UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): February 10, 2020
NEWELL BRANDS INC.
(Exact name of registrant as specified in its charter)
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| Delaware | 1-9608 | 36-3514169 |
(State or Other Jurisdiction of Incorporation) | (Commission File Number) | (IRS Employer Identification Number) |
6655 Peachtree Dunwoody Road,
Atlanta, Georgia 30328
(Address of principal executive offices including zip code)
(770) 418-7000
(Registrant’s telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
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| TITLE OF EACH CLASS | | TRADING SYMBOL | | NAME OF EXCHANGE ON WHICH REGISTERED |
| Common stock, $1 par value per share | | NWL | | Nasdaq Stock Market LLC |
Securities registered pursuant to Section 12(g) of the Act: None
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
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| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02. Results of Operations and Financial Condition.
As previously disclosed, in the second half of 2019, Newell Brands Inc. (the “Company”) decided not to pursue the sale of Rubbermaid Commercial Products; Rubbermaid Outdoor, Closet, Refuse and Garage Products (the “Commercial Business”); the Mapa/Spontex ("Mapa") business and Quickie business. To provide certain supplemental information for investors, the Company has recasted its unaudited condensed consolidated statements of operations for each quarter and for full year fiscal 2018 as well as for first, second and third quarters through September 30 of fiscal 2019, to classify the Commercial Business, Mapa and Quickie Businesses in continuing operations in each of the above referenced periods.
The information in this Form 8-K shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, regardless of any general incorporation language in such filing.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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Exhibit No. | | Exhibit Description |
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| 99.1 | | |
| 101 | | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
| 104 | | The cover page from this Current Report on Form 8-K, formatted as Inline XBRL. |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
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| | | NEWELL BRANDS INC. |
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Dated: February 10, 2020 | By: | /s/ Christopher H. Peterson |
| | | Christopher H. Peterson |
| | | Executive Vice President and Chief Financial Officer |
Exhibit 99.1
NEWELL BRANDS INC.
Recasted Condensed Consolidated Statement of Operations (Unaudited) for 2018 and 2019
