SPECTRUM BRANDS ESCROW CORP. $520,000,000 6.375% Senior Notes due 2020 $570,000,000 6.625% Senior Notes due 2022 REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • November 21st, 2012 • Spectrum Brands, Inc. • Miscellaneous electrical machinery, equipment & supplies • New York
Spectrum Brands Escrow Corp., a Delaware corporation (the “Escrow Issuer”), proposes to issue and sell to certain purchasers (the “Initial Purchasers”), for whom Barclays Capital Inc. and Deutsche Bank Securities Inc. are acting as representatives upon the terms set forth in a purchase agreement dated as of November 1, 2012 (the “Purchase Agreement”), $520,000,000 aggregate principal amount of its 6.375% Senior Notes due 2020 (the “2020 Notes”) and $570,000,000 aggregate principal amount of its 6.625% Senior Notes due 2022 (the “2022 Notes” and, together with the 2020 Notes, the “Initial Securities”). The Initial Securities will be issued pursuant to an indenture, dated as of November 16, 2012, (the “Indenture”) between the Escrow Issuer and US Bank National Association, as Trustee (the “Trustee”). On or prior to the Spectrum Assumption (as defined in the Indenture), Spectrum Brands, Inc., a Delaware corporation (“Spectrum”) and certain subsidiaries of Spectrum (the “Guarantors” and, t
