Fortune Brands, Inc. (NYSE: FO) today announced that its board of
directors has approved final plans to separate the company’s businesses
and that it expects to spin off the Fortune Brands Home & Security
business after the close of business on October 3, 2011. Following the
spin-off, Fortune Brands will change its name to Beam and operate as a
pure-play spirits company.
The spin-off remains conditioned on the SEC declaring effective the
Registration Statement on Form 10 filed by Fortune Brands Home &
Security, as well as authorization by the New York Stock Exchange and
other conditions described in the Information Statement included in the
Form 10.
In connection with the separation plan:
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Fortune Brands will receive a cash dividend of $500 million from
Fortune Brands Home & Security prior to the spin-off.
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Fortune Brands will distribute to its stockholders all of its shares
of Fortune Brands Home & Security by means of a share dividend. Except
for cash received in lieu of fractional shares, the distribution will
not be taxable to U.S. shareholders of Fortune Brands for U.S. income
tax purposes.
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Fortune Brands stockholders will receive one share of Fortune Brands
Home & Security for each share of Fortune Brands outstanding as of the
record date, 5:00 PM Central Time on September 20, 2011, and retained
through the distribution date, October 3, 2011. Home & Security will
trade independently on the New York Stock Exchange as of October 4th
under the ticker symbol FBHS.
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Fortune Brands’ shares will begin trading under the ticker symbol BEAM
as of October 4th. As previously announced, the ticker
symbol FO will be discontinued.
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Fortune Brands expects that a "when-issued” public trading market for
both Beam and Fortune Brands Home & Security common stock will begin
on or about September 16, 2011, and will continue through the
distribution date.
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Shares of Fortune Brands common stock will continue to trade "regular
way” on the New York Stock Exchange under the symbol FO through the
distribution date. Any holders of shares of Fortune Brands common
stock who sell their Fortune Brands shares "regular way” on or before
the distribution date will also be selling their right to receive
shares of Home & Security common stock in connection with the
spin-off. Investors are encouraged to consult with their financial
advisors regarding the specific implications of selling their shares
of Fortune Brands common stock on or prior to the distribution date.
"The separation of Fortune Brands’ businesses will give shareholders a
compelling opportunity to participate in the significant upside
potential we see in both Beam and Fortune Brands Home & Security,” said
Bruce Carbonari, chairman and chief executive officer of Fortune Brands.
"With their competitive, financial and organizational strengths, we
believe each business is well positioned to continue outperforming in
the marketplace and generate significant long-term value for
shareholders. We are extremely pleased with the progress of our
separation plan – we’re in the home stretch, the teams at both Beam and
Fortune Brands Home & Security are ready, and we’re looking forward to
bright and prosperous futures for two great companies.”
No action is required by Fortune Brands shareholders to receive their
Fortune Brands Home & Security common stock. Fortune Brands shareholders
who hold Fortune Brands common stock as of the record date and retain
such shares through the distribution date will receive a book-entry
account statement reflecting their ownership of Fortune Brands Home &
Security common stock or their brokerage account will be credited for
the shares.
A copy of the Home & Security Information Statement may be obtained from
the SEC web site at http://www.sec.gov/
or by calling Fortune Brands Investor Relations at (847) 444-7573.
Fortune Brands will mail the Information Statement to Fortune Brands
stockholders prior to the distribution date.
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 and home and security products. The major spirits brands of Beam
Global Spirits & Wine, Inc. 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 cocktails 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.
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.
To receive company news releases by e-mail, please visit www.fortunebrands.com.
Forward-Looking Statements
This press release contains statements relating to future events, 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 plans, actions and results may differ
materially from current expectations as a result of certain risks and
uncertainties, including the risks and uncertainties described from time
to time in the company's Securities and Exchange Commission filings and
in the Registration Statement on Form 10 filed by Fortune Brands Home &
Security LLC. There can be no assurance that the proposed separation
will be completed as anticipated or at all.
