Rayovac 2013 Annual Report Download - page 71

performance. There can be no assurances that our business will generate sufficient cash flows from operations or
that future borrowings under our ABL Revolving Credit Facility will be available in an amount sufficient to
satisfy our debt maturities or to fund our other liquidity needs.
We are not treating Fiscal 2012 and future earnings as permanently reinvested. At September 30, 2013, there
are no significant foreign cash balances available for repatriation. For Fiscal 2014, we expect to generate between
$60 million and $90 million of foreign cash that will be repatriated for general corporate purposes.
See Item 1A. Risk Factors, for further discussion of the risks associated with our ability to service all of our
existing indebtedness, our ability to maintain compliance with financial and other covenants related to our
indebtedness and the impact of the current economic crisis.
Investing Activities. Net cash used by investing activities was $1,483 million for Fiscal 2013 compared to
$231 million for Fiscal 2012. The $1,252 million increase in cash used by investing activities in Fiscal 2013 is
driven by an increase in cash used for acquisitions of $1,217 million, which related to the $1,351 million
purchase, net of cash acquired, of the HHI Business, and the $49 million purchase, net of cash acquired, of
Shaser, versus the $139 million, net of cash acquired, purchase of FURminator and the $44 million acquisition of
Black Flag in Fiscal 2012. The remaining $35 million increase in cash used by investing activities was due to an
increase in capital expenditures from the addition of the HHI Business.
We expect to make investments in capital projects similar to historical levels, as well as incremental
investments in high return cost reduction projects slightly above historical levels.
Financing Activities
Debt Financing
At September 30, 2013, we had the following debt instruments: (i) a senior secured term loan (the “Term
Loan”) pursuant to a senior credit agreement (the “Senior Credit Agreement”); (ii) 6.75% unsecured notes (the
“6.75% Notes”); (iii) 6.375% unsecured notes (the “6.375% Notes”); (iv) 6.625% unsecured notes (the “6.625%
Notes”); and (v) a $400 million asset based lending revolving credit facility (the “ABL Facility,” and, together
with the Term Loan, (the “Senior Credit Facilities”).
At September 30, 2013, the aggregate amount of principal outstanding under our debt instruments was as
follows: (i) $1,745 million under the Term Loan, with $850 million maturing September 4, 2017, $300 million
maturing September 4, 2019 and $595 million maturing December 17, 2019; (ii) $520 million under the 6.375%
Notes, maturing November 15, 2020; (ii) $570 million under the 6.625% Notes, maturing November 15, 2022;
(iii) $300 million under the 6.75% Notes, maturing March 15, 2020; and (iv) $0 million under the ABL
Revolving Credit Facility, expiring May 3, 2016.
At September 30, 2013, we were in compliance with all covenants under the Senior Credit Agreement, the
indenture governing both the 6.375% Notes and the 6.625% Notes, the indenture governing the 6.75% Notes and
the credit agreement governing the ABL Revolving Credit Facility (the “ABL Credit Agreement”).
From time to time we may repurchase our existing indebtedness, including outstanding securities of
Spectrum Brands or its subsidiaries, in the open market or otherwise.
See Note 6, “Debt,” to our Consolidated Financial Statements included in this Annual Report on Form 10-K
for additional information regarding our outstanding debt.
Financing Activities. Net cash provided by financing activities was $1,280 million for Fiscal 2013
compared to net cash used of $11 million for Fiscal 2012.
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