Spectrum Brands Reports Fourth Quarter 2008 Financial Results

  
    
  
  
    
      Spectrum Brands, Inc. (NYSE: SPC) (the “Company”) 
      announced today fourth quarter net sales of $706.5 million and a net 
      loss of $9.68 per share for the quarter ended September 30, 2008. 
      Excluding certain items which management believes are not indicative of 
      the Company’s on-going normalized operations, 
      the Company generated adjusted diluted earnings per share of $0.06, a 
      non-GAAP number. These excluded items, net of tax, include:
    
    
      
        Non-cash goodwill and trade names impairment charges of $459.9 
        million, or $8.72 per share, in accordance with SFAS 142, primarily 
        related to the recent decline in the Company’s 
        stock price and the fair value of its debt securities;
      
      
        Net tax adjustments of $31.0 million, or $0.59 per share, to exclude 
        the effect of certain adjustments made to the valuation allowance 
        against net deferred taxes and other tax related items;
      
      
        Restructuring and related charges of $6.2 million, or $0.12 per share, 
        primarily associated with the Company’s 
        strategy to exit Ningbo Baowang, a battery manufacturing facility in 
        China, and company-wide cost reduction initiatives;
      
      
        Sale termination fees of $2.2 million, or $0.04 per share, incurred in 
        connection with the proposed sale of the Company’s 
        Global Pet Supplies business, which the parties later mutually agreed 
        to terminate;
      
      
        $0.34 per share to adjust for the difference between using a basic 
        share count of 50.9 million average shares outstanding in order to 
        calculate GAAP basic earnings per share and using a fully-diluted 
        share count of 52.8 million average shares outstanding to calculate 
        adjusted diluted earnings per share. GAAP requires the use of the 
        basic share count in the event of a net loss; and
      
      
        Other items netting to a benefit of $3.5 million, or $0.07 per share
      
    
    
      During the fourth quarter of fiscal year 2007, the Company reported a 
      net loss per fully diluted share of $6.60. Excluding goodwill and 
      intangibles impairments of $1.78, restructuring and related charges of 
      $0.53, $0.80 of income from the Canadian division of the Home & Garden 
      Business segment that had been recorded in Discontinued Operations in 
      2007, an adjustment of $3.51 to income tax expense to exclude the impact 
      of the valuation allowance against deferred taxes and other tax related 
      items, an add back of $0.04 per share for depreciation and amortization 
      that would have been recorded if the Home & Garden Business segment had 
      been in continuing operations, and other non-cash adjustments of $0.13 
      per share, the fourth quarter 2007 adjusted earnings per fully diluted 
      share was $0.11.
    
    
      Led by market share gains and expanded distribution in the battery and 
      personal care categories, the Company’s fourth 
      quarter net sales of $706.5 million represented a 7.2 percent increase 
      over the prior year, after excluding the Canadian division of the Home & 
      Garden Business segment, which the Company sold in November 2007. 
      Favorable foreign currency exchanges contributed $17.6 million.
    
    
      “I’m pleased with 
      the strong top line results we reported for the quarter, including sales 
      growth in all three business segments,” said 
      Kent Hussey, CEO of Spectrum Brands. “During 
      these tough economic times, as consumers are increasingly searching for 
      ways to save money, our products’ value 
      positioning is proving to be a winning strategy for us. We are gaining 
      share in many product segments, and the combination of exciting new 
      products, our traditional value positioning and a more cautious consumer 
      are all working to our advantage.”
    
    
      Consolidated adjusted EBITDA, a non-GAAP measurement which the Company 
      believes is a useful indicator of the operating health of the business 
      and its trajectory, was $84.8 million as compared with $93.3 million in 
      the fourth quarter of the prior year, a 9 percent decline. The largest 
      decline came from the Company’s growing 
      products within the Home & Garden Business segment, a product category 
      which the Company intends to exit.
    
    
      Gross profit and gross margin for the quarter were $254.9 million and 
      36.1 percent, respectively, versus $237.7 million and 36.1 percent for 
      the same period last year.
    
    
      The Company generated a fourth quarter operating loss from continuing 
      operations of $495.1 million versus an operating loss of $113.6 million 
      in the same period last year. The primary reasons for the decline were 
      $550.4 million in goodwill and trade names impairments during the fourth 
      quarter of fiscal year 2008 versus $148.4 million in the same period 
      last year.
    
    
      Company Plans Shut Down of its Growing Products business; Decision 
      expected to result in improved Working Capital Outlook
    
    
      As the Company has previously noted, a sluggish housing market, tight 
      inventories at retailers, low levels of foot traffic and unprecedented 
      commodity cost increases caused its growing products business to be a 
      drag on the profitability of its Home & Garden Business segment as well 
      as its consolidated results for fiscal year 2008. In spite of intense 
      efforts over the past year to restore profitability by raising prices 
      and introducing higher margin, value-added products, the margins and 
      return on invested capital on what have been essentially private label 
      products are not at minimally acceptable levels. Two of the key 
      components in the production of growing products, DAP and potash remain 
      at historically high levels. And, more importantly, the level of 
      volatility and therefore, unpredictability, in these input costs coupled 
      with the extremely seasonal nature of this business and its significant 
      working capital demands has created a level of risk that the management 
      team and Board has deemed unacceptable. As a result, and consistent with 
      what the Company has done in other areas of its business to eliminate 
      unprofitable products from its portfolio, subsequent to the end of 
      fiscal year 2008 the Company’s Board of 
      Directors approved the shutdown of the growing products portion of its 
      Home & Garden Business segment, which includes fertilizers, enriched 
      soils, mulch and grass seed. This decision was made only after attempts 
      by the Company to sell this segment, in whole or in part, were 
      unsuccessful. The Company believes these attempts were unsuccessful due 
      to the current credit market environment.
    
    
      As a result of this shutdown, which is expected to be completed by 
      January 31, 2009, the Company currently expects net annualized savings 
      in the range of $15 million to $20 million. In addition, this decision 
      is expected to improve the Company’s working 
      capital position by eliminating approximately $90 to $100 million of 
      investment in working capital during the growing products’ 
      peak season. Once the shutdown of the growing products business is 
      complete, the new peak to trough working capital needs of the remaining 
      controls business is expected to be approximately $50 to $60 million 
      annually.
    
    
      The Company currently expects to record charges of $60 to $75 million 
      during fiscal 2009 related to its decision to exit the growing products 
      business, of which $30 to $35 million are expected to be cash charges. 
      During the first quarter, consistent with the normal seasonality of this 
      business, the Company anticipates recording an operating loss for its 
      growing products.
    
    
      The Company intends to retain the remaining businesses within its Home & 
      Garden Business segment, which include indoor and outdoor insecticides, 
      pesticides, herbicides and personal repellents, collectively, the Company’s 
      “Controls” 
      products.
    
    
      “We remain committed to our controls 
      businesses,” stated Hussey. “These 
      products generated over $300 million in revenues during fiscal 2008. In 
      addition, these products are characterized by high gross margins, less 
      seasonality and therefore a lower peak working capital investment than 
      the growing products business. We market our value positioned controls 
      products under national brands such as Spectracide®, 
      Hot Shot®, Cutter® 
      and Repel®.”
    
    
      Fourth Quarter Segment Results
    
    
      The Global Batteries and Personal Care segment reported net sales of 
      $423.6 million compared with $400.4 million for the same period reported 
      last year, an increase of 5.8 percent. Favorable foreign exchange 
      benefited sales by $14.7 million with the remainder of the variance 
      resulting from gains in market share in batteries, particularly in North 
      America, and strong growth in sales of personal care products. Global 
      battery sales, which benefited from favorable foreign exchange, were up 
      5.9 percent compared with the same period last year, primarily due to 
      double digit top line growth in North American alkaline batteries. North 
      American battery sales were up 20.0 percent for the quarter from the 
      same period last year as the Company gained market share and expanded 
      its distribution. European battery sales declined 1.3 percent from the 
      same period last year primarily due to the Company’s 
      decision to exit some low margin, private label accounts and a tough 
      comparative period in alkaline products, which experienced a strong 
      sell-in during the fourth quarter of fiscal 2007. Latin American battery 
      sales were down 1.1 percent for the fourth quarter where nearly 40 
      percent growth in alkaline was offset by a decrease in zinc carbon 
      batteries as consumers in this region switch to the better performing 
      alkaline products. Global sales of Remington branded products increased 
      3.0 percent during the quarter from the same period last year with 15.3 
      percent growth in its hair care products, partially offset by a 6 
      percent decline in shaving and grooming products as the Company 
      transitioned to its new rotary shaving models. This transition is now 
      complete and the Company believes that it has positioned the Company’s 
      North American shaving and grooming products for a more robust holiday 
      season versus last year.
    
