Harbinger Group Inc.
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SEC Filings

424B3
HRG GROUP, INC. filed this Form 424B3 on 01/27/2016
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(h) The transactions resulted in changes to the Company’s debt structure. A substantial portion of the historical AAG debt was repaid in connection with the AAG Acquisition. These changes in the combined debt structure gave rise to interest expense adjustments that resulted in a net decrease to pro forma interest expense $24.1 for the period from October 1, 2014 through May 20, 2015. The adjustments consist of the following:
 
Assumed interest rate
 
Period from October 1, 2014 - May 20, 2015
New SBI 5.75% Notes ($1,000.0)
5.750%
 
$
36.9

May HRG Unsecured Notes - USD ($140.0)
7.750%
 
7.0

May HRG Secured Notes - USD ($160.0)
7.875%
 
8.1

April HRG Secured Notes - USD ($100.0)
7.875%
 
5.1

Amortization of discount on the May HRG Unsecured Notes
 
(0.2
)
Amortization of premium on the May HRG Secured Notes and the April HRG Secured Notes
 
2.0

Amortization of debt issuance costs
 
1.7

Total pro forma interest expense
 
 
60.6

Less: elimination of interest expense related to prior AAG debt facilities that were repaid
 
 
(84.7
)
     Pro forma adjustment
 
 
$
(24.1
)
(i) Adjustment reflects HRG’s non-controlling interest in Spectrum Brands’ pro forma decrease in income from continuing operations resulting from the transactions using a non-controlling interest factor of 42.5%.
(j) The increase in pro forma interest expense for the May HRG Unsecured Notes, the May HRG Secured Notes and the April HRG Secured Notes will not result in a net impact to HRG’s current and deferred tax expense due to HRG’s existing net operating loss carry forwards in the U.S., for which valuation allowances have been provided. As a result of Spectrum Brands’ valuation allowance, the pro forma adjustments is solely a change in deferred income taxes offset by the change in the valuation and do not have income tax consequences.
(k) Basic and diluted earnings per share were recalculated based on 198,142,363 weighted-average common shares outstanding - basic and diluted for the year ended September 30, 2015.

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