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Harbinger Group Delivers Letter To The Board Of Central Garden & Pet Company

Stocks in this article: HRG

Harbinger Group Inc. (“HRG”) today released a letter to the Board of Directors (“CENT Board”) of Central Garden & Pet Company (“CENT”) requesting a dialogue intended to create significant shareholder value for all CENT shareholders. In its letter, HRG requested that the CENT Board explore strategic alternatives, including a potential sale of all of the equity of CENT or all or a portion of its assets to HRG or one or more of its affiliates.

On several occasions in the past, HRG has communicated its desire to engage in a constructive dialogue regarding a potential transaction with CENT, but to date CENT has not indicated a willingness to engage in such a dialogue. HRG is making its letter public to advance its desire to have a dialogue with the CENT Board and its management team.

HRG's letter to the CENT Board follows:

June 9, 2014

Members of the Board of DirectorsCentral Garden & Pet Company1340 Treat Blvd., Suite 600Walnut Creek, California 94597

Ladies and Gentlemen:

Harbinger Group Inc., through a wholly owned subsidiary, is a shareholder of Central Garden & Pet Company (the “Company”) and owns 1,659,962 shares of the Company’s Class A Common Stock, representing approximately 4.5% of the outstanding shares of Class A Common Stock, and 547,048 shares of the Company’s Common Stock, representing approximately 4.4% of the outstanding shares of Common Stock, making us one of the Company’s largest economic stakeholders.

We are a holding company focused on acquiring and owning businesses in a variety of industries. We are long-term investors that have substantial experience successfully investing in a variety of industries, including successful investments in the industries in which the Company operates. Currently, our equity market capitalization is approximately $2.5 billion and we have more than $420 million of cash, cash equivalents and investments.

Based on our review of the Company’s public information and substantial experience in the industry, we believe that there is substantial opportunity for the Company’s Board of Directors (the “Board”) and management team to reverse what we believe to be years of underperformance and create significant shareholder value by exploring strategic alternatives, including a potential sale of the entire Company or all or a portion of its assets to us or one or more of our affiliates. We are prepared to engage in a constructive dialogue with the Board regarding strategic alternatives and commence confirmatory due diligence review immediately. We are confident that through such dialogue we or one or more of our affiliates can sign a definitive transaction document within 45 days at a price that would provide compelling returns to the Company and its stockholders.

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