    
      The Global Batteries and Personal Care segment reported its seventh 
      straight quarter of adjusted EBITDA year-over-year improvement, coming 
      in at $63.1 million for the quarter. Segment profitability for this 
      segment was $57.9 million for the quarter, up 6.0 percent over last year’s 
      level.
    
    
      Global Pet Supplies net sales were $159.2 million, a 7.7 percent 
      increase compared with the prior year. Companion animal product net 
      sales grew 15.7 percent, while global aquatics net sales increased 3.6 
      percent from the prior year. North American companion animal sales were 
      up 13.6 percent from the same period last year, and for the first time 
      in 5 quarters, North American aquatics also experienced positive sales 
      growth of 0.8 percent, which indicates a stabilization in the North 
      American aquatics market following the anniversary of the removal of 
      live fish from certain stores of a major retailer. Total Pet sales in 
      Europe and the Pacific Rim were up 11.9 percent and 6.8 percent, 
      respectively, as a result of continued growth in aquatics in both 
      regions, positive trends in Eastern Europe and the launch of companion 
      animal in Europe, which is gaining traction.
    
    
      Adjusted EBITDA for the Global Pet Supplies segment was $26.8 million 
      for the quarter compared to $27.3 million last year, down 1.8 percent. 
      Segment profitability for Global Pet Supplies for the quarter was $20.1 
      million. Segment profitability for the Global Pet Supplies segment was 
      $21.9 million for the fourth quarter of fiscal 2007. Looking ahead, the 
      Company has selectively increased prices to recover cost increases 
      experienced during fiscal year 2008 and has restructuring initiatives 
      underway to reduce costs in this segment.
    
    
      Spectrum’s Home & Garden Business segment’s 
      net sales were $123.7 million compared with $111.0 million in the same 
      period last year. Revenues from the Company’s 
      growing products were $39.8 million for the quarter as compared with 
      $32.7 million in the same period last year. The Company’s 
      controls products recorded revenue of $84.0 million for the quarter, up 
      from $78.2 million for the same period last year.
    
    
      Adjusted EBITDA for the Home & Garden Business segment was $5.2 million 
      during the quarter compared with $6.1 million during the same period 
      last year as growing products reported a loss in Adjusted EBITDA for the 
      quarter of $11.9 million more than offset by positive Adjusted EBITDA of 
      $17.1 million from the Company’s controls 
      products. Segment profitability for the Home & Garden Business segment 
      was $1.8 million for the quarter as compared with $6.2 million for the 
      same period last year.
    
    
      Corporate expenses were $15.4 million for the quarter, which included 
      $3.4 million in professional fees associated with the terminated 
      business unit sales process as compared with $8.2 million in corporate 
      expenses, which included a $2.3 million curtailment gain related to the 
      termination of a post retirement benefit plan, during the fourth quarter 
      of last year.
    
    
      Interest expense was $56.5 million compared to $64.3 million in the same 
      period last year.
    
    
      Tax benefit recorded during the quarter was $60.1 million versus a tax 
      expense of $119.8 million in the same period last year. This benefit is 
      primarily due to the tax benefit recorded related to the goodwill and 
      trade name impairment charges recorded during the quarter. In addition, 
      similar to the first three quarters of 2008, the Company recorded an 
      expense in the quarter to increase its valuation allowance against its 
      U.S. federal net deferred tax asset to reserve for the possibility that 
      the net deferred tax asset will not be realized. The result of not 
      recording a tax benefit in the U.S. combined with recording a tax 
      provision on taxable income generated by foreign subsidiaries results in 
      a higher effective tax rate.
    
    
      Fiscal Year 2008 Results
    
    
      For the year ended September 30, 2008, the Company reported net sales of 
      $2,688 million and a net loss of $18.29 per share. Excluding certain 
      items which management believes are not indicative of the Company’s 
      on-going normalized operations, the Company generated adjusted diluted 
      loss per share of $0.39, a non-GAAP number. These excluded items, net of 
      tax, include:
    
    
      
        Non-cash goodwill and trade names impairment charges of $721.9 
        million, or $14.18 per share, in accordance with SFAS 142 and SFAS 
        144, primarily related to the recent decline in the Company’s 
        market capitalization and the fair value of its debt securities;
      
      
        Net tax adjustments of $158.4 million, or $3.11 per share, to exclude 
        the effect of certain adjustments made to the valuation allowance 
        against net deferred taxes and other tax related items;
      
      
        Restructuring and related charges of $27.2 million, or $0.53 per 
        share, primarily associated with the Company’s 
        strategy to exit Ningbo Baowang, a battery manufacturing facility in 
        China, and company-wide cost reduction initiatives;
      
      
        A catch up in depreciation and amortization related to the 
        re-classification of the Home & Garden Business segment into 
        continuing operations of $8.5 million or $0.17 per share;
      
      
        Sale termination fees of $6.1 million, or $0.12 per share, incurred in 
        connection with the previously proposed sale of the Company’s 
        Global Pet Supplies business. This transaction was terminated by the 
        mutual agreement of the parties prior to consummation; and
      
      
        Other items netting to a benefit of $10.5 million, or $0.21 per share
      
    
    
      Webcast Information
    
    
      Spectrum Brands will hold a conference call at 4:30 p.m. EST on November 
      11, 2008 to further discuss its fourth quarter results. The call will be 
      accessible via webcast through the Company’s 
      website, www.spectrumbrands.com, 
      and will be archived online until November 25, 2008.
    
    
      Non-GAAP Measurements
    
    
      Within this release, including the tables attached hereto, reference is 
      made to adjusted diluted earnings per share and adjusted earnings before 
      interest, taxes, depreciation and amortization (EBITDA). See attached 
      Table 3, “Reconciliation of GAAP to Adjusted 
      Diluted Earnings Per Share,” for a complete 
      reconciliation of diluted earnings per share on a GAAP basis to adjusted 
      diluted earnings per share, Table 4, “Reconciliation 
      of GAAP Income (Loss) from Continuing Operations to Adjusted EBITDA,” 
      for a reconciliation of GAAP Income (Loss) from Continuing Operations to 
      adjusted EBITDA for the fourth quarter and full year of fiscal 2008 and 
      the fourth quarter and full year of fiscal 2007 on a consolidated basis 
      and for each of the Company’s business 
      segments and Table 5 “Reconciliation of GAAP 
      Income (Loss) from Continuing Operations to Adjusted EBITDA – 
      Home & Garden Business,” for a 
      reconciliation of GAAP Income (Loss) from Continuing Operations to 
      adjusted EBITDA for the fourth quarter of fiscal 2008 and the full year 
      fiscal 2008 on a consolidated basis and for each of the Company’s 
      Home & Garden business units. In addition, the Company has posted 
      reconciliations of GAAP Income (Loss) from Continuing Operations to 
      Adjusted EBITDA for each other quarter since the start of the Company’s 
      fiscal 2007 on its website at www.spectrumbrands.com. 
      Adjusted EBITDA is a metric used by management and frequently used by 
      the financial community which provides insight into an organization’s 
      operating trends and facilitates comparisons between peer companies, 
      since interest, taxes, depreciation and amortization can differ greatly 
      between organizations as a result of differing capital structures and 
      tax strategies. Adjusted EBITDA can also be a useful measure of a company’s 
      ability to service debt and is one of the measures used for determining 
      the Company’s debt covenant compliance. 
      Adjusted EBITDA excludes certain items that are unusual in nature or not 
      comparable from period to period. In addition, Spectrum Brands’ 
      management uses adjusted diluted earnings per share as one means of 
      analyzing the Company’s current and future 
      financial performance and identifying trends in its financial condition 
      and results of operations. Management believes that adjusted diluted 
      earnings per share is a useful measure for providing further insight 
      into our operating performance because it eliminates the effects of 
      certain items that are not comparable from one period to the next. 
      Spectrum Brands provides this information to investors to assist in 
      comparisons of past, present and future operating results and to assist 
      in highlighting the results of on-going operations. While Spectrum 
      Brands management believes that adjusted diluted earnings per share and 
      adjusted EBITDA are useful supplemental information, such adjusted 
      results are not intended to replace the Company’s 
      GAAP financial results and should be read in conjunction with those GAAP 
      results.
    
