Spectrum BrandS HoldingS is a global and diversified consumer products company with market-leading brands and fiscal 2012 net sales of $3.25 billion. Headquartered in Madison, Wisconsin, we are a leading worldwide supplier of consumer batteries; shaving, grooming and personal care products; small household appliances; specialty pet supplies; and lawn and garden, home pest control, and personal insect repellent products. Our products are well-known, widely trusted, sold by the world’s top 25 retailers, and available in more than one million stores in approximately 140 countries. Our brands are largely non-discretionary, non-premium priced, replacement packaged goods used by consumers on a daily basis. Our reporting segments are Global Batteries & Appliances (Personal Care and Home Appliances); Global Pet Supplies; and Home and Garden. In early fiscal 2013, we acquired the Hardware & Home Improvement Group (HHI) from Stanley Black & Decker, adding a fourth reporting segment with leading North American brands in residential locksets, residential builders’ hardware and faucets. On a pro forma basis with the addition of HHI, our Company has annual net sales of more than $4 billion and approximately 12,500 employees in 55 countries. Net Sales ($ in millions) Operating Income ($ in millions) FY2012: $3,252 $302 :FY2012 FY2011: $3,187 $228 :FY2011 *FY2010: $3,111 $169 :FY2010 Adjusted EBITDA ($ in millions) / (% = margin) Market Capitalization ($ in millions at fiscal year-end) FY2012: 14.9% $485 $2,060 :FY2012 FY2011: 14.3% $457 $1,234 :FY2011 *FY2010: 13.9% $432 $1,387 :FY2010 *Pro Forma PERSONAL CARE HOME APPLIANCES GLOBAL BATTERIES Remington® is “How the World Gets Our Russell Hobbs® business has leading Our battery products span the globe, Ready.” A leading global provider of positions in six kitchen/home appliance from North America to Europe to Latin men’s and women’s grooming and styling categories, including indoor grills, irons, America. We are the top one, two or products, Remington® is an innovator toaster ovens, toasters, citrus juicers and three supplier in each major region. In of affordable hair care appliances, breadmakers. Its well-known brands include Europe, premium-positioned VARTA® hair accessories, electric shavers, and George Foreman®, Black & Decker®, is the second largest alkaline battery body groomers and trimmers. In North Farberware®, Breadman®, Juiceman® and, brand. In North America, Rayovac® is the America, Remington® is the leader in in Europe, Russell Hobbs®. Our products number-three brand with a well-defined women’s electric hair removal and the appeal to consumer trends for healthy value proposition and growing market fastest-growing major hair care brand. eating and stay-at-home cooking. Russell share, and throughout Latin America, the Across Europe, Remington® is one of the Hobbs® is a market leader in North America Rayovac® brand is the battery market top two hair care brands. Remington® is and Western Europe, primarily the U.K., share leader. Our portfolio features a leader in the huge market for aesthetic and Australia, with growing positions in a wide variety of high-performance dermatology products and hair removal. Eastern Europe and Latin America. consumer batteries and lighting products. GLOBAL PET SUPPLIES HOME AND GARDEN Our United Pet Group is the leading manufacturer of consumer Cutter®, Repel®, Hot Shot®, Black Flag®, Garden Safe® and products for pet supply markets globally. In aquatics, Tetra® is the Spectracide® are among highly recognized brands in our United premium brand name with products including fish food and water Industries’ Home and Garden product portfolio. They include home, treatments, aquariums, filters, heaters, pumps and other supplies. lawn and garden insect and weed control products, personal and Our companion pet products include treats, clean-up and training area mosquito repellents, and bed bug control products in North aid products, health and grooming aids, and bedding marketed American markets with high barriers to entry. Retail distribution under brands such as 8-in-1®, Dingo®, FURminator® and Nature’s includes home improvement centers, mass merchandisers, Miracle®. Our trusted products have broad distribution throughout hardware stores, grocery stores and drug stores. Our products are North America, Europe and Japan. typically the superior value brand with a number-two position. 