Rayovac 2013 Annual Report Download - page 130

SPECTRUM BRANDS HOLDINGS, INC.
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(CONTINUED)
(Amounts in thousands, except per share figures)
Pursuant to a joinder to the Stockholder Agreement entered into by the Harbinger Parties and HRG, upon
consummation of the Share Exchange, HRG became a party to the Stockholder Agreement, and is subject to all
of the covenants, terms and conditions of the Stockholder Agreement to the same extent as the Harbinger Parties
were bound thereunder prior to giving effect to the Share Exchange.
Certain provisions of the Stockholder Agreement terminate on the date on which the Harbinger Parties or
HRG no longer constitutes a Significant Stockholder (as defined in the Stockholder Agreement). The Stockholder
Agreement terminates when any person (including the Harbinger Parties or HRG) acquires 90% or more of the
outstanding voting securities of SB Holdings.
Also in connection with the Merger, the Harbinger Parties and SB Holdings entered into a registration rights
agreement, dated as of February 9, 2010 (the “SB Holdings Registration Rights Agreement”), pursuant to which the
Harbinger Parties have, among other things and subject to the terms and conditions set forth therein, certain demand
and so-called “piggy back” registration rights with respect to their shares of SB Holdings common stock. On
September 10, 2010, the Harbinger Parties and HRG entered into a joinder to the SB Holdings Registration Rights
Agreement, pursuant to which, effective upon the consummation of the Share Exchange, HRG became a party to the
SB Holdings Registration Rights Agreement, entitled to the rights and subject to the obligations of a holder thereunder.
(14) RESTRUCTURING AND RELATED CHARGES
The Company reports restructuring and related charges associated with manufacturing and related initiatives in
Cost of goods sold. Restructuring and related charges reflected in Cost of goods sold include, but are not limited
to, termination, compensation and related costs associated with manufacturing employees, asset impairments
relating to manufacturing initiatives, and other costs directly related to the restructuring or integration initiatives
implemented.
The Company reports restructuring and related charges relating to administrative functions in Operating
expenses, such as initiatives impacting sales, marketing, distribution, or other non-manufacturing functions.
Restructuring and related charges reflected in Operating expenses include, but are not limited to, termination and
related costs, any asset impairments relating to the functional areas described above, and other costs directly
related to the initiatives.
The following table summarizes restructuring and related charges incurred by segment for Fiscal 2013,
Fiscal 2012 and Fiscal 2011:
2013 2012 2011
Cost of goods sold:
Global Batteries & Appliances ......................................... $ 1,143 $ 5,094 $ 756
Hardware & Home Improvement ....................................... 6,246 — —
Global Pet Supplies ................................................. 2,595 4,741 7,085
Total restructuring and related charges in cost of goods sold ................. $ 9,984 $ 9,835 $ 7,841
Operating expenses:
Global Batteries & Appliances ......................................... $13,627 $ 2,487 $ 5,338
Global Pet Supplies ................................................. 8,556 5,395 9,567
Home and Garden Business ........................................... 598 912 2,704
Corporate ......................................................... 1,247 962 3,194
Total restructuring and related charges in operating expenses ................ $24,028 $ 9,756 $20,803
Total restructuring and related charges .................................. $34,012 $19,591 $28,644
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