    
      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®, Varta®, 
      Remington®, Tetra®, 
      Marineland®, Nature’s 
      Miracle®, Dingo®, 
      8-In-1®, Spectracide®, 
      Cutter®, Repel®, 
      and HotShot®. 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 
      2008 net sales of $2.7 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. Actual results may differ materially as a result 
      of (1) changes and developments in external competitive market factors, 
      such as introduction of new product features or technological 
      developments, development of new competitors or competitive brands or 
      competitive promotional activity or spending, (2) changes in consumer 
      demand for the various types of products Spectrum Brands offers, (3) 
      unfavorable developments in the global credit markets, (4) the impact of 
      overall economic conditions on consumer spending, (5) fluctuations in 
      commodities prices, the costs or availability of raw materials or terms 
      and conditions available from suppliers, (6) changes in the general 
      economic conditions in countries and regions where Spectrum Brands does 
      business, such as stock market prices, interest rates, currency exchange 
      rates, inflation and consumer spending, (7) the Company’s 
      ability to successfully implement manufacturing, distribution and other 
      cost efficiencies and to continue to benefit from its cost-cutting and 
      restructuring initiatives, including successfully exiting the growing 
      products business without materially impacting the Company’s 
      other businesses, (8) unfavorable weather conditions and various other 
      risks and uncertainties, including those discussed herein and those set 
      forth in Spectrum Brands’ securities filings, 
      including the most recently filed Annual Report on Form 10-K or 
      Quarterly Report on Form 10-Q. Spectrum Brands also cautions the 
      reader that its estimates of trends, market share, retail consumption of 
      its products and reasons for changes in such consumption are based 
      solely on limited data available to Spectrum Brands and management’s 
      reasonable assumptions about market conditions, and consequently may be 
      inaccurate, or may not reflect significant segments of the retail market.
    
    
      The Company also 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. Spectrum Brands 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.
    
    
      Attached
    
    
      Table 1 - Condensed Consolidated Statements of Operations
    
    
      Table 2 - Supplemental Financial Data
    
    
      Table 3 - Reconciliation of GAAP to Adjusted Diluted Earnings Per Share
    
    
      Table 4 - Reconciliation of GAAP Income (Loss) from Continuing 
      Operations to Adjusted EBITDA (Quarterly and Annually)
    
    
      Table 5 – Reconciliation of GAAP Loss from 
      Continuing Operations to Adjusted EBITDA - Home & Garden Business 
      (Quarterly and Annually)
    
    
      
        
          Table 1
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Condensed Consolidated Statements of Operations
        
      
      
        
          
            For the three and twelve months endedSeptember 30, 2008 and 
            September 30, 2007
          
        
      
      
        
          (Unaudited)
        
      
      
        
          (In millions, except per share amounts)
        
      
      
        
        
        
        
        
        
        
           
        
        
        
        
           
        
        
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
        
        
        
        
          THREE MONTHS
        
        
        
        
          TWELVE MONTHS
        
      
      
        
        
        
        
        
          F2008
        
        
        
        
          F2007
        
        
        
        
          
            INC(DEC)
          
          
            %
          
        
        
        
        
          F2008
        
        
        
        
          F2007
        
        
        
        
          
            INC(DEC)
          
          
            %
          
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
          
             
          
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          
             
          
        
        
        
        
        
        
        
      
      
        
          Net sales
        
        
        
        
          $
        
        
          706.5
        
        
        
        
        
        
          $
        
        
          659.2
        
        
        
        
        
        
          7.2
        
        
          %
        
        
        
        
        
        
          $
        
        
          2,688.0
        
        
        
        
        
        
          $
        
        
          2,564.7
        
        
        
        
        
        
          4.8
        
        
          %
        
        
        
        
        
      
      
        
          Cost of goods sold
        
        
        
        
        
        
          449.4
        
        
        
        
        
        
        
        
          406.9
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          1,702.9
        
        
        
        
        
        
        
        
          1,599.7
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Restructuring and related charges
        
        
        
        
           
        
        
          2.2
        
        
           
        
        
        
        
           
        
        
          14.6
        
        
           
        
        
        
        
        
        
        
        
        
        
           
        
        
          16.5
        
        
           
        
        
        
        
           
        
        
          31.3
        
        
           
        
        
        
        
        
        
        
        
        
      
      
        
          Gross profit
        
        
        
        
        
        
          254.9
        
        
        
        
        
        
        
        
          237.7
        
        
        
        
        
        
          7.2
        
        
          %
        
        
        
        
        
        
        
        
          968.6
        
        
        
        
        
        
        
        
          933.7
        
        
        
        
        
        
          3.7
        
        
          %
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Selling
        
        
        
        
        
        
          134.4
        
        
        
        
        
        
        
        
          131.0
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          566.3
        
        
        
        
        
        
        
        
          559.7
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          General and administrative
        
        
        
        
        
        
          51.8
        
        
        
        
        
        
        
        
          41.1
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          198.7
        
        
        
        
        
        
        
        
          163.6
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Research and development
        
        
        
        
        
        
          6.6
        
        
        
        
        
        
        
        
          5.8
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          25.6
        
        
        
        
        
        
        
        
          26.8
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Restructuring and related charges
        
        
        
        
        
        
          6.8
        
        
        
        
        
        
        
        
          25.0
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          22.8
        
        
        
        
        
        
        
        
          66.7
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
           
        
        
          550.4
        
        
           
        
        
        
        
           
        
        
          148.4
        
        
           
        
        
        
        
        
        
        
        
        
        
           
        
        
          866.9
        
        
           
        
        
        
        
           
        
        
          362.4
        
        
           
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Total operating expenses
        
        
        
        
        
        
          750.0
        
        
        
        
        
        
        
        
          351.3
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          1,680.3
        
        
        
        
        
        
        
        
          1,179.2
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Operating loss
        
        
        
        
        
        
          (495.1
        
        
          )
        
        
        
        
        
        
          (113.6
        
        
          )
        
        
        
        
        
        
        
        
        
        
        
        
          (711.7
        
        
          )
        
        
        
        
        
        
          (245.5
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Interest expense
        
        
        
        
        
        
          56.5
        
        
        
        
        
        
        
        
          64.3
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          229.0
        
        
        
        
        
        
        
        
          255.8
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Other (income) expense, net
        
        
        
        
           
        
        
          1.1
        
        
           
        
        
        
        
           
        
        
          (4.8
        
        
          )
        
        
        
        
        
        
        
        
        
        
           
        
        
          1.2
        
        
           
        
        
        
        
           
        
        
          (0.3
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Loss from continuing operations before income taxes
        
        
        
        
          (552.7
        
        
          )
        
        
        
        
        
        
          (173.1
        
        
          )
        
        
        
        
        
        
        
        
        
        
        
        
          (941.9
        
        
          )
        
        
        
        
        
        
          (501.0
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Income tax (benefit) expense
        
        
        
        
           
        
        
          (60.1
        
        
          )
        
        
        
        
           
        
        
          119.8
        
        
           
        
        
        
        
        
        
        
        
        
        
           
        
        
          (11.6
        
        
          )
        
        
        
        
           
        
        
          55.8
        
        
           
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Loss from continuing operations
        
        
        
        
        
        
          (492.6
        
        
          )
        
        
        
        
        
        
          (292.9
        
        
          )
        
        
        
        
        
        
        
        
        
        
        
        
          (930.3
        
        
          )
        
        
        
        
        
        
          (556.8
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Loss from discontinued operations, net of tax (a)
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          (40.1
        
        
          )
        
        
        
        
        
        
        
        
        
        
           
        
        
          (1.3
        
        
          )
        
        
        
        
           
        
        
          (40.0
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Net loss
        
        
        
        
          $
        
        
          (492.6
        
        
          )
        
        
        
        
          $
        
        
          (333.0
        
        
          )
        
        
        
        
        
        
        
        
        
        
          $
        
        
          (931.6
        
        
          )
        
        
        
