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Fortune Brands Announces Filing of Form 10 Registration Statement for Proposed Spin-off of Home & Security Business

^{Published on 2011-05-06 20:01:43 - Market Wire}
 

DEERFIELD, Ill.--([ BUSINESS WIRE ])--Fortune Brands, Inc. (NYSE: FO) today announced that its Fortune Brands Home & Security business has filed an initial Form 10 Registration Statement with the Securities & Exchange Commission in connection with its proposed spin-off from Fortune Brands. The spin-off is part of the companya™s proposed plan to separate its three businesses by spinning off Home & Security in a tax-free transaction, selling or spinning off its Acushnet golf business, and remaining a pure-play spirits company to be named Beam. The company announced yesterday that it currently anticipates completing the proposed separation of its businesses early in the fourth quarter.

"Filing the Form 10 is another important milepost as we execute our proposed plan to separate our businesses in order to maximize long-term value for our shareholders"

aFiling the Form 10 is another important milepost as we execute our proposed plan to separate our businesses in order to maximize long-term value for our shareholders,a said Bruce Carbonari, chairman and chief executive officer of Fortune Brands. aThe Form 10 details historical operating results for Home & Security, as well as the strategy and fundamentals that we believe position the business to create substantial value for shareholders as the home products market recovers.a

Among the disclosures in the Form 10 are the four segments by which Home & Security will report results as a standalone company: Kitchen & Bath Cabinetry, Plumbing & Accessories, Advanced Material Windows & Door Systems, and Security & Storage.

aAs detailed in the Form 10, each of Home & Securitya™s segments was solidly profitable in 2010 and is competitively well positioned with excellent prospects to leverage and drive growth and returns as the home products market recovers,a said Chris Klein, president and chief executive officer of Fortune Brands Home & Security. aOur leading market positions, sustained strategic investments, business momentum, and lean and flexible supply chains position Home & Security well to outperform in the marketplace. In addition to our focus on strong organic growth, we believe wea™ll have the strong capital structure, cash flow and balance sheet to evaluate high-return opportunities to further enhance shareholder value. We believe shareholders will be enthusiastic about our prospects for continued outperformance, value creation and strong earnings growth and returns over the long term.a

The separation remains subject to completion of detailed separation plans, customary regulatory approvals and final Board approval.

About Fortune Brands

Fortune Brands, Inc. is a leading consumer brands company. Its operating companies have premier brands and leading market positions in distilled spirits, home and security, and golf products. Beam Global Spirits & Wine, Inc. is the company's premium spirits business. Major spirits brands include Jim Beam and Maker's Mark bourbon, Sauza tequila, Canadian Club whisky, Courvoisier cognac, Cruzan rum, Teacher's and Laphroaig Scotch, EFFEN vodka, Skinnygirl margarita and DeKuyper cordials. The brands of Fortune Brands Home & Security LLC include Moen faucets, Aristokraft, Omega, Diamond and Kitchen Craft cabinetry, Therma-Tru door systems, Simonton windows, Master Lock security products and Waterloo storage and organization products. Acushnet Company's golf brands include Titleist and FootJoy. Fortune Brands, headquartered in Deerfield, Illinois, is traded on the New York Stock Exchange under the ticker symbol FO and is included in the S&P 500 Index and the MSCI World Index.

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Forward-Looking Statements

This press release contains statements relating to future results, which are forward-looking statements as that term is defined in the Private Securities Litigation Reform Act of 1995. Readers are cautioned that these forward-looking statements speak only as of the date hereof, and the company does not assume any obligation to update, amend or clarify them to reflect events, new information or circumstances occurring after the date of this release. Actual results may differ materially from those projected as a result of certain risks and uncertainties, including but not limited to: general economic conditions, including the U.S. housing and remodeling market; the expiration of government economic stimulus programs; competitive market pressures (including pricing pressures); successful development of new products and processes; consolidation of customers; customer defaults and related bad debt expense; unanticipated developments that delay or negatively impact the proposed separation; disruption to operations as a result of the proposed separation; inability of one or more of the businesses to operate independently following the completion of the proposed separation; risks pertaining to strategic acquisitions and joint ventures, including the potential financial effects and performance of such acquisitions or joint ventures, and integration of acquisitions and the related confirmation or remediation of internal controls over financial reporting; any possible downgrades of the Company's credit ratings; volatility of financial and credit markets, which could affect access to capital for the Company, its customers and consumers; interest rate fluctuations; commodity and energy price volatility; risks associated with doing business outside the United States, including currency exchange rate risks; ability to secure and maintain rights to intellectual property; inability to attract and retain qualified personnel; changes in golf equipment regulatory standards and other regulatory developments; the status of the U.S. rum excise tax cover-over program; the impact of excise tax increases on distilled spirits; dependence on performance of distributors and other marketing arrangements; costs of certain employee and retiree benefits and returns on pension assets; potential liabilities, costs and uncertainties of litigation; historical consolidated financial statements that may not be indicative of future conditions and results; impairment in the carrying value of goodwill or other acquired intangible assets; weather and natural disasters; as well as other risks and uncertainties detailed from time to time in the Company's Securities and Exchange Commission filings.

In addition to final Board authorization, the potential separation of Fortune Brands' companies will also be subject to the receipt of a number of customary regulatory approvals and/or rulings, the execution of intercompany agreements and finalization of other related matters. There can be no assurance that any of the proposed transactions will be completed as anticipated or at all.