8-K 1 a5446631.txt SPECTRUM BRANDS, INC. 8-K UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: July 12, 2007 --------------------------------------- (Date of earliest event reported) SPECTRUM BRANDS, INC. ------------------------------------------------------ (Exact Name of Registrant as Specified in Charter) Wisconsin 001-13615 22-2423556 ------------------------------ --------------- ----------------------------- (State or other Jurisdiction (Commission (IRS Employer of Incorporation) File No.) Identification No.) Six Concourse Parkway, Suite 3300, Atlanta, Georgia 30328 --------------------------------------------------------- (Address of principal executive offices, including zip code) (770) 829-6200 ------------------------------------------------------ (Registrant's telephone number, including area code) N/A --------------------------------------------------------------- (Former Name or Former Address, if Changed Since Last Report) Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions: [ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) [ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) [ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) [ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) ITEM 2.02. RESULTS OF OPERATIONS AND FINANCIAL CONDITION On July 12, 2007, Spectrum Brands, Inc. (the "Company") issued a press release announcing that it anticipates that full year 2007 sales and EBITDA will be lower than previously anticipated in light of the Company's preliminary financial results for its recently completed third fiscal quarter and projections for its fourth fiscal quarter. A copy of the press release is attached hereto as Exhibit 99.1. Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements, which are based on the Company's current expectations and involve risks and uncertainties, including, but not limited to, risks and uncertainties relating to the Company's continued review of its third fiscal quarter financial results. The Company cautions the reader that actual results could differ materially from the expectations described in the forward-looking statements. The Company also cautions the reader that undue reliance should not be placed on any of the forward-looking statements, which speak only as of the date of this Current Report on Form 8-K. The Company undertakes no 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. ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS (d) Exhibits 99.1 Press Release dated July 12, 2007 issued by Spectrum Brands, Inc. SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: July 12, 2007 SPECTRUM BRANDS, INC. By: /s/ Anthony L. Genito ----------------------------------- Name: Anthony L. Genito Title: Senior Vice President, Chief Financial Officer and Chief Accounting Officer EXHIBIT INDEX Exhibit Description ------- ----------- 99.1 Press Release dated July 12, 2007 issued by Spectrum Brands, Inc.