        
          $
        
        
          (596.8
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Average shares outstanding (b)
        
        
        
        
        
        
          50.9
        
        
        
        
        
        
        
        
          50.4
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          
            50.9
          
        
        
        
        
        
        
        
        
          50.9
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Loss from continuing operations
          
        
        
        
        
          $
        
        
          (9.68
        
        
          )
        
        
        
        
          $
        
        
          (5.80
        
        
          )
        
        
        
        
        
        
        
        
        
        
          $
        
        
          
            (18.27
          
        
        
          )
        
        
        
        
          $
        
        
          (10.93
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
          Loss from discontinued operations
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          (0.80
        
        
          )
        
        
        
        
        
        
        
        
        
        
           
        
        
          
            (0.02
          
        
        
          )
        
        
        
        
           
        
        
          (0.79
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
          Basic loss per share
        
        
        
        
          $
        
        
          (9.68
        
        
          )
        
        
        
        
          $
        
        
          (6.60
        
        
          )
        
        
        
        
        
        
        
        
        
        
          $
        
        
          
            (18.29
          
        
        
          )
        
        
        
        
          $
        
        
          (11.72
        
        
          )
        
        
        
        
        
        
          
             
          
        
        
          
             
          
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Average shares and common stock equivalents outstanding (b) (c)
        
        
        
        
          50.9
        
        
        
        
        
        
        
        
          50.4
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          
            50.9
          
        
        
        
        
        
        
        
        
          50.9
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Loss from continuing operations
          
        
        
        
        
          $
        
        
          (9.68
        
        
          )
        
        
        
        
          $
        
        
          (5.80
        
        
          )
        
        
        
        
        
        
        
        
        
        
          $
        
        
          
            (18.27
          
        
        
          )
        
        
        
        
          $
        
        
          (10.93
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
          Loss from discontinued operations
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          (0.80
        
        
          )
        
        
        
        
        
        
        
        
        
        
           
        
        
          
            (0.02
          
        
        
          )
        
        
        
        
           
        
        
          (0.79
        
        
          )
        
        
        
        
        
        
        
        
        
      
      
        
          Diluted loss per share
        
        
        
        
          $
        
        
          (9.68
        
        
          )
        
        
        
        
          $
        
        
          (6.60
        
        
          )
        
        
        
        
        
        
        
        
        
        
          $
        
        
          
            (18.29
          
        
        
          )
        
        
        
        
          $
        
        
          (11.72
        
        
          )
        
        
        
        
        
        
          
             
          
        
        
          
             
          
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          (a) Reflects the loss from discontinued operations, net of tax, of 
          the Canadian Home & Garden business, discontinued effective October 
          1, 2006. Included in the loss from discontinued operations for the 
          twelve months ended September 30, 2008 is a loss on disposal of $1.1 
          million, net of tax benefit. The Company's Canadian Home and Garden 
          business has been excluded from continuing operations for all 
          periods presented.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          (b) Per share figures calculated prior to rounding.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          (c) For the three and twelve months ended September 30, 2008 and 
          September 30, 2007, we have not assumed the exercise of common stock 
          equivalents as the impact would be antidilutive.
        
      
    
    
    
    
      
        
          Table 2
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Supplemental Financial Data
        
      
      
        
          
            For the three and twelve months endedSeptember 30, 2008 and 
            September 30, 2007
          
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
          Supplemental Financial Data
        
        
        
        
          F2008
        
        
        
        
          F2007
        
        
        
        
        
        
        
        
        
      
      
        
          Cash
        
        
        
        
          $
        
        
          104.8
        
        
        
        
        
        
          $
        
        
          69.9
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Trade receivables, net
        
        
        
        
          $
        
        
          353.9
        
        
        
        
        
        
          $
        
        
          352.9
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Days Sales Outstanding (a)
        
        
        
        
        
        
          41
        
        
        
        
        
        
        
        
          43
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Inventory, net
        
        
        
        
          $
        
        
          383.3
        
        
        
        
        
        
          $
        
        
          396.3
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Inventory Turnover (b)
        
        
        
        
        
        
          4.4
        
        
        
        
        
        
        
        
          4.0
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Total Debt
        
        
        
        
          $
        
        
          2,523.4
        
        
        
        
        
        
          $
        
        
          2,460.4
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
          THREE MONTHS
        
        
        
        
          
            TWELVE MONTHS
          
        
      
      
        
          Supplemental Cash Flow Data
        
        
        
        
          F2008
        
        
        
        
          F2007
        
        
        
        
          F2008
        
        
        
        
          F2007
        
      
      
        
          Depreciation and amortization, excluding amortization of debt
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          issuance costs
        
        
        
        
          $
        
        
          21.8
        
        
        
        
        
        
          $
        
        
          16.7
        
        
        
        
        
        
          $
        
        
          90.9
        
        
        
        
        
        
          $
        
        
          77.4
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Capital expenditures
        
        
        
        
          $
        
        
          6.4
        
        
        
        
        
        
          $
        
        
          3.8
        
        
        
        
        
        
          $
        
        
          21.6
        
        
        
        
        
        
          $
        
        
          24.3
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
          THREE MONTHS
        
        
        
        
          
            TWELVE MONTHS
          
        
      
      
        
          Supplemental Segment Sales & Profitability
        
        
        
        
          F2008
        
        
        
        
          F2007
        
        
        
        
          F2008
        
        
        
        
          F2007
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Net Sales
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Global Batteries & Personal Care
        
        
        
        
          $
        
        
          423.6
        
        
        
        
        
        
          $
        
        
          400.4
        
        
        
        
        
        
          $
        
        
          1,493.7
        
        
        
        
        
        
          $
        
        
          1,431.5
        
        
        
      
      
        
          Global Pet Supplies
        
        
        
        
        
        
          159.2
        
        
        
        
        
        
        
        
          147.8
        
        
        
        
        
        
        
        
          598.6
        
        
        
        
        
        
        
        
          563.0
        
        
        
      
      
        
          Home & Garden
        
        
        
        
           
        
        
          123.7
        
        
           
        
        
        
        
           
        
        
          111.0
        
        
           
        
        
        
        
           
        
        
          595.7
        
        
           
        
        
        
        
           
        
        
          570.2
        
        
           
        
      
      
        
          Total net sales
        
        
        
        
          $
        
        
          706.5
        
        
           
        
        
        
        
          $
        
        
          659.2
        
        
           
        
        
        
        
          $
        
        
          2,688.0
        
        
           
        
        
        
        
          $
        
        
          2,564.7
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Segment Profit
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          Global Batteries & Personal Care
        
        
        
        
          $
        
        
          57.9
        
        
        
        
        
        
          $
        
        
          54.5
        
        
        
        
        
        
          $
        
        
          162.9
        
        
        
        
        
        
          $
        
        
          143.9
        
        
        
      
      
        
          Global Pet Supplies
        
        
        
        
        
        
          20.1
        
        
        
        
        
        
        
        
          21.9
        
        
        
        
        
        
        
        
          68.9
        
        
        
        
        
        
        
        
          71.0
        
        
        
      
      
        
          Home & Garden
        
        
        
        
           
        
        
          1.8
        
        
           
        
        
        
        
           
        
        
          6.2
        
        
           
        
        
        
        
           
        
        
          8.0
        
        
           
        
        
        
        
           
        
        
          47.0
        
        
           
        
      
      
        
          Total segment profit
        
        
        
        
        
        
          79.8
        
        
        
        
        
        
        
        
          82.6
        
        
        
        
        
        
        
        
          239.8
        
        
        
        
        
        
        
        
          261.9
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Corporate
        
        
        
        
        
        
          15.4
        
        
        
        
        
        
        
        
          8.2
        
        
        
        
        
        
        
        
          45.3
        
        
        
        
        
        
        
        
          47.0
        
        
        
      
      
        
          Restructuring and related charges
        
        
        
        
        
        
          9.1
        
        
        
        
        
        
        
        
          39.6
        
        
        
        
        
        
        
        
          39.3
        
        
        
        
        
        
        
        
          98.0
        
        
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          550.4
        
        
        
        
        
        
        
        
          148.4
        
        
        
        
        
        
        
        
          866.9
        
        
        
        
        
        
        
        
          362.4
        
        
        
      
      
        
          Interest expense
        
        
        
        
        
        
          56.5
        
        
        
        
        
        
        
        
          64.3
        
        
        
        
        
        
        
        
          229.0
        
        
        
        
        
        
        
        
          255.8
        
        
        
      
      
        
          Other (income) expense, net
        
        
        
        
           
        
        
          1.1
        
        
           
        
        
        
        
           
        
        
          (4.8
        
        
          )
        
        
        
        
           
        
        
          1.2
        
        
           
        
        
        
        
           
        
        
          (0.3
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Loss from continuing operations before income taxes
        
        
        
        
          $
        
        
          (552.7
        
        
          )
        
        
        
        
          $
        
        
          (173.1
        
        
          )
        
        
        
        
          $
        
        
          (941.9
        
        
          )
        
        
        
        
          $
        
        
          (501.0
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          (a) Reflects actual days sales outstanding at end of period.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            (b) Reflects cost of sales (excluding Restructuring and related 
            charges) during the last twelve months divided by inventory as of 
            the end of the period.
          
