Harbinger Group Inc. Files Shelf Registration Statement
NEW YORK, March 13, 2012 /PRNewswire/ -- Harbinger Group Inc. (HRG) announced today that it has filed a shelf registration statement with the Securities and Exchange Commission. Upon effectiveness of the shelf registration, funds affiliated with Harbinger Capital Partners LLC (together, the "HCP Funds"), stockholders of HGI, may sell in secondary offerings up to 25 million shares of their HGI common stock over the next three years. Pursuant to the same registration statement, HGI will be able to sell in primary offerings up to $75 million of its securities over the same period, which may consist of common stock, preferred stock, warrants or units.
At the present time, HGI has no specific plans to issue any securities under the registration statement. Omar Asali, HGI's President, said, "This shelf registration, once effective, will serve two purposes. First, it will provide the HCP Funds with an avenue to reduce their holdings of HGI common stock, should they choose to do so. Any offering of HGI common stock, should it be made, is expected to increase HGI's public float and diversify its shareholder base. Second, this will provide HGI with additional flexibility to finance business opportunities in the future, should they arise, which may include the financing of acquisitions that are consistent with our business strategy and are expected to enhance shareholder value."
Following the effectiveness of the shelf registration statement, HGI or the HCP Funds may periodically offer securities in amounts, at prices, and on terms to be announced when, and if, such securities are offered. The terms of any offering under the registration statement, and the intended use of the resulting net proceeds, will be established at the time of each offering and will be described, to the extent required by applicable rules of the SEC, in the prospectus supplement filed with the SEC at the time of such offering.
These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release is not an offer to sell or a solicitation of an offer to buy, nor shall there be any sale of any securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
About Harbinger Group Inc.
Harbinger Group Inc. is a diversified holding company. HGI's principal operations are conducted through subsidiaries that offer life insurance and annuity products, and branded consumer products such as batteries, personal care products, small household appliances, pet supplies, and home and garden pest control products. HGI is principally focused on acquiring controlling and other equity stakes in businesses across a diversified range of industries and growing its existing businesses. In addition to HGI's intention to acquire controlling equity interests, HGI may also from time to time make investments in debt instruments and acquire minority equity interests in companies. HGI is headquartered in New York and traded on the New York Stock Exchange under the symbol "HRG." HGI makes certain reports available free of charge on its website at www.harbingergroupinc.com as soon as reasonably practicable after each such report is electronically filed with, or furnished to, the Securities and Exchange Commission.
"Safe Harbor" Statement Under the Private Securities Litigation Reform Act of 1995: The statements contained in this press release including, without limitation, the statement regarding HGI's shelf registration statement and any future offering or acquisition, contain forward-looking statements based upon management's current expectations that are subject to risks and uncertainties that could cause actual results, events and developments to differ materially from those set forth in or implied by such forward-looking statements. These statements and other forward-looking statements made from time-to-time by HGI and its representatives are based upon certain assumptions and describe future plans, strategies and expectations of HGI, are generally identifiable by use of the words "believes," "expects," "intends," "anticipates," "plans," "seeks," "estimates," "projects," "may" or similar expressions. Factors that could cause actual results, events and developments to differ include, without limitation, capital market conditions, the risk that HGI may not be successful in identifying any suitable future acquisition opportunities, the risks that may affect the performance of the operating subsidiaries of HGI and those factors listed under the caption "Risk Factors" in HGI's Annual Report on Form 10-K for fiscal year ended September 30, 2011, and HGI's Quarterly Report on Form 10-Q for the quarterly period ended January 1, 2012, filed with the Securities and Exchange Commission. All forward-looking statements described herein are qualified by these cautionary statements and there can be no assurance that the actual results, events or developments referenced herein will occur or be realized. HGI does not undertake any obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operation results.
Harbinger Group Inc.
Tara Glenn, Investor Relations, 212-906-8560
Jeff Zelkowitz, 646-218-8744
SOURCE Harbinger Group Inc.