Fortune Brands to Proceed with Previously Announced Acquisitions

Fortune Brands Innovations, Inc. (“Fortune Brands” or the “Company”), an industry-leading home, security and commercial building products company, today announced that it will proceed with the acquisition of the Emtek and Schaub premium and luxury door and cabinet hardware business, and the U.S. and Canadian Yale and August residential smart home locks business (collectively the “Business”) from ASSA ABLOY, Inc. (a subsidiary of ASSA ABLOY AB) (collectively, the “Acquisition”).

The Acquisition agreement, which was first announced on December 1, 2022, was conditioned on the successful resolution of litigation among the Department of Justice, ASSA ABLOY, Inc. and Spectrum Brands, Inc. Today, the Department of Justice, ASSA ABLOY, Spectrum Brands and Fortune Brands resolved the lawsuit, which awaits final statutorily required approval from the Court overseeing the matter, which is expected to be received in short order. With the lawsuit settled, this allows Fortune Brands to proceed with the Acquisition.

“I am excited for Fortune Brands to proceed with the acquisition of the Emtek, Schaub, Yale and August brands. Our company is a great home for these world-class brands; we see many opportunities to build them within our portfolio,” said Fortune Brands Chief Executive Officer Nicholas Fink. “Together with our existing iconic brands, loyal channel relationships, and supply chain expertise, we believe this acquisition will result in enhanced, innovative products for consumers and customers. This meaningful transaction is consistent with Fortune Brands’ disciplined approach to value-creating acquisitions and our larger growth strategy.”

The Business is comprised of leading brands in the fast-growing residential smart lock and the highly profitable and growing premium and luxury hardware categories.

Yale and August will add scale and breadth to Fortune Brands’ complementary security and connected smart home portfolio in the U.S. and Canada, helping the Company to grow in the highly attractive connected products space. Yale and August will also bring strong innovation, digital capabilities and significant engineering expertise to Fortune Brands, augmenting its already powerful connected security portfolio.

Emtek and Schaub are leading luxury hardware brands with established and powerful distribution networks with leading channel partners and will be a highly synergistic complement to the House of Rohl suite of brands, allowing the Company to expand into adjacent product areas. Fortune Brands believes it can accelerate innovation and design and leverage its channel and consumer insights to create significant value over time.

Full-year 2022 revenues for the Business were approximately $400 million. The Acquisition purchase price is $800 million, or approximately $700 million net of tax benefits, on a cash-free, debt-free basis, subject to customary adjustments. Fortune Brands expects to receive tax benefits over a 15-year period with a net present value of approximately $100 million, and the net purchase price of $700 million equates to approximately 7.8x 2022 adjusted EBITDA for the Business before synergies. For the remainder of 2023, the Acquisition is expected to generate net sales of $190 million to $210 million and earnings per share of $0.02 to $0.04, inclusive of approximately $0.08 unfavorable EPS impact from purchase price amortization. As the Company executes upon identified synergies, it expects to generate net sales of $500 million to $550 million and EPS accretion of $0.45 to $0.55 in the third full year following the Acquisition.

Fortune Brands’ closing of the Acquisition is conditioned on the successful closing of the Hardware and Home Improvement business transaction between Spectrum Brands and ASSA ABLOY. Fortune Brands anticipates its transaction will close on or before June 30, 2023.

Fortune Brands will retain the Business’ associates and locations as it further assesses how best to fully integrate them into Fortune Brands’ organization. The Company expects to include financial performance for Yale and August as part of Fortune Brands’ Security reporting segment, and to include Emtek and Schaub financial results as part of the Company’s Water Innovations reporting segment.

Fortune Brands plans to host a conference call prior to the close of the transaction to provide stakeholders with additional information.

About Fortune Brands Innovations

Fortune Brands Innovations, Inc. (NYSE: FBIN), headquartered in Deerfield, Ill., is a brand, innovation and channel leader focused on exciting, supercharged categories in the home products, security and commercial building markets. The Company’s growing portfolio of brands includes Moen, House of Rohl, Aqualisa, Therma-Tru, Larson, Fiberon, Master Lock and SentrySafe. To learn more about FBIN, its brands and environmental, social and governance (ESG) commitments, visit www.FBIN.com.

Contact:

Leigh Avsec – Media & Investor Relations – Investor.Questions@fbhs.com – (847) 484-4211

Source: Fortune Brands Innovations, Inc.