        
      
    
    
    
    
      
        
          Table 3
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP to Adjusted Diluted Earnings Per Share
        
      
      
        
          
            For the three and twelve months endedSeptember 30, 2008 and 
            September 30, 2007
          
        
      
      
        
          (Unaudited)
        
      
      
        
           
        
        
        
        
        
        
        
        
        
        
           
        
        
        
        
        
        
           
        
        
        
        
        
        
           
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
        
        
          THREE MONTHS
        
        
        
        
        
        
          TWELVE MONTHS
        
        
        
      
      
        
        
        
        
        
        
        
          F2008
        
        
        
        
        
        
          F2007
        
        
        
        
        
        
          F2008
        
        
        
        
        
        
          F2007
        
        
        
      
      
        
          Diluted loss per share, as reported
        
        
          $
        
        
          (9.68
        
        
          )
        
        
        
        
        
        
          $
        
        
          (6.60
        
        
          )
        
        
        
        
        
        
          $
        
        
          
            (18.29
          
        
        
          )
        
        
        
        
        
        
          $
        
        
          (11.72
        
        
          )
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjustments, net of tax:
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
      
      
        
        
        
          Restructuring and related charges
        
        
        
        
          0.12
        
        
        
        
          (a)
        
        
        
        
        
        
          0.53
        
        
        
        
          (b)
        
        
        
        
        
        
          0.53
        
        
        
        
          (c)
        
        
        
        
        
        
          1.55
        
        
        
        
          (d)
        
      
      
        
        
        
          Goodwill and Intangibles Impairment
        
        
        
        
          8.72
        
        
        
        
          (e)
        
        
        
        
        
        
          1.78
        
        
        
        
          (f)
        
        
        
        
        
        
          
            14.18
          
        
        
        
        
          (g)
        
        
        
        
        
        
          6.36
        
        
        
        
          (h)
        
      
      
        
        
        
          Depreciation and Amortization - U.S. Home and Garden
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
          (0.04
        
        
          )
        
        
          (i)
        
        
        
        
        
        
          0.17
        
        
        
        
          (i)
        
        
        
        
        
        
          (0.17
        
        
          )
        
        
          (i)
        
      
      
        
        
        
          Transaction costs
        
        
        
        
        
        
          0.04
        
        
        
        
          (j)
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
          0.12
        
        
        
        
          (k)
        
        
        
        
        
        
          0.04
        
        
        
        
          (l)
        
      
      
        
        
        
          Re-financing costs
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
          0.41
        
        
        
        
          (m)
        
      
      
        
        
        
          Discontinued operations
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
          0.80
        
        
        
        
          (n)
        
        
        
        
        
        
          0.02
        
        
        
        
          (n)
        
        
        
        
        
        
          0.79
        
        
        
        
          (n)
        
      
      
        
        
        
          Income taxes
        
        
        
        
        
        
          0.59
        
        
        
        
          (o)
        
        
        
        
        
        
          3.51
        
        
        
        
          
            (p)
          
        
        
        
        
        
        
          3.11
        
        
        
        
          (o)
        
        
        
        
        
        
          2.56
        
        
        
        
          (p)
        
      
      
        
        
        
          Other adjustments
        
        
        
        
           
        
        
          0.27
        
        
           
        
        
          (q)
        
        
        
        
           
        
        
          0.13
        
        
           
        
        
          (r)
        
        
        
        
           
        
        
          (0.23
        
        
          )
        
        
          (s)
        
        
        
        
           
        
        
          (0.15
        
        
          )
        
        
          (t)
        
      
      
        
        
        
        
        
        
        
        
        
          9.74
        
        
        
        
        
        
        
        
        
        
          6.71
        
        
        
        
        
        
        
        
        
        
          17.90
        
        
        
        
        
        
        
        
        
        
          11.39
        
        
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Diluted earnings (loss) per share, as adjusted
        
        
          $
        
        
          0.06
        
        
           
        
        
        
        
        
        
          $
        
        
          0.11
        
        
           
        
        
        
        
        
        
          $
        
        
          (0.39
        
        
          )
        
        
        
        
        
        
          $
        
        
          (0.33
        
        
          )
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Note: Per share figures calculated prior to rounding.
          
          
             
          
          
            (a)  For the three months ended September 30, 2008, reflects $6.2 
            million, net of tax, of Restructuring and related charges as 
            follows: $2.0 million for the Ningbo exit strategy, $0.6 million 
            for the integration of United and Tetra and $3.6 million for the 
            Global restructuring announced January 10, 2007.
          
          
             
          
          
            (b)  For the three months ended September 30, 2007, reflects $27.4 
            million, net of tax, of Restructuring and related charges as 
            follows: (i) $7.4 million for the integration of United and Tetra; 
            (ii) $7.6 million for a series of actions in Europe and Latin 
            America to reduce operating costs and rationalize operating 
            structure; (iii) $12.4 million for the Global restructuring 
            announced January 10, 2007.
          
          
             
          
          
            (c)  For the twelve months ended September 30, 2008, reflects 
            $27.2 million, net of tax, of Restructuring and related charges as 
            follows: $11.3 million for the Ningbo exit strategy, $2.1 million 
            for the integration of United and Tetra and $13.8 million for the 
            Global restructuring announced January 10, 2007.
          
          
             
          
          
            (d) For the twelve months ended September 30, 2007, reflects $78.7 
            million, net of tax, of Restructuring and related charges as 
            follows: (i) $21.8 million for the integration of United and 
            Tetra; (ii) $14.3 million for a series of actions in Europe and 
            Latin America to reduce operating costs and rationalize operating 
            structure; (iii) $35.2 million for the Global restructuring 
            announced January 10, 2007.
          
          
             
          
          
            (e) For the three months ended September 30, 2008, reflects an 
            impairment charge of $459.9 million, net of tax, of goodwill and 
            trade names as follows: $28.9 million of trade names and $31.1 
            million of goodwill of our Home & Garden business as a result of 
            an impairment evaluation in accordance with SFAS 142, "Goodwill 
            and Other Intangible Assets;" $68.2 million of trade names and 
            $270.8 million of goodwill of our Global Pet Supplies business as 
            a result of an impairment evaluation in accordance with SFAS 142, 
            "Goodwill and Other Intangible Assets;" and $60.9 million of 
            tradenames within our Global Battery and Personal Care business as 
            a result of an impairment evaluation in accordance with SFAS 142, 
            "Goodwill and Other Intangible Assets."
          
          
             
          
          
            (f) For the three months ended September 30, 2007, reflects an 
            impairment charge of $92.8 million, net of tax, of goodwill and 
            trade names as follows: $77.6 million of goodwill of our Home & 
            Garden business as a result of an impairment evaluation in 
            accordance with SFAS 142, "Goodwill and Other Intangible Assets;" 
            $0.6 million of trade names of our Global Pet Supplies business as 
            a result of an impairment evaluation in accordance with SFAS 142, 
            "Goodwill and Other Intangible Assets;" and $14.6 million of 
            tradenames within our Global Battery & Personal Care business as a 
            result of an impairment evaluation in accordance with SFAS 142, 
            "Goodwill and Other Intangible Assets."
          
