Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the registration statement on FormS-8 of Spectrum Brands Holdings, Inc. (the Company, formerly known as HRG Group, Inc.) of our report dated November 20, 2017, except for the effects of changes in discontinued operations, as discussed in Notes 1, 5, 15, and 26, as to which the date is March 30, 2018, with respect to the consolidated statements of financial position of Spectrum Brands Holdings, Inc. and subsidiaries as of September 30, 2017 and 2016, and the related consolidated statements of operations, comprehensive income (loss), shareholders’ equity, and cash flows for each of the years in thethree-year period ended September 30, 2017, and the related financial statement schedule II, (collectively, the “consolidated financial statements”) and of our report dated November 20, 2017 with respect to management’s assessment of the effectiveness of internal control over financial reporting as of September 30, 2017.
Our report dated November 20, 2017, on the effectiveness of internal control over financial reporting as of September 30, 2017, contains an explanatory paragraph that states the Company’s consolidated subsidiary – Spectrum Brands Legacy, Inc. (formerly known as Spectrum Brands Holdings, Inc.). acquired PetMatrix LLC as well as assets consisting of the GloFish operations (GloFish) during the year ended September 30, 2017, and management excluded from its assessment of the effectiveness of the Company’s internal control over financial reporting as of September 30, 2017, the internal control over financial reporting associated with both PetMatrix LLC and GloFish which had combined total assets of $309.3 million and total net sales of $28.1 million included in the consolidated financial statements of the Company and subsidiaries as of and for the year ended September 30, 2017. Our audit of internal control over financial reporting of the Company also excluded an evaluation of the internal control over financial reporting of PetMatrix LLC and GloFish.
/s/ KPMG LLP
Milwaukee, Wisconsin
August 3, 2018
