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Prestige Consumer Healthcare Inc.

For the period ended Dec 31, 2024. Filed Feb 6, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Dec 31, 2024 · Filed Feb 6, 2025

PBH$42.98-3.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-11-07.

0001295947-24-000032

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

Current report: 10-Q

Period ended 2024-12-31; filed 2025-02-06.

0001295947-25-000009

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 124 previous paragraphs and 121 current paragraphs.

80 unchanged; 35 reworded; 5 added; 8 removed; 1 previous and 1 current paragraphs rearranged.

Tables are not compared: 8 previous and 8 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (5)

Current report

Revenues for the North American OTC Healthcare segment increased $2.4 million, or 1.0%, during the three months ended December 31, 2024 versus the three months ended December 31, 2023. The $2.4 million increase was primarily attributable to an increase in sales in the Gastrointestinal and Dermatologicals categories, partly offset by a decrease in sales in the Cough & Cold category.

Current report

Revenues for the International OTC Healthcare segment increased $5.2 million, or 11.3%, during the three months ended December 31, 2024 versus the three months ended December 31, 2023. The $5.2 million increase was primarily attributable to an increase in sales in the Gastrointestinal category.

Current report

Contribution margin for the North American OTC Healthcare segment increased $3.3 million, or 3.4%, during the three months ended December 31, 2024 versus the three months ended December 31, 2023. As a percentage of North American OTC Healthcare revenues, contribution margin increased to 41.8% during the three months ended December 31, 2024 from 40.8% during the three months ended December 31, 2023. The contribution margin increase as a percentage of revenues was primarily due to a decrease in advertising and marketing spend.

Current report

Nine Months Ended December 31, 2024 compared to the Nine Months Ended December 31, 2023

Current report

Depreciation and amortization expenses were $16.2 million for the nine months ended December 31, 2024 and $16.9 million for the nine months ended December 31, 2023. The decrease in depreciation and amortization expenses was primarily due to certain intangible assets being fully amortized during the nine months ended December 31, 2024.
Removed paragraphs (8)

Previous report

Revenues for the North American OTC Healthcare segment decreased $4.6 million, or 1.9%, during the three months ended September 30, 2024 versus the three months ended September 30, 2023. The $4.6 million decrease was primarily attributable to a decrease in sales in the Eye & Ear Care, Cough & Cold, and Analgesics categories, partly offset by an increase in sales in the Gastrointestinal category.

Previous report

Revenues for the International OTC Healthcare segment increased $2.1 million, or 5.0%, during the three months ended September 30, 2024 versus the three months ended September 30, 2023. The $2.1 million increase was primarily attributable to an increase in sales in the Gastrointestinal category.

Previous report

Contribution margin for the International OTC Healthcare segment increased $0.5 million, or 2.6%, during the three months ended September 30, 2024 versus the three months ended September 30, 2023. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 42.8% during the three months ended September 30, 2024 from 43.8% during the three months ended September 30, 2023. The contribution margin decrease as a percentage of revenues was primarily due to an increase in advertising and marketing spend during the quarter.

Previous report

Six Months Ended September 30, 2024 compared to the Six Months Ended September 30, 2023

Previous report

Depreciation and amortization expenses were $11.3 million for the six months ended September 30, 2024 and $11.2 million for the six months ended September 30, 2023.

Previous report

Since we have made optional payments that exceed all of our required quarterly payments, we will not be required to make another payment onthe 2012 Term Loan until maturity.

Previous report

•Have a leverage ratio of less than 6.50 to 1.0 for the quarter ended September 30, 2024 and thereafter (defined as, with certain adjustments, the ratio of our consolidated total net debt as of the last day of the fiscal quarter to our trailing twelve month consolidated net income before interest, taxes, depreciation, amortization, non-cash charges and certain other items (“EBITDA”));

Previous report

•Have an interest coverage ratio of greater than 2.25 to 1.0 for the quarter ended September 30, 2024 and thereafter (defined as, with certain adjustments, the ratio of our consolidated EBITDA to our trailing twelve month consolidated cash interest expense); and
Reworded paragraphs (35)

Previous wording

There has been economic uncertainty in the United States and globally due to several factors, including global supply chain constraints, changes in interest rates, a high inflationary environment and geopolitical events. We expect economic conditions will continue to be highly volatile and uncertain, put pressure on prices and supply, and could affect demand for our products. We have continued to see changes in the purchasing patterns of our end customers, including a shift in many markets to purchasing our products online.

Current wording

There has been economic uncertainty in the United States and globally due to several factors, including global supply chain constraints, changes in interest rates, a high inflationary environment, geopolitical events and evolving U.S. and international tariffs. We expect economic conditions will continue to be highly volatile and uncertain, put pressure on prices and supply, and could affect demand for our products. We have continued to see changes in the purchasing patterns of our end customers, including a shift in many markets to purchasing our products online.

Previous wording

The volatile environment has impacted the supply of labor and raw materials and exacerbated rising input costs. We have and may continue to experience shortages, delays and backorders for certain ingredients and products, difficulty scheduling shipping for our products, as well as price increases from many of our suppliers for both shipping and product costs. Certain of our third-party manufacturers are currently having, and have had in the past, difficulty meeting demand, which is and has caused shortages of our products, particularly eye care products. These shortages negatively impacted our results of operations and we expect further shortages may have a negative impact on our sales. If conditions cause further disruption in the global supply chain, the availability of labor and materials or otherwise further increase costs, it may materially affect our operations and those of third parties on which we rely, including causing material disruptions in the supply and distribution of our products. The extent to which these conditions impact our results and liquidity will depend on future developments, which are highly uncertain and cannot be predicted, including global supply chain constraints, inflation, global conflicts and instability, and the potential for further outbreaks of severe illnesses. These effects could have a material adverse impact on our business, liquidity, capital resources, and results of operations and those of the third parties on which we rely.