          
             
          
          
            (g) For the twelve months ended September 30, 2008, reflects an 
            impairment charge of $721.9 million, net of tax, of goodwill and 
            trade names as follows: $50.9 million of trade names and $100.0 
            million of goodwill of our Home & Garden business as a result of 
            an impairment evaluation in accordance with SFAS 142, "Goodwill 
            and Other Intangible Assets;" $154.9 million of goodwill of our 
            Global Pet Supplies business as a result of an impairment 
            evaluation in accordance with SFAS 144, "Accounting for the 
            Impairment or Disposal of Long-Lived Assets;" $68.2 million of 
            tradenames and $270.8 million of goodwill within our Global Pet 
            Supplies business as a result of an impairment evaluation in 
            accordance with SFAS 142, "Goodwill and Other Intangible Assets;" 
            $60.9 million of tradenames within our Global Battery & Personal 
            Care business as a result of an impairment evaluation in 
            accordance with SFAS 142, "Goodwill and Other Intangible Assets;" 
            and $16.2 million of goodwill of our Global Battery & Personal 
            Care business as a result of the Ningbo exit strategy in 
            accordance with SFAS 144, "Accounting for the Impairment or 
            Disposal of Long-Lived Assets."
          
          
             
          
          
            (h) For the twelve months ended September 30, 2007, reflects an 
            impairment charge of $323.8 million, net of tax, of goodwill and 
            trade names as follows: $110.8 million of goodwill of our Home & 
            Garden business as a result of an impairment evaluation in 
            accordance with SFAS 142, "Goodwill and Other Intangible 
            Assets;"$0.9 million of trade names of our Global Pet Supplies 
            business as a result of an impairment evaluation in accordance 
            with SFAS 142, "Goodwill and Other Intangible Assets;" and $20.9 
            million of tradenames and $191.2 million of goodwill within our 
            Global Battery & Personal Care business as a result of an 
            impairment evaluation in accordance with SFAS 142, "Goodwill and 
            Other Intangible Assets."
          
          
             
          
          
            (i) Effective December 31, 2007, the Company discontinued the 
            active marketing of the Home and Garden business for sale and, 
            accordingly, reclassified the Home and Garden business, which had 
            been designated as a discontinued operation since October 1, 2006, 
            as an asset held and used in continuing operations.  Inasmuch as 
            depreciation and amortization expense is not recorded for assets 
            designated as discontinued operations, this adjustment reflects 
            the impact of depreciation and amortization expense as if the Home 
            & Garden business was designated as a continuing operation for all 
            periods presented.
          
          
             
          
          
            (j) For the three months ended September 30, 2008 general and 
            administrative expenses include $2.2 million, net of tax, 
            representing professional fees incurred in connection with the 
            proposed sale of the Company's Global Pet Supplies and Home & 
            Garden businesses.
          
          
             
          
          
            (k) For the twelve months ended September 30, 2008 general and 
            administrative expenses include $6.1 million, net of tax, 
            representing professional fees incurred in connection with the 
            proposed sale of the Company's Global Pet Supplies and Home & 
            Garden businesses.
          
          
             
          
          
            (l) For the twelve months ended September 30, 2007 general and 
            administrative expenses include $2.3 million, net of tax, 
            representing professional fees incurred in connection with the 
            proposed sale of the Company's Home & Garden business.
          
          
             
          
          
            (m) For the twelve months ended September 30, 2007, reflects $21.1 
            million, net of tax, of charges associated with a refinancing of 
            the Company's debt as follows: (i) $14.3 million write-off of 
            deferred financing fees associated with the then existing Senior 
            term debt and the $350 8½% Senior 
            subordinated notes; (ii) $6.8 million pre-payment penalty 
            associated with the then existing Senior term debt.
          
          
             
          
          
            (n) For the three months ended September 30, 2007, reflects income 
            from discontinued operations, net of tax of $40.1 million of the 
            Company's Canadian Home & Garden business, discontinued effective 
            October 1, 2006.  For the twelve months ended September 30, 2008, 
            reflects the loss on discontinued operations, net of tax of $1.2 
            million of the Company's Canadian Home & Garden business sold on 
            November 1, 2007.  Such loss includes a loss on disposal of $1.2 
            million, net of tax benefit.  For the twelve months ended 
            September 30, 2007, reflects income from discontinued operations, 
            net of tax of $40.0 million of the Company's Canadian Home & 
            Garden business, discontinued effective October 1, 2006.
          
          
             
          
          
            (o) For the three and twelve months ended September 30, 2008, 
            reflects $31.0 million and $158.4 million, respectively, 
            adjustment to income tax expense to exclude the impact of the 
            valuation allowance against deferred taxes and other tax related 
            items in order to reflect a normalized ongoing effective tax rate.
          
          
             
          
          
            (p) For the three and twelve months ended September 30, 2007, 
            reflects $182.7 million and $130.3 million, respectively, 
            adjustment to income tax expense to exclude the impact of the 
            valuation allowance against deferred taxes and other tax related 
            items in order to reflect a normalized ongoing effective tax rate.
          
          
             
          
          
            (q) For the three months ended September 30, 2008, general and 
            administrative expenses include a net of tax benefit of $2.3 
            million related to expiring taxes and related penalties, 
            associated with the Company's provision for presumed credits 
            applied to the Brazilian excise tax on manufactured products, 
            which expired in the current period. For the three months ended 
            September 30, 2008, interest expense includes a net of tax benefit 
            of $1.2 million related to interest charges associated with the 
            Company's provision for presumed credits applied to the Brazilian 
            excise tax on manufactured products.   Lastly, Diluted earnings 
            per share, as reported for the three months ended September 30, 
            2008 is calculated using average basic shares outstanding of 50.9 
            million as the use of average diluted shares outstanding would be 
            antidilutive.  However, all adjustments to arrive at Diluted 
            earnings per share, as adjusted for the three months ended 
            September 30, 2008 are calculated using average diluted shares 
            outstanding of 52.8 million.
          
          
             
          
          
            (r) For the three months ended September 30, 2007, general and 
            administrative expenses include a net of tax benefit of $1.8 
            million related to expiring taxes and related penalties, 
            associated with the Company's provision for presumed credits 
            applied to the Brazilian excise tax on manufactured products, 
            which expired in the current period. For the three months ended 
            September 30, 2007, interest expense includes a net of tax benefit 
            of $0.5 million related to interest charges associated with the 
            Company's provision for presumed credits applied to the Brazilian 
            excise tax on manufactured products.   Lastly, Diluted earnings 
            per share, as reported for the three months ended September 30, 
            2007 is calculated using average basic shares outstanding of 50.4 
            million as the use of average diluted shares outstanding would be 
            antidilutive.  However, all adjustments to arrive at Diluted 
            earnings per share, as adjusted for the three months ended 
            September 30, 2008 are calculated using average diluted shares 
            outstanding of 52.0 million.
          
          
             
          
          
            (s)   For the twelve months ended September 30, 2008, general and 
            administrative expenses include a net of tax benefit of $7.8 
            million related to expiring taxes and related penalties, 
            associated with the Company's provision for presumed credits 
            applied to the Brazilian excise tax on manufactured products, 
            which expired in the current period. For the three months ended 
            September 30, 2008, interest expense includes a net of tax benefit 
            of $3.9 million related to interest charges associated with the 
            Company's provision for presumed credits applied to the Brazilian 
            excise tax on manufactured products.
          
          
             
          
          
            (t)   For the twelve months ended September 30, 2007, general and 
            administrative expenses include a net of tax benefit of $5.7 
            million related to expiring taxes and related penalties, 
            associated with the Company's provision for presumed credits 
            applied to the Brazilian excise tax on manufactured products, 
            which expired in the current period. For the three months ended 
            September 30, 2007, interest expense includes a net of tax benefit 
            of $1.9 million related to interest charges associated with the 
            Company's provision for presumed credits applied to the Brazilian 
            excise tax on manufactured products.
          
