Rayovac 2008 Annual Report Download - page 171

Table of Contents
Index to Financial Statements
SPECTRUM BRANDS, INC. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS—(Continued)
(In thousands, except per share amounts)
The Company does not believe that any other matters or proceedings presently pending will have a material adverse effect on the results of operations,
financial condition, liquidity or cash flow of the Company.
Minimum rent payments under operating leases are recognized on a straight-line basis over the term of the lease. Future minimum rental commitments
under non-cancelable operating leases, principally pertaining to land, buildings and equipment, are as follows:
2009 $ 34,209
2010 31,509
2011 28,455
2012 27,305
2013 21,866
Thereafter 72,956
Total minimum lease payments $ 216,300
All of the leases expire during the years Fiscal 2009 through our fiscal year 2022. Total rental expenses were $37,068, $31,733, and $29,333 for Fiscal
2008, 2007 and 2006, respectively.
(15) Related Party Transactions
On February 7, 2005, the Company acquired all of the equity interests of United pursuant to the Agreement and Plan of Merger (as amended, the “Merger
Agreement”) by and among the Company, Lindbergh Corporation and United dated as of January 3, 2005 filed as an exhibit to the Current Report on Form 8-K
filed by the Company on January 4, 2005. Pursuant to the terms of the Merger Agreement, Lindbergh Corporation merged with and into United, with United
continuing as the surviving corporation (the “Merger”). The purchase price for the acquisition, excluding fees and expenses, consisted of $70,000 in cash, 13,750
shares of the Company’s Common Stock and the assumption of outstanding United indebtedness, which was $911,500 as of January 21, 2005. The purchase
price was determined through negotiations between representatives of the Company, who were operating under supervision and direction of an acquisition
committee of the Board of Directors of the Company, and representatives of United.
Certain affiliates of Thomas H. Lee Partners, L.P. were the majority shareholders of United immediately prior to the consummation of the Company’s
acquisition of United, and as a result of the Company’s acquisition of United, became significant shareholders of the Company. In addition, two of the
Company’s former directors were members of Thomas H. Lee Advisors, LLC, which is the general partner of Thomas H. Lee Partners, L.P., which is the
manager of THL Equity Advisors IV, LLC, which, in turn, is the general partner of each of the Thomas H. Lee related funds that were shareholders of United
immediately prior to the Merger and thereafter became significant shareholders of the Company. Those two directors resigned from the Board of Directors on
May 28, 2007 and affiliates of Thomas H. Lee Partners, L.P. were no longer significant shareholders of the Company as of the end of Fiscal 2008.
Mr. Shepherd, a member of our Board of Directors, is an investor in Thomas H. Lee Equity Fund IV, L.P., a large shareholder of United immediately prior
to the Merger, and, as a result of the Merger, currently is a large shareholder of our Common Stock.
Mr. Jones, the Company’s former Chairman of the Board and Chief Executive Officer, and trusts for his family members, collectively owned
approximately 203 shares of United common stock as of immediately prior
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Source: Spectrum Brands, Inc, 10-K, December 10, 2008