Filing Details

*	The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

 

 

 

 

 

This Amendment No. 9 (this “Amendment”) amends the Schedule 13D, filed on May 23, 2011 (File No. 005-19362), as amended by Amendment No. 1 filed on August 12, 2011, Amendment No. 2 filed on February 14, 2014, Amendment No. 3 filed on May 19, 2014, Amendment No. 4 filed on February 23, 2015, Amendment No. 5 filed on July 26, 2017, Amendment No. 6 filed on February 28, 2018, Amendment No. 7 filed on July 17, 2018 and Amendment No. 8 filed on December 3, 2019 (as amended from time to time, the “Amended Schedule 13D”), and relates to shares of common stock, $0.01 par value per share (“Common Stock”), of Spectrum Brands Holdings, Inc., a Delaware corporation (formerly named HRG Group, Inc.) (the “Issuer”).

Disclosure Items set forth in the Original Schedule 13D, as modified by Amendment Nos. 1 through 8, shall remain in effect except to the extent expressly amended hereby and (as modified herein) are incorporated into such initial Schedule 13D filing. Capitalized terms used in this Amendment and not otherwise defined shall have the meaning ascribed to them in the Amended Schedule 13D.

 

 

The last paragraph of Item 2 is hereby amended and restated in its entirety by the following:

 

Set forth in Annex A attached hereto is a listing of the directors and executive officers of persons that may be deemed to control the Reporting Persons (collectively, the “Covered Persons”), and the business address and present principal occupation or employment of each of the Covered Persons, and is incorporated herein by reference. Unless otherwise specified in Annex A, each of the Covered Persons is a United States citizen.

 

 

Item 4 is hereby supplemented by the addition of the following:

 

The information provided in Item 5(c) of this Amendment is incorporated herein by reference.

 

 

Items 5(a), 5(b) and 5(c) are hereby supplemented by the addition of the following:

 

(a) and (b)

The information set forth in Items 7 through 11 and 13 of the cover pages of this Amendment are incorporated herein by reference. Such disclosure is based on 43,056,296 shares of Common Stock outstanding as of May 1, 2020, as shown in the Issuer’s Form 10-Q filed on May 5, 2020.

Neither the filing of this Schedule 13D nor any of its contents shall be deemed an admission that any of the Reporting Persons is the beneficial owner of the Common Stock referred to herein for purposes of Section 13(d) or Section 13(g) of the Act, or for any other purpose, and such beneficial ownership is expressly disclaimed.

(c)          During the past 60 days, an aggregate of 380,937 shares of Common Stock, of which all 380,937 shares were previously held directly by certain funds to which Drawbridge Special Opportunities Advisors LLC serves as investment advisor, were sold, all on the open market.  The following table sets forth the foregoing dispositions totaling 380,937 shares of Common Stock:

SIGNATURES

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

Date: May 22, 2020

 

FIG LLC

 

 

FORTRESS OPERATING ENTITY I LP

 

 

 

FIG CORP.

 

 

FORTRESS INVESTMENT GROUP LLC

 

 

  

 

 

 DIRECTORS AND EXECUTIVE OFFICERS OF FIG LLC

 

FIG LLC (“FIG LLC”) is the sole member of each of the investment advisors to one or more of the Fortress-managed funds that own shares of common stock of Spectrum Brands Holdings, Inc. The name and principal occupation of each of the directors and executive officers of FIG LLC are listed below. The principal business address of each of the directors and executive officers of FIG LLC is c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th Floor, New York, NY 10105.

 

 

DIRECTORS AND EXECUTIVE OFFICERS OF FORTRESS OPERATING ENTITY I LP

 

Fortress Operating Entity I LP (“FOE I”) is the sole managing member of FIG LLC. The name and principal occupation of each of the directors and executive officers are listed below. The principal business address of each of the directors and executive officers is c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th Floor, New York, NY 10105.

 

DIRECTORS AND EXECUTIVE OFFICERS OF FIG CORP.

 

FIG Corp. is the general partner of FOE I, which is the sole managing member of FIG LLC. The name and principal occupation of each of the directors and executive officers of FIG Corp. are listed below. The principal business address of each of the directors and executive officers of FIG Corp. is c/o Fortress Investment Group LLC, 1345 Avenue of the Americas, 46th Floor, New York, NY 10105.

 

 

DIRECTORS AND EXECUTIVE OFFICERS OF FORTRESS INVESTMENT GROUP LLC

 

The name and principal occupation of each of the directors and executive officers of Fortress Investment Group LLC (“Fortress”), the holder of all of the issued and outstanding shares of FIG Corp. (“FIG Corp.”), are listed below. Unless indicated otherwise below, the principal business address of each of the directors and executive officers of Fortress Investment Group LLC is 1345 Avenue of the Americas, 46th Floor, New York, NY 10105.