        
      
    
    
    
    
      
        
          Table 4
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP Loss from Continuing Operations to 
          Adjusted EBITDA
        
      
      
        
          for the three months ended September 30, 2007
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
        
        
        
        
          Global Batteries & Personal Care
        
        
           
        
        
          Global Pet Supplies
        
        
           
        
        
          Home & Garden
        
        
        
        
          CORP
        
        
        
        
          Unallocated Items (a)
        
        
           
        
        
          Consolidated Spectrum Brands, Inc.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Income (loss) from continuing operations, net of tax
        
        
        
        
          $
        
        
          5.4
        
        
        
        
        
        
          $
        
        
          14.8
        
        
        
        
          $
        
        
          (121.0
        
        
          )
        
        
        
        
          $
        
        
          (8.2
        
        
          )
        
        
        
        
          $
        
        
          (184.1
        
        
          )
        
        
        
        
          $
        
        
          (292.9
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Income tax expense - continuing operations
          
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          119.8
        
        
        
        
        
        
        
        
          119.8
        
        
        
      
      
        
          Interest expense
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          64.3
        
        
        
        
        
        
        
        
          64.3
        
        
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          23.4
        
        
        
        
        
        
        
        
          1.0
        
        
        
        
        
        
          124.0
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          148.4
        
        
        
      
      
        
          
            Restructuring and related charges
          
        
        
        
        
        
        
          27.3
        
        
        
        
        
        
        
        
          5.8
        
        
        
        
        
        
          3.1
        
        
        
        
        
        
        
        
          3.5
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          39.6
        
        
        
      
      
        
          Restricted Stock Amortization/Restructuring (b)
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (0.2
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (0.2
        
        
          )
        
      
      
        
          Brazilian IPI Credit
        
        
        
        
           
        
        
          (2.4
        
        
          )
        
        
        
        
           
        
        
          -
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          (2.4
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBIT
        
        
        
        
        
        
          53.7
        
        
        
        
        
        
        
        
          21.6
        
        
        
        
        
        
          6.1
        
        
        
        
        
        
        
        
          (4.9
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          76.6
        
        
        
      
      
        
          Depreciation and Amortization
        
        
        
        
           
        
        
          7.5
        
        
           
        
        
        
        
           
        
        
          5.7
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          3.5
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          16.7
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBITDA
        
        
        
        
          $
        
        
          61.2
        
        
           
        
        
        
        
          $
        
        
          27.3
        
        
        
        
          $
        
        
          6.1
        
        
           
        
        
        
        
          $
        
        
          (1.4
        
        
          )
        
        
        
        
          $
        
        
          -
        
        
           
        
        
        
        
          $
        
        
          93.3
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Note: Amounts calculated prior to rounding
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            (a) It is the Company's policy to record Income tax expense and 
            Interest expense on a consolidated basis. Accordingly, such 
            amounts are not reflected in the operating results of the 
            operating segments.
          
        
      
      
        
           
        
      
      
        
          
            (b) Adjustment reflects restricted stock amortization which is 
            associated with and included in Restructuring and related charges. 
            The adjustment negates the impact of reflecting this expense twice.
          
        
      
    
    
    
    
      
        
          Table 4
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP Loss from Continuing Operations to 
          Adjusted EBITDA
        
      
      
        
          for the twelve months ended September 30, 2007
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
        
        
        
        
          Global Batteries & Personal Care
        
        
           
        
        
          Global Pet Supplies
        
        
           
        
        
          Home & Garden
        
        
        
        
          CORP
        
        
        
        
          Unallocated Items (a)
        
        
           
        
        
          Consolidated Spectrum Brands, Inc.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Income (loss) from continuing operations, net of tax
        
        
        
        
          $
        
        
          (146.2
        
        
          )
        
        
        
        
          $
        
        
          46.8
        
        
        
        
          $
        
        
          (88.0
        
        
          )
        
        
        
        
          $
        
        
          (57.7
        
        
          )
        
        
        
        
          $
        
        
          (311.6
        
        
          )
        
        
        
        
          $
        
        
          (556.8
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Income tax expense - continuing operations
          
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
        
        
          55.8
        
        
        
        
        
        
        
        
          55.8
        
        
        
      
      
        
          Interest expense
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
        
        
          255.8
        
        
        
        
        
        
        
        
          255.8
        
        
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          237.4
        
        
        
        
        
        
        
        
          1.0
        
        
        
        
        
        
          124.0
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          362.4
        
        
        
      
      
        
          
            Restructuring and related charges
          
        
        
        
        
        
        
          48.5
        
        
        
        
        
        
        
        
          22.4
        
        
        
        
        
        
          7.0
        
        
        
        
        
        
        
        
          20.1
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          98.0
        
        
        
      
      
        
          Restricted Stock Amortization/Restructuring (b)
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (9.9
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (9.9
        
        
          )
        
      
      
        
          Transaction costs
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
          3.9
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          3.9
        
        
        
      
      
        
          Brazilian IPI Credit
        
        
        
        
           
        
        
          (8.7
        
        
          )
        
        
        
        
           
        
        
          -
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          (8.7
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBIT
        
        
        
        
        
        
          131.0
        
        
        
        
        
        
        
        
          70.2
        
        
        
        
        
        
          46.9
        
        
        
        
        
        
        
        
          (47.5
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          200.6
        
        
        
      
      
        
          Depreciation and Amortization
        
        
        
        
           
        
        
          33.7
        
        
           
        
        
        
        
           
        
        
          22.3
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          21.4
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          77.4
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBITDA
        
        
        
        
          $
        
        
          164.7
        
        
           
        
        
        
        
          $
        
        
          92.5
        
        
        
        
          $
        
        
          46.9
        
        
           
        
        
        
        
          $
        
        
          (26.1
        
        
          )
        
        
        
        
          $
        
        
          -
        
        
           
        
        
        
        
          $
        
        
          278.0
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Note: Amounts calculated prior to rounding
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            (a) It is the Company's policy to record Income tax expense and 
            Interest expense on a consolidated basis. Accordingly, such 
            amounts are not reflected in the operating results of the 
            operating segments.
          
        
      
      
        
           
        
      
      
        
          
            (b) Adjustment reflects restricted stock amortization which is 
            associated with and included in Restructuring and related charges. 
            The adjustment negates the impact of reflecting this expense twice.
          
        
      
    
    
    
    
      
        
          Table 4
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP Loss from Continuing Operations to 
          Adjusted EBITDA
        
      
      
        
          for the three months ended September 30, 2008
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
        
        
        
        
          Global Batteries & Personal Care
        
        
           
        
        
          Global Pet Supplies
        
        
           
        
        
          Home & Garden
        
        
        
        
          CORP
        
        
        
        
          Unallocated Items (a)
        
        
           
        
        
          Consolidated Spectrum Brands, Inc.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Income (loss) from continuing operations, net of tax
          
        
        
        
        
          $
        
        
          (33.8
        
        
          )
        
        
        
        
          $
        
        
          (349.5
        
        
          )
        
        
        
        
          $
        
        
          (95.2
        
        
          )
        
        
        
        
          $
        
        
          (17.8
        
        
          )
        
        
        
        
          $
        
        
          3.9
        
        
        
        
        
        
          $
        
        
          (492.6
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
          
             
          
        
        
        
        
        
        
        
        
        
        
        
      
      
        
          
            Income tax benefit - continuing operations
          
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
        
        
          (60.1
        
        
          )
        
        
        
        
        
        
          (60.1
        
        
          )
        
      
      
        
          Interest expense
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
        
        
          56.5
        
        
        
        
        
        
        
        
          56.5
        
        
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          85.7
        
        
        
        
        
        
        
        
          368.7
        
        
        
        
        
        
        
        
          96.0
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          550.4
        
        
        
      
      
        
          
            Restructuring and related charges
          
        
        
        
        
        
        
          6.0
        
        
        
        
        
        
        
        
          1.6
        
        
        
        
        
        
        
        
          0.9
        
        
        
        
        
        
        
        
          0.6
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          9.1
        
        
        
      
      
        
          Restricted Stock Amortization/Restructuring (b)
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (0.3
        
        
          )
        
        
        
        
        
        
          (0.3
        
        
          )
        
      
      
        
          Brazilian IPI Credit
        
        
        
        
        
        
          (3.6
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (3.6
        
        
          )
        
      
      
        
          Transaction costs
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          3.4
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          3.4
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBIT
        
        
        
        
        
        
          54.3
        
        
        
        
        
        
        
        
          20.8
        
        
        
        
        
        
        
        
          1.7
        
        
        
        
        
        
        
        
          (13.8
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          63.0
        
        
        
      
      
        
          Depreciation and Amortization
        
        
        
        
           
        
        
          8.8
        
        
           
        
        
        
        
           
        
        
          6.0
        
        
           
        
        
        
        
           
        
        
          3.5
        
        
           
        
        
        
        
           
        
        
          3.5
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          21.8
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBITDA
        
        
        
        
          $
        
        
          63.1
        
        
           
        
        
        
        
          $
        
        
          26.8
        
        
           
        
        
        
        
          $
        
        
          5.2
        
        
           
        
        
        
        
          $
        
        
          (10.3
        
        
          )
        
        
        
        
          $
        
        
          -
        
        
           
        
        
        
        
          $
        
        
          84.8
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Note: Amounts calculated prior to rounding
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            (a) It is the Company's policy to record Income tax expense and 
            Interest expense on a consolidated basis. Accordingly, such 
            amounts are not reflected in the operating results of the 
            operating segments.
          
