Spectrum Brands (NYSE:SPC)
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Spectrum Brands, Inc. (NYSE: SPC) (the “Company”)
announced today that on November 4, 2008, it received written notice
from the New York Stock Exchange (the "NYSE") that the Company did not
satisfy one of the NYSE's standards for continued listing applicable to
the Company's common stock. The NYSE noted specifically that the Company
was "below criteria" for the NYSE's continued listing standards because
both its average total market capitalization was less than $75 million
over a 30 trading-day period and, at the same time, its stockholders’
equity was less than $75 million. As of October 31, 2008, the Company's
30 trading-day average market capitalization was approximately $72.4
million.
Under the applicable NYSE rules, the Company has 45 calendar days from
receipt of the notice to submit a plan that demonstrates its ability to
achieve compliance with the continued listing standards within 18 months
of receipt of the notice. Upon receipt of the Company’s
plan, the NYSE has 45 calendar days to review and determine whether the
Company has made a reasonable demonstration of its ability to come into
conformity with the relevant standards within the 18 month period. The
NYSE will either accept the plan, at which time the Company will be
subject to ongoing monitoring for compliance with this plan, or the NYSE
will not accept the plan and the Company will be subject to suspension
and delisting proceedings. As required by the NYSE’s
rules, the Company plans to notify the NYSE within 10 business days of
receipt of the non-compliance notice of the Company’s
intent to submit a plan to remedy its non-compliance.
“While we are extremely disappointed in the
recent performance of our stock, which was pressured during the last few
months by an extremely volatile market as well as by the distribution of
over 12 million shares held by our largest shareholder, Thomas H. Lee
Partners, a private equity firm, in conjunction with the winding down of
one of its investment funds, we do not believe that this notification
reflects the performance of our businesses,”
said Kent Hussey, CEO of Spectrum Brands. “Although
we are still in the process of finalizing our full year fiscal 2008
financial results and plan to report these results on November 11, 2008,
I am pleased with the market share gains and expanded distribution that
we’ve been able to achieve in our Global
Batteries & Personal Care and Global Pet Supplies Business Segments this
past quarter. In addition, we ended the fiscal year with approximately
$105 million in cash and $108 million of availability on our $225
million ABL and in compliance with the requirements under our senior and
subordinated debt agreements.”
If the average closing price of the Company's common stock is less than
$1.00 over a consecutive 30 trading-day period, the Company is subject
to receive a formal written notice from the NYSE regarding its
non-compliance with an additional NYSE continued listing standard (the “Closing
Price Rule”). As of October 31, 2008, the 30
trading-day average closing share price of the Company's common stock
was $1.37, and the closing price of the Company's common stock on
November 4, 2008 was $0.67. The Company believes that it will become out
of compliance with this continued listing standard unless the market
price of its common stock increases significantly in the near term. In
order to remain in compliance with the Closing Price Rule, the share
price and the consecutive 30 trading-day closing price of the Company's
common stock must be above $1.00 within six months from the date the
Company receives formal notice of non-compliance from the NYSE. Should
the Company fail to meet these standards at the expiration of the six
month period, the NYSE will commence suspension and delisting procedures.
The Company's common stock remains listed on the NYSE under the symbol “SPC,”
but will be assigned a “.BC”
indicator by the NYSE to signify that the Company is not currently in
compliance with the NYSE’s continued listing
standards.
About Spectrum Brands, Inc.
Spectrum Brands is a global consumer products company and a leading
supplier of consumer batteries, lawn and garden care products, specialty
pet supplies, shaving and grooming products, household insect control
products, personal care products and portable lighting. Helping to meet
the needs of consumers worldwide, included in its portfolio of widely
trusted brands are Rayovac(R), Varta(R), Remington(R), Tetra(R),
Marineland(R), Nature's Miracle(R), Dingo(R), 8-In-1(R), Spectracide(R),
Schultz(R), Cutter(R), Repel(R), and HotShot(R). Spectrum Brands'
products are sold by the world's top 25 retailers and are available in
more than one million stores in more than 120 countries around the
world. Headquartered in Atlanta, Georgia, Spectrum Brands generated
fiscal year 2007 net sales of $2.6 billion. The Company's stock trades
on the New York Stock Exchange under the symbol SPC.
Certain matters discussed in this news release, with the exception of
historical matters, may be forward-looking statements within the meaning
of the Private Securities Litigation Reform Act of 1995. These
statements are subject to a number of risks and uncertainties that could
cause results to differ materially from those anticipated as of the date
of this release. These risks and uncertainties include (1) the
risk that the NYSE notice disrupts current plans and operations; (2)
difficulty or unanticipated expenses in connection with timely
developing a plan to achieve compliance that is acceptable to the NYSE,
(3) the potential for the Company to be considered below criteria with
respect to other NYSE listing standards and (4) other factors, which can
be found in the Company’s securities filings,
including the most recently filed Annual Report on Form 10-K or
Quarterly Report on Form 10-Q.
The Company cautions the reader that undue reliance should not be
placed on any forward-looking statements, which speak only as of the
date of this release. The Company undertakes no duty or
responsibility to update any of these forward-looking statements to
reflect events or circumstances after the date of this report or to
reflect actual outcomes.