Sunbeam 2014 Annual Report Download - page 25

Jarden Corporation Annual Report 2014 23
Cash Flows from Operating Activities
Net cash provided by operating activities was $627 million and $669 million for 2014 and 2013, respectively. The change is due in part
to a period-over-period increase in cash paid for taxes (approximately $51 million), the change in the adjustment for excess tax benets
from stock-based compensation (approximately $26 million), as well as the period-over-period increase in make-whole interest paid
related to the extinguishment of debt (approximately $30 million), partially offset by the impact of higher sales.
Net cash provided by operating activities for 2013 and 2012 was $669 million and $480 million, respectively. The change is
primarily due to higher sales, the impact of the YCC Acquisition and period-over-period decrease in cash paid for taxes
(approximately $19 million).
Cash Flows from Financing Activities
Net cash provided by nancing activities was $265 million and $1.4 billion for 2014 and 2013, respectively. The change is primarily due
to the period-over-period change in the issuance/repurchase of common stock, net ($736 million), the decrease in the proceeds from
the issuance of long-term debt in excess of payments on long-term debt ($349 million) and the period-over-period decrease in the net
change in short-term debt ($77 million).
Net cash provided by nancing activities for 2013 and 2012 was $1.4 billion and $165 million, respectively. The change is primarily due
to the period-over-period change in the issuance/repurchase of common stock, net ($1.0 billion) and the increase in the proceeds from
the issuance of long-term debt in excess of the payments on long-term debt ($236 million).
Cash Flows from Investing Activities
Net cash used in investing activities for 2014 and 2013 was $711 million and $2.0 billion, respectively. Cash used for the acquisition of
businesses, net of cash acquired for 2014 decreased $1.3 billion versus the prior year. For 2014, capital expenditures were $202 million
versus $211 million for the prior year.
Net cash used in investing activities for 2013 and 2012 was $2.0 billion and $428 million, respectively. Cash used for the acquisition of
businesses, net of cash acquired for 2013 increased $1.5 billion versus the prior year. For 2013, capital expenditures were $211 million
versus $155 million in 2012.
CAPITAL RESOURCES
In July 2014, the Company completed the sale of €300million in aggregate principal amount of 33⁄4% senior notes that mature in
October 2021, in a private offering to qualied institutional buyers pursuant to Rule 144A under the Securities Act, and to certain
persons outside of the U.S. pursuant to Regulation S under the Securities Act, and received net proceeds of approximately $400
million, after deducting fees and expenses. The Company intends to use the net proceeds for general corporate purposes, which may
include the funding of potential acquisitions. These notes are subject to similar restrictive and nancial covenants as the Company’s
existing senior notes.
In March 2014, the Company completed a private offering for the sale of $690 million aggregate principal amount of its 2034
Convertible Notes to qualied institutional buyers pursuant to Rule 144A under the Securities Act, and received net proceeds of
approximately $674 million, after deducting fees and expenses. The proceeds were predominately used to repurchase shares of the
Company’s common stock and for the Redemption. The initial conversion rate is approximately 20.0 shares of the Company’s common
stock (subject to customary adjustments, including in connection with a fundamental change transaction) per $1 thousand principal
amount of the 2034 Convertible Notes, which is equivalent to an initial conversion price of approximately $49.91 per share. On or after
March18, 2024, the Company may redeem any or all of the 2034 Convertible Notes, subject to certain exceptions and conditions, in
cash, at a redemption price equal to the principal amount of 2034 Convertible Notes to be redeemed, plus accrued and unpaid interest.
The holders of the 2034 Convertible Notes may require the Company to repurchase for cash all or a portion of the 2034 Convertible
Notes on March15, 2024 at a repurchase price equal to the principal amount of the 2034 Convertible Notes to be repurchased, plus
accrued and unpaid interest. Prior to December15, 2033, the Convertible Notes will be convertible only upon the occurrence of
certain events and during certain periods, and thereafter, at any time until the second scheduled trading day immediately preceding
the maturity date. Additionally, if the Company undergoes a fundamental change (as dened in the indenture governing the 2034
Convertible Notes) prior to maturity, holders of the 2034 Convertible Notes may require the Company to repurchase for cash some
or all of their 2034 Convertible Notes at a repurchase price equal to the principal amount of the 2034 Convertible Notes being
repurchased, plus accrued and unpaid interest.
At December31, 2014, there was no amount outstanding under the Company’s $250 million senior secured revolving credit facility (the
“Revolver”) that matures in 2019. The Revolver bears interest at certain selected rates, including LIBOR plus a basis point spread. At
December31, 2014, commitment fee on unused balances was 0.35%per annum.
Management’s Discussion and Analysis
Jarden Corporation Annual Report 2014