69% Global Batteries & Appliances FY2012 Net Sales (Prior to purchase of HHI) 12% Home and Garden 19% Global Pet Supplies 23% HHI Pro Forma FY2012 9% Home Net Sales and Garden (Post purchase of HHI) 53% Global Batteries 15% Global & Appliances Pet Supplies HARDWARE & earnings per share, adjusted EBITDA and free cash flow before HOME IMPROVEMENT synergies. EPS accretion pro forma for a full year of results is expected to be between $0.75 to $0.80 per share in fiscal In December 2012, Spectrum Brands completed the accretive 2013 and EPS accretion in fiscal 2014 is expected to exceed acquisition of the Hardware & Home Improvement Group $1.00 per share, excluding one-time transaction and integration (HHI) from Stanley Black & Decker for $1.4 billion in cash. HHI costs and including synergies. HHI should add more than an is a major manufacturer and supplier of residential locksets, incremental $90 million of free cash flow in the first two years residential builders’ hardware and faucets in key North after the closing of the acquisition in December 2012. American markets and with a portfolio of renowned brands, including Kwikset®, Weiser®, Baldwin®, National Hardware®, HHI has a number of exciting growth opportunities in North Stanley®, FANAL®, Pfister™ and EZSET®. HHI, which America and internationally. The scale and expanded product becomes Spectrum Brands’ fourth operating segment, is a offering provided by HHI further balances our Company’s leader in its markets with number-one positions sales profile and offers compelling cross- in U.S. residential locksets (Kwikset®), Canadian selling opportunities from higher sales of residential locksets (Weiser®), U.S. luxury Spectrum Brands’ products to major U.S. locksets (Baldwin®), and U.S. builders’ hardware home improvement centers and increasing HHI (National Hardware® and Stanley®), and a top sales to leading global mass merchants and five position in U.S. faucets (Pfister™). other Spectrum Brands retailers. By leveraging Spectrum Brands’ large U.S. merchandising HHI generated net sales of approximately team capabilities, HHI will be able to increase $985 million and adjusted EBITDA of $188 its in-store presence with customers. Spectrum million for the 12 months ended June 30, 2012. Brands’ and HHI’s product lines are Approximately 85 percent of HHI’s annual completely complementary, resulting in a revenues are generated in North America, with significant expansion of our Company’s more than 40 percent coming through U.S. home portfolio of products. improvement centers. HHI offers a new platform for global growth The HHI acquisition includes certain assets of using Spectrum Brands’ existing international Tong Lung Metal Industry Co. Ltd., a Taiwanese infrastructure, most notably in Europe. manufacturer of residential and commercial Additionally, HHI provides an entry into the locksets with facilities in Taiwan and the growing market of integrated residential Philippines. The Tong Lung manufacturing assets will provide security, fire and lighting categories, and the light commercial expanded sales platform capabilities, allowing for accelerated business, from key investments in patented innovations such as expansion in international markets. The Tong Lung assets its Smart Key re-keyable lockset technology and Smart Code acquisition is expected to occur by no later than March 31, 2013. Home Connect products. From a cost, product line and market share standpoint, HHI also is strongly positioned to benefit from HHI will enhance Spectrum Brands’ top-line growth, margins the U.S. housing market recovery. and free cash flow profile and be immediately accretive to FY2012 Net Sales ($ in millions) 40% FY2012 Adjusted EBITDA ($ in millions) Prior to purchase of HHI: $3,252 $485 :Prior to purchase of HHI 30% *Post purchase of HHI: $4,237 $678 :Post purchase of HHI* *Pro Forma David R. Lumley Chief Executive Officer TO OUR SHAREHOLDERS With record fiscal 2012 results, prospects for measured improvement in fiscal 2013, a new common stock dividend program in place, and the transformational and accretive acquisition of a new business completed, Spectrum Brands Holdings continues its momentum on a promising journey to build an even stronger platform for sustained global growth and increased shareholder value creation. e delivered a third straight year of record performance in Our tuck-in acquisitions of the Black Flag®/TAT® brands and fiscal 2012, and met or exceeded our financial guidance FURminator® pet grooming business in early fiscal 2012 Wfor the year, despite extraordinary, negative foreign were solid, accretive contributors to our record results. These currency impacts, challenging global economies, restrained two businesses were fully and quickly integrated, ahead of consumer spending, and major commodity and schedule and above initial synergy targets. They will remain Asian supply chain cost increases. Record net significant contributors in fiscal 2013 and beyond. sales and adjusted EBITDA were achieved by our global battery, personal care, pet We believe our performance underscores the strength of supplies, and home and garden divisions.