Current wording

The volatile environment has impacted the supply of labor and raw materials and exacerbated rising input costs. We have and may continue to experience shortages, delays and backorders for certain ingredients and products, difficulty scheduling shipping for our products, as well as price increases from many of our suppliers for both shipping and product costs. Certain of our third-party manufacturers are currently having, and have had in the past, difficulty meeting demand, which is and has caused shortages of our products, particularly eye care products. These shortages negatively impacted our results of operations, and we expect further shortages may have a negative impact on our sales. If conditions cause further disruption in the global supply chain, the availability of labor and materials or otherwise further increase costs, it may materially affect our operations and those of third parties on which we rely, including causing material disruptions in the supply and distribution of our products. The extent to which these conditions impact our results and liquidity will depend on future developments, which are highly uncertain and cannot be predicted, including global supply chain constraints, inflation, global conflicts and trade actions/disputes, and the potential for further outbreaks of severe illnesses. These effects could have a material adverse impact on our business, liquidity, capital resources, and results of operations and those of the third parties on which we rely.

Previous wording

Total revenues for the three months ended September 30, 2024 were $283.8 million, a decrease of $2.5 million, or 0.9%, versus the three months ended September 30, 2023.

Current wording

Total revenues for the three months ended December 31, 2024 were $290.3 million, an increase of $7.6 million, or 2.7%, versus the three months ended December 31, 2023.

Previous wording

Gross profit for the three months ended September 30, 2024 decreased $2.6 million, or 1.6%, when compared with the three months ended September 30, 2023. As a percentage of total revenues, gross profit decreased to 55.5% during the three months ended September 30, 2024 from 55.9% during the three months ended September 30, 2023, primarily due to the decrease in revenue and increased supply chain costs.

Current wording

Gross profit for the three months ended December 31, 2024 increased $3.1 million, or 2.0%, when compared with the three months ended December 31, 2023. As a percentage of total revenues, gross profit decreased to 55.5% during the three months ended December 31, 2024 from 55.9% during the three months ended December 31, 2023, primarily due to increased supply chain costs.

Previous wording

Gross profit for the North American OTC Healthcare segment decreased $4.9 million, or 3.6%, during the three months ended September 30, 2024 versus the three months ended September 30, 2023. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 55.1% during the three months ended September 30, 2024 from 56.0% during the three months ended September 30, 2023, primarily due to the decrease in revenue and increased supply chain costs, partly offset by pricing actions.

Current wording

Gross profit for the North American OTC Healthcare segment increased $0.4 million, or 0.3%, during the three months ended December 31, 2024 versus the three months ended December 31, 2023. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 54.8% during the three months ended December 31, 2024 from 55.2% during the three months ended December 31, 2023, primarily due to increased supply chain costs, partly offset by pricing actions.

Previous wording

Gross profit for the International OTC Healthcare segment increased $2.3 million, or 9.9%, during the three months ended September 30, 2024 versus the three months ended September 30, 2023. As a percentage of International OTC Healthcare revenues, gross profit increased to 57.7% during the three months ended September 30, 2024 from 55.1% during the three months ended September 30, 2023, primarily due to product mix.

Current wording

Gross profit for the International OTC Healthcare segment increased $2.7 million, or 9.9%, during the three months ended December 31, 2024 versus the three months ended December 31, 2023. As a percentage of International OTC Healthcare revenues, gross profit decreased to 58.7% during the three months ended December 31, 2024 from 59.5% during the three months ended December 31, 2023, primarily due to product mix.

Previous wording

Contribution margin for the North American OTC Healthcare segment decreased $4.4 million, or 4.4%, during the three months ended September 30, 2024 versus the three months ended September 30, 2023. As a percentage of North American OTC Healthcare revenues, contribution margin decreased to 40.5% during the three months ended September 30, 2024 from 41.6% during the three months ended September 30, 2023. The contribution margin decrease as a percentage of revenues was primarily due to the decrease in gross profit margin noted above.

Current wording

Contribution margin for the International OTC Healthcare segment increased $1.3 million, or 6.0%, during the three months ended December 31, 2024 versus the three months ended December 31, 2023. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 45.2% during the three months ended December 31, 2024 from 47.5% during the three months ended December 31, 2023. The contribution margin decrease as a percentage of revenues was primarily due to the increase in advertising and marketing spend as well as the decrease in gross profit margin noted above.

Previous wording

General and administrative expenses were $26.1 million for the three months ended September 30, 2024 and $26.0 million for the three months ended September 30, 2023.

Current wording

General and administrative expenses were $26.2 million for the three months ended December 31, 2024 and $26.0 million for the three months ended December 31, 2023.

Previous wording

Depreciation and amortization expenses were $5.6 million for the three months ended September 30, 2024 and $5.7 million for the three months ended September 30, 2023.

Current wording

Depreciation and amortization expenses were $5.0 million for the three months ended December 31, 2024 and $5.6 million for the three months ended December 31, 2023. The decrease in depreciation and amortization expenses was primarily due to certain intangible assets being fully depreciated during fiscal 2025.

Previous wording

Interest expense, net was $12.3 million during the three months ended September 30, 2024 versus $17.6 million during the three months ended September 30, 2023. The average indebtedness decreased to $1.1 