0000950142-11-001351.txt : 20110722
0000950142-11-001351.hdr.sgml : 20110722
20110722164922
ACCESSION NUMBER: 0000950142-11-001351
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20110720
FILED AS OF DATE: 20110722
DATE AS OF CHANGE: 20110722
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FALCONE PHILIP
CENTRAL INDEX KEY: 0001233569
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34757
FILM NUMBER: 11982989
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Spectrum Brands Holdings, Inc.
CENTRAL INDEX KEY: 0001487730
STANDARD INDUSTRIAL CLASSIFICATION: MISCELLANEOUS ELECTRICAL MACHINERY, EQUIPMENT & SUPPLIES [3690]
IRS NUMBER: 272166630
STATE OF INCORPORATION: DE
FISCAL YEAR END: 0930
BUSINESS ADDRESS:
STREET 1: 601 RAYOVAC DRIVE
CITY: MADISON
STATE: WI
ZIP: 53711
BUSINESS PHONE: 608-275-3340
MAIL ADDRESS:
STREET 1: 601 RAYOVAC DRIVE
CITY: MADISON
STATE: WI
ZIP: 53711
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
CENTRAL INDEX KEY: 0001233563
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34757
FILM NUMBER: 11982988
BUSINESS ADDRESS:
STREET 1: C/O INTERNATIONAL FUND SVS. (IRELAND) LT
STREET 2: 78 SIR JOHN ROGERSON'S QUAY
CITY: DUBLIN 2
STATE: L2
ZIP: 00000
BUSINESS PHONE: 2125216972
MAIL ADDRESS:
STREET 1: C/O INTERNATIONAL FUND SVS. (IRELAND) LT
STREET 2: 78 SIR JOHN ROGERSON'S QUAY
CITY: DUBLIN 2
STATE: L2
ZIP: 00000
FORMER NAME:
FORMER CONFORMED NAME: HARBERT DISTRESSED INVESTMENT MASTER FUND LTD
DATE OF NAME CHANGE: 20030516
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P.
CENTRAL INDEX KEY: 0001371517
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34757
FILM NUMBER: 11982986
BUSINESS ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-339-5100
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
FORMER NAME:
FORMER CONFORMED NAME: HARBINGER CAPITAL PARTNERS SITUATIONS FUND, L.P.
DATE OF NAME CHANGE: 20060803
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS GP, LLC
CENTRAL INDEX KEY: 0001371518
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34757
FILM NUMBER: 11982985
BUSINESS ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-339-5100
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARBINGER HOLDINGS, LLC
CENTRAL INDEX KEY: 0001456927
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34757
FILM NUMBER: 11982991
BUSINESS ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-339-5100
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: HARBINGER CAPITAL PARTNERS LLC
CENTRAL INDEX KEY: 0001457298
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34757
FILM NUMBER: 11982987
BUSINESS ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
BUSINESS PHONE: 212-339-5100
MAIL ADDRESS:
STREET 1: 450 PARK AVENUE, 30TH FLOOR
CITY: NEW YORK
STATE: NY
ZIP: 10022
4
1
es1100550_form4-sphiex.xml
FORM 4
X0303
4
2011-07-20
0
0001487730
Spectrum Brands Holdings, Inc.
SPB
0001233563
HARBINGER CAPITAL PARTNERS MASTER FUND I, LTD.
C/O INTERNATIONAL FUND SVS. (IRELAND) LT
78 SIR JOHN ROGERSON'S QUAY
DUBLIN 2
L2
00000
IRELAND
0
0
1
1
*See Remarks
0001457298
HARBINGER CAPITAL PARTNERS LLC
450 PARK AVENUE, 30TH FLOOR
NEW YORK
NY
10022
0
0
1
1
*See Remarks
0001371517
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS FUND, L.P.
450 PARK AVENUE, 30TH FLOOR
NEW YORK
NY
10022
0
0
1
1
*See Remarks
0001371518
HARBINGER CAPITAL PARTNERS SPECIAL SITUATIONS GP, LLC
450 PARK AVENUE, 30TH FLOOR
NEW YORK
NY
10022
0
0
1
1
*See Remarks
0001456927
HARBINGER HOLDINGS, LLC
450 PARK AVENUE, 30TH FLOOR
NEW YORK
NY
10022
0
0
1
1
*See Remarks
0001233569
FALCONE PHILIP
450 PARK AVENUE, 30TH FLOOR
NEW YORK
NY
10022
0
0
1
1
*See Remarks
Common Stock (par value $0.01 per share)
2011-07-20
4
S
0
5495489
28.00
D
903423
D
Common Stock (par value $0.01 per share)
101089
D
Common Stock (par value $0.01 per share)
27756905
I
See footnotes
These shares of the Issuer's common stock, par value $0.01 per share (the "SPB Shares") are owned directly by Harbinger Capital Partners Master Fund I, Ltd. (the "Master Fund"), which is a Reporting Person.
These SPB Shares may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners LLC ("Harbinger LLC"), the investment manager of the Master Fund; Harbinger Holdings, LLC ("Harbinger Holdings"), the manager of Harbinger LLC; and Philip Falcone, the managing member of Harbinger Holdings and the portfolio manager of the Master Fund.
Each Reporting Person listed in Footnote 2 disclaims beneficial ownership of the SPB Shares except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the SPB Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
These SPB Shares are owned directly by Harbinger Capital Partners Special Situations Fund, L.P. (the "Special Situations Fund"), which is a Reporting Person.
These SPB Shares may be deemed to be indirectly beneficially owned by the following, each of whom is a Reporting Person: Harbinger Capital Partners Special Situations GP, LLC ("HCPSS"), the general partner of the Special Situations Fund; Harbinger Holdings, the managing member of HCPSS; and Philip Falcone (collectively, the Master Fund, Harbinger LLC, Harbinger Holdings, the Special Situations Fund, HCPSS and Mr. Falcone, the "HCP Persons"), the managing member of Harbinger Holdings and the portfolio manager of the Special Situations Fund.
Each Reporting Person listed in Footnote 5 disclaims beneficial ownership of the SPB Shares except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such Reporting Person is the beneficial owner of the SPB Shares for purposes of Section 16 of the Exchange Act of 1934, as amended, or for any other purpose.
These SPB Shares are directly owned by Harbinger Group Inc. ("HGI"), which is not a Reporting Person. These SPB Shares owned by HGI may be deemed to be indirectly beneficially owned by the HCP Persons, each of whom is a Reporting Person.
Each of the HCP Persons disclaims beneficial ownership of the SPB Shares owned by HGI except to the extent of his or its pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of such SPB Shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose.
(+) The HCP Persons and HGI may be deemed to be members of a "group" for purposes of the Securities Exchange Act of 1934, as amended. Each of the HCP Persons and HGI disclaims beneficial ownership of any securities deemed to be owned by the group that are not directly owned by such person. This report shall not be deemed an admission that such person is a member of a group or the beneficial owner of any securities not directly owned by such person.(+) Mr. David M. Maura and Mr. Omar Asali serve on the board of directors of the Issuer. Mr. Maura is a Vice President and Director of Investments of Harbinger LLC and Mr. Asali is Head of Global Strategy and Managing Director of Harbinger LLC. As a result, the persons listed herein may be deemed directors of the Issuer by deputization.
Harbinger Capital Partners Master Fund I, Ltd.(+) By: Harbinger Capital Partners LLC, By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone
2011-07-22
Harbinger Capital Partners LLC(+) By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone
2011-07-22
Harbinger Capital Partners Special Situations Fund, L.P.(+) By: Harbinger Capital Partners Special Situations GP, LLC By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone
2011-07-22
Harbinger Capital Partners Special Situations GP, LLC(+) By: Harbinger Holdings, LLC, Managing Member By: /s/ Philip Falcone
2011-07-22
Harbinger Holdings, LLC(+) By: /s/ Philip Falcone
2011-07-22
/s/ Philip Falcone(+)
2011-07-22