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SPECTRUM BRANDS, INC. Form 8-K: Current report, 2012

SPECTRUM BRANDS, INC. Form 8-K: Current report

Filings on SEC EDGAR, newest first; amendments sit with their base form. Values are as filed.

  • 2012-12-21: Form 8-K; Period of report 2012-12-17; Description 1.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events; Details 1.01.
  • 2012-11-21: Form 8-K; Period of report 2012-11-16; Description 1.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; Details 1.01.
  • 2012-11-02: Form 8-K; Period of report 2012-11-01; Description 1.01 Entry into a Material Definitive Agreement; Details 1.01.
  • 2012-10-31: Form 8-K; Period of report 2012-10-31; Description 8.01 Other Events; Details 8.01.
FiledFormPeriod of reportDescriptionDetailsDocument
2012-12-218-K2012-12-171.01 Entry into a Material Definitive Agreement; 2.01 Completion of Acquisition or Disposition of Assets; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 8.01 Other Events1.01 Entry into a Material Definitive Agreement.
2.01 On December 17, 2012, Spectrum Brands completed the First Closing, pursuant to the Acquisition Agreement between Seller and Spectrum Brands for $1.4 billion in cash.
2.03 The information set forth under Item 1.01, Item 2.01 and Item 8.01 is hereby incorporated by reference into this Item 2.03.
8.01 On December 17, 2012, in connection with the First Closing and the entry into the Term Credit Agreement, Spectrum Brands assumed the obligations of the $520 million aggregate principal amount of 6.375% Senior Notes due 2020 (the “2020 Notes”) and U.S. $570 million aggregate principal amount of 6.625% Senior Notes due 2022 (the “2022 Notes”) (collectively, the “New Senior Notes”) previously issued by Spectrum Brands Escrow Corp. The New Senior Notes will also be fully and unconditionally guaranteed by certain of Spectrum Brands’ subsidiaries.
eh1201311_8k-sbi.htm
2012-11-218-K2012-11-161.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant1.01 Entry into a Material Definitive Agreement.
2.03 Upon the Assumption, the Notes will become direct financial obligations of the Company.
eh1201216_8k-sbi.htm
2012-11-028-K2012-11-011.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.eh1201159_8k-sbi.htm
2012-10-318-K2012-10-318.01 Other Events8.01 On October 31, 2012, Spectrum Brands Holdings Inc., the indirect parent of Spectrum Brands, Inc. (“SBI”), issued a press release announcing that SBI intends to commence an offering of $1,040 million aggregate principal amount of senior notes (the “Notes”).a12-25551_28k.htm
2012-10-228-K2012-10-222.02 Results of Operations and Financial Condition; 7.01 Regulation FD Disclosure2.02 The following information in this Item 2.02, to the extent the information discusses financial results of Spectrum Brands, Inc. (“Spectrum Brands”) is being furnished pursuant to this Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
7.01 On October 22, 2012, Spectrum Brands also provided potential lenders with a presentation relating to the previously announced acquisition of the residential hardware and home improvement business from Stanley Black & Decker.
eh1201129_8k-sbi.htm
2012-10-198-K2012-10-197.01 Regulation FD Disclosure7.01 As previously announced, on October 8, 2012, Spectrum Brands, Inc. (“Spectrum Brands”) entered into an Acquisition Agreement (the “Acquisition Agreement”), with Stanley Black & Decker, Inc. (“Seller”), to acquire the residential hardware and home improvement business (the “HHI Business”) of Seller (the “Acquisition”).eh1201104_8k-sbi.htm
2012-10-128-K2012-10-081.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.eh1201100_8k-sbi.htm
2012-10-098-K2012-10-087.01 Regulation FD Disclosure7.01 On October 9, 2012, Spectrum Brands Holdings, Inc. (“SB Holdings”), announced that its subsidiary, Spectrum Brands, Inc. (“Spectrum Brands”) has entered into an Acquisition Agreement, dated as of October 8, 2012 (the “Acquisition Agreement”), with Stanley Black & Decker, Inc., a Connecticut corporation (“Seller”).eh1201088_8k-sbi.htm
2012-08-108-K2012-08-092.02 Results of Operations and Financial Condition2.02 The following information, including the Exhibit referenced in this Item 2.02 to the extent the Exhibit discusses financial results of Spectrum Brands Holdings, Inc. (“Spectrum Brands Holdings” or the “Company”), is being furnished pursuant to this Item 2.02 and shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.sbitermdebtpressrelease080.htm
2012-05-318-K2012-05-241.01 Entry into a Material Definitive Agreement1.01 Entry into a Material Definitive Agreement.abl4thamendment.htm
2012-03-298-K2012-03-281.02 Termination of a Material Definitive Agreement; 8.01 Other Events1.02 On March 29, 2012, Spectrum Brands, Inc. (the “Company” or “Spectrum”) issued a press release announcing that it had satisfied and discharged its obligations under the indenture (the “Indenture”) governing its 12% Senior Subordinated Toggle Notes due 2019 (the “Notes”) after irrevocably depositing sufficient funds with U.S. Bank National Association, the trustee under the Indenture (the “Trustee”), to be applied toward the redemption of all remaining outstanding Notes by the Trustee on August 28, 2012.
8.01 The Company also announced the expiration, at midnight, New York City time, March 28, 2012, of its previously disclosed tender offer with respect to the Notes, and that it had accepted for purchase, pursuant to the tender offer, an aggregate principal amount of $87,856 of Notes which were validly tendered after March 14, 2012 at 5:00 p.m.
eh1200477_8k-sbi.htm
2012-03-218-K2012-03-201.01 Entry into a Material Definitive Agreement; 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant; 7.01 Regulation FD Disclosure1.01 On March 20, 2012, Spectrum Brands, Inc. (the “Company” or “Spectrum”) issued a press release announcing that, pursuant to its previously disclosed entry into the purchase agreement dated as of March 15, 2012 (the "Purchase Agreement") with the initial purchasers named therein, the Company has closed its offering of an aggregate principal amount of $300 million of its 6.750% Senior Notes due 2020 (the "Notes") and has entered into the indenture governing the Notes (the "Indenture"), among the Company, the guarantors named therein, and U.S. Bank, National Association, as Trustee.
2.03 The information contained in Item 1.01 above is hereby incorporated by reference into this Item 2.03.
7.01 The information contained in Item 2.03 above is hereby incorporated by reference into this Item 7.01.
eh1200455_8k-sbi.htm
2012-03-168-K2012-03-131.01 Entry into a Material Definitive Agreement1.01 On March 15, 2012, Spectrum Brands, Inc. (the “Company” or “Spectrum”) entered into a Purchase Agreement (the “Purchase Agreement”) with the initial purchasers named therein (the “Initial Purchasers”).eh1200426_8k-sbi.htm
2012-03-158-K2012-03-147.01 Regulation FD Disclosure; 8.01 Other Events7.01 The following information is being furnished pursuant to this Item 7.01 shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
8.01 On March 14, 2012, Spectrum also issued a press release announcing that it intends to commence an offering of $275 million aggregate principal amount of senior notes due 2020.
eh1200422_8k-sbi.htm
2012-03-018-K2012-03-017.01 Regulation FD Disclosure7.01 On March 1, 2012 the Company announced that it intends to commence a cash tender offer (the “Tender Offer”) to purchase any and all of its outstanding 12% Senior Subordinated Notes Toggle due 2014 (the “Notes”).eh1200354_8k-sbi.htm