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Spin Information Statement ˆ200GZySrv5FeZ!z7*Š 200GZySrv5FeZ!z7* IL0104AM021170 ENERGIZER HOLDINGS, RR Donnelley ProFile11.6.19 MWRgrayg0cw 15-Jun-2015 17:27 EST 839175 LTRA 1 8* g69l89-3.0 FORM 10 START PAGE LAN CLN g89c01-1.0 PS PMT 4C June 18, 2015 Dear Energizer Holdings, Inc. Shareholder: Last year we announced plans to separate our Household Products and Personal Care businesses into two independent, publicly traded companies. The separation will occur by means of a spin-off of a newly formed company named Energizer SpinCo, Inc. (“New Energizer”), which will own the Household Products business currently owned by Energizer Holdings, Inc. (“ParentCo”). ParentCo, the existing publicly traded company, will continue to own its Personal Care business. The separation is expected to create two strong, independent public companies with distinct brands, categories and corporate strategies. ParentCo will continue to be a leading consumer products company with an attractive stable of well-established brand names, including Schick® and Wilkinson Sword® in Wet Shave; Edge® and Skintimate® in shave preparation; Playtex®, Stayfree®, Carefree® and o.b.® in Feminine Care; and Banana Boat® and Hawaiian Tropic® in Sun Care. With batteries and portable lighting products, New Energizer is expected to generate strong margins and significant cash flows, and will be anchored by the universally recognized Energizer® and Eveready® brands. The separation will be effected by means of a pro rata distribution of 100% of the outstanding shares of New Energizer common stock to holders of ParentCo common stock. Each ParentCo shareholder will receive one share of New Energizer common stock for every share of ParentCo common stock held as of the close of business on June 16, 2015, the record date for the distribution. The New Energizer common stock will be issued in book-entry form only, which means that no physical share certificates will be issued. We expect the separation and distribution will be tax-free for U.S. federal income tax purposes to ParentCo shareholders. No vote of ParentCo shareholders is required for the distribution. You do not need to take any action to receive shares of New Energizer common stock to which you are entitled as a ParentCo shareholder, and you do not need to pay any consideration or surrender or exchange your ParentCo common stock. We encourage you to read the attached information statement, which is being provided to all ParentCo shareholders who held shares on the record date for the distribution. The information statement describes the separation in detail and contains important business and financial information about New Energizer. We believe the separation provides tremendous opportunities for our businesses and our shareholders, as we work to continue to build long-term shareholder value. We appreciate your continuing support of ParentCo, and look forward to your future support of both companies. Sincerely, Ward M. Klein Chief Executive Officer Energizer Holdings, Inc. ˆ200GZySrv5Fe7jihlŠ 200GZySrv5Fe7jihl IL0104AM021170 ENERGIZER HOLDINGS, RR Donnelley ProFile11.6.19 MWRgrayg0cw15-Jun-2015 17:25 EST 839175 LTRB 1 8* g69l89-3.0 FORM 10 LAN CLN g75d49-1.0 PS PMT 4C June 18, 2015 Dear Future Energizer SpinCo, Inc. Shareholder: I am excited to welcome you as a future shareholder of Energizer SpinCo, Inc. (“New Energizer”). New Energizer’s portfolio of battery and lighting products are designed to meet the needs of diverse consumers around the globe and are marketed under the iconic Energizer and Eveready brands. We believe this winning combination will position us to maintain our strong market positions and drive high household penetration in the categories in which we compete, while continuing to earn steady, healthy margins across our business. As a pure-play household products company, we believe we will be attractively positioned to: • build our business through increased distribution and investment in effective category fundamentals; • strengthen and support our brands through relevant, consumer-led marketing innovation; • maintain our relentless focus on challenging costs across the enterprise; and • bolster free cash flow and unlock the full potential of our business to deliver long-term value to all our stakeholders. New Energizer’s common stock has been authorized for listing on the New York Stock Exchange under the symbol “ENR,” subject to official notice of distribution. ParentCo expects to change its stock symbol from “ENR” to “EPC” upon completion of the separation. Our management team is energized by the path ahead, and ready for the opportunities and challenges that we face. We invite you to learn more about New Energizer and our strategic initiatives by reading the attached information statement. We welcome you as our future shareholder and thank you for your trust in us and support. Sincerely, Alan R. Hoskins President and Chief Executive Officer Energizer SpinCo, Inc. ˆ200GZySrv5FQaR!hÇŠ 200GZySrv5FQaR!h˙ IL0104AM021170 ENERGIZER HOLDINGS, RR Donnelley ProFile11.6.19 MWRgrayg0cw15-Jun-2015 16:55 EST 839175 COV 1 14* FORM 10 LAN CLN PS PMT 1C INFORMATION STATEMENT Energizer SpinCo, Inc. This information statement is being furnished in connection with the distribution by Energizer Holdings, Inc. (“ParentCo”) to its shareholders of all of the outstanding shares of common stock of Energizer SpinCo, Inc. (“New Energizer”), a wholly owned subsidiary of ParentCo that will hold the assets and liabilities associated with ParentCo’s Household Products business. To implement the distribution, ParentCo will distribute all of the shares of New Energizer common stock on a pro rata basis to ParentCo shareholders in a transaction that is intended to qualify as tax-free for United States (“U.S.”) federal income tax purposes. For every share of common stock of ParentCo held of record by you as of the close of business on June 16, 2015, the record date for the distribution, you will receive one share of New Energizer common stock. You will receive cash in lieu of any fractional shares of New Energizer common stock that you would have received after application of the above ratio. As discussed under “The Separation and Distribution—Trading Between the Record Date and Distribution Date,” if you sell your shares of ParentCo common stock in the “regular-way” market after the record date and before the distribution date, you also will be selling your right to receive shares of New Energizer common stock in connection with the separation and distribution. We expect the shares of New Energizer common stock to be distributed by ParentCo to you at 12:01 a.m., Eastern Time, on July 1, 2015. We refer to the date of the distribution of the New Energizer common stock as the “distribution date.” No vote of ParentCo shareholders is required for the distribution. Therefore, you are not being asked for a proxy, and you are requested not to send ParentCo a proxy, in connection with the distribution. You do not need to pay any consideration, exchange or surrender your existing shares of ParentCo common stock or take any other action to receive your shares of New Energizer common stock. There is no current trading market for New Energizer common stock, although we expect that a limited market, commonly known as a “when-issued” trading market, will develop on or shortly before the record date for the distribution, and we expect “regular-way” trading of New Energizer common stock to begin on the first trading day following the completion of the distribution. New Energizer has been authorized to have its shares of common stock listed on the New York Stock Exchange under the symbol “ENR,” subject to official notice of distribution. ParentCo will change its stock symbol from “ENR” to “EPC” upon completion of the separation. In reviewing this information statement, you should carefully consider the matters described under the caption “Risk Factors” beginning on page 20. Neither the U.S. Securities and Exchange Commission nor any state securities commission has approved or disapproved these securities or determined if this information statement is truthful or complete. Any representation to the contrary is a criminal offense. This information statement does not constitute an offer to sell or the solicitation of an offer to buy any securities. The date of this information statement is June 18, 2015. This information statement was first mailed to ParentCo shareholders on or about June 18, 2015. ˆ200GZySrv2#dPco7&Š 200GZySrv2#dPco7& NC8600AC570635 ENERGIZER HOLDINGS, RR Donnelley ProFile11.6.18 MWRnichk0cm 22-May-2015 21:31 EST 839175 ROM 1 12* FORM 10 START PAGE LAN CLN PS PMT 1C TABLE OF CONTENTS Page Questions and Answers About the Separation and Distribution ................................... 1 Information Statement Summary ........................................................... 8 Summary of Risk Factors ................................................................. 14 Summary Historical and Unaudited Pro Forma Combined Financial Data ........................... 19 Risk Factors ........................................................................... 20 Cautionary Statement Concerning Forward-Looking Statements .................................. 37 The Separation and Distribution ............................................................ 39 Dividend Policy ........................................................................ 48 Capitalization .......................................................................... 49 Selected Historical Combined
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