        
      
      
        
           
        
      
      
        
          
            (b) Adjustment reflects restricted stock amortization which is 
            associated with and included in Restructuring and related charges. 
            The adjustment negates the impact of reflecting this expense twice.
          
        
      
    
    
    
    
      
        
          Table 4
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP Loss from Continuing Operations to 
          Adjusted EBITDA
        
      
      
        
          for the twelve months ended September 30, 2008
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
           
        
        
        
        
        
        
           
        
        
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
        
        
        
        
          Global Batteries & Personal Care
        
        
           
        
        
           
        
        
          Global Pet Supplies
        
        
           
        
        
           
        
        
          Home & Garden
        
        
        
        
          CORP
        
        
        
        
          Unallocated Items (a)
        
        
           
        
        
          Consolidated Spectrum Brands, Inc.
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Income (loss) from continuing operations, net of tax
        
        
        
        
          $
        
        
          34.5
        
        
        
        
        
        
          $
        
        
          (457.1
        
        
          )
        
        
        
        
          $
        
        
          (237.4
        
        
          )
        
        
        
        
          $
        
        
          (52.9
        
        
          )
        
        
        
        
          $
        
        
          (217.4
        
        
          )
        
        
        
        
          $
        
        
          (930.3
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Income tax benefit - continuing operations
          
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
        
        
          (11.6
        
        
          )
        
        
        
        
        
        
          (11.6
        
        
          )
        
      
      
        
          Interest expense
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
        
        
        
        
          229.0
        
        
        
        
        
        
        
        
          229.0
        
        
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          101.9
        
        
        
        
        
        
        
        
          523.6
        
        
        
        
        
        
        
        
          241.4
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          866.9
        
        
        
      
      
        
          
            Restructuring and related charges
          
        
        
        
        
        
        
          28.2
        
        
        
        
        
        
        
        
          2.7
        
        
        
        
        
        
        
        
          4.1
        
        
        
        
        
        
        
        
          4.4
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          39.3
        
        
        
      
      
        
          Restricted Stock Amortization/Restructuring (b)
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (0.4
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (0.4
        
        
          )
        
      
      
        
          Brazilian IPI Credit
        
        
        
        
        
        
          (11.9
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          (11.9
        
        
          )
        
      
      
        
          Transaction costs
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          1.5
        
        
           
        
        
        
        
           
        
        
          7.9
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          9.4
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBIT
        
        
        
        
        
        
          152.7
        
        
        
        
        
        
        
        
          69.2
        
        
        
        
        
        
        
        
          9.6
        
        
        
        
        
        
        
        
          (41.0
        
        
          )
        
        
        
        
        
        
          -
        
        
        
        
        
        
        
        
          190.4
        
        
        
      
      
        
          Depreciation and Amortization
        
        
        
        
           
        
        
          32.5
        
        
           
        
        
        
        
           
        
        
          22.9
        
        
           
        
        
        
        
           
        
        
          27.5
        
        
           
        
        
        
        
           
        
        
          8.0
        
        
           
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          90.9
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBITDA
        
        
        
        
          $
        
        
          185.2
        
        
           
        
        
        
        
          $
        
        
          92.1
        
        
           
        
        
        
        
          $
        
        
          37.1
        
        
           
        
        
        
        
          $
        
        
          (33.0
        
        
          )
        
        
        
        
          $
        
        
          -
        
        
           
        
        
        
        
          $
        
        
          281.3
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Note: Amounts calculated prior to rounding
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            (a) It is the Company's policy to record Income tax expense and 
            Interest expense on a consolidated basis. Accordingly, such 
            amounts are not reflected in the operating results of the 
            operating segments.
          
        
      
      
        
           
        
      
      
        
          
            (b) Adjustment reflects restricted stock amortization which is 
            associated with and included in Restructuring and related charges. 
            The adjustment negates the impact of reflecting this expense twice.
          
        
      
    
    
    
    
      
        
          Table 5
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP Loss from Continuing Operations to 
          Adjusted EBITDA - Home & Garden Business
        
      
      
        
          for the three months ended September 30, 2008
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
           
        
        
        
        
        
        
           
        
        
        
        
           
        
        
        
      
      
        
        
        
        
        
          Control Products
        
        
           
        
        
           
        
        
          Growing Products
        
        
           
        
        
          Home & Garden
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Loss from continuing operations, net of tax
          
        
        
        
        
          $
        
        
          (74.8
        
        
          )
        
        
        
        
          $
        
        
          (20.4
        
        
          )
        
        
        
        
          $
        
        
          (95.2
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          89.1
        
        
        
        
        
        
        
        
          6.9
        
        
        
        
        
        
        
        
          96.0
        
        
        
      
      
        
          
            Restructuring and related charges
          
        
        
        
        
        
        
          0.4
        
        
        
        
        
        
        
        
          0.5
        
        
        
        
        
        
        
        
          0.9
        
        
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBIT
        
        
        
        
        
        
          14.7
        
        
        
        
        
        
        
        
          (13.0
        
        
          )
        
        
        
        
        
        
          1.7
        
        
        
      
      
        
          Depreciation and Amortization
        
        
        
        
           
        
        
          2.4
        
        
           
        
        
        
        
           
        
        
          1.1
        
        
           
        
        
        
        
           
        
        
          3.5
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBITDA
        
        
        
        
          $
        
        
          17.1
        
        
           
        
        
        
        
          $
        
        
          (11.9
        
        
          )
        
        
        
        
          $
        
        
          5.2
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Note: Amounts calculated prior to rounding
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Table 5
        
      
      
        
          SPECTRUM BRANDS, INC.
        
      
      
        
          Reconciliation of GAAP Loss from Continuing Operations to 
          Adjusted EBITDA - Home & Garden Business
        
      
      
        
          for the twelve months ended September 30, 2008
        
      
      
        
          (Unaudited)
        
      
      
        
          ($ in millions)
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
        
        
        
        
          Control Products
        
        
           
        
        
           
        
        
          Growing Products
        
        
           
        
        
          Home & Garden
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          
            Loss from continuing operations, net of tax
          
        
        
        
        
          $
        
        
          (206.5
        
        
          )
        
        
        
        
          $
        
        
          (30.9
        
        
          )
        
        
        
        
          $
        
        
          (237.4
        
        
          )
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Goodwill and intangibles impairment
        
        
        
        
        
        
          233.7
        
        
        
        
          
             
          
        
        
        
        
          7.7
        
        
        
        
        
        
        
        
          241.4
        
        
        
      
      
        
          Restructuring and Related charges
        
        
        
        
        
        
          2.0
        
        
        
        
        
        
        
        
          2.1
        
        
        
        
        
        
        
        
          4.1
        
        
        
      
      
        
          Transaction costs
        
        
        
        
           
        
        
          -
        
        
           
        
        
        
        
           
        
        
          1.5
        
        
           
        
        
        
        
           
        
        
          1.5
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBIT
        
        
        
        
        
        
          29.2
        
        
        
        
        
        
        
        
          (19.6
        
        
          )
        
        
        
        
        
        
          9.6
        
        
        
      
      
        
          Depreciation and Amortization
        
        
        
        
           
        
        
          19.2
        
        
           
        
        
        
        
           
        
        
          8.3
        
        
           
        
        
        
        
           
        
        
          27.5
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Adjusted EBITDA
        
        
        
        
          $
        
        
          48.4
        
        
           
        
        
        
        
          $
        
        
          (11.3
        
        
          )
        
        
        
        
          $
        
        
          37.1
        
        
           
        
      
      
        
        
        
        
        
        
        
        
        
        
        
        
        
        
        
           
        
      
      
        
          Note: Amounts calculated prior to rounding