product categories (“Small Appliances”).
We manufacture and market alkaline, zinc carbon and hearing aid batteries, herbicides, insecticides and
repellants and specialty pet supplies. We design and market rechargeable batteries, battery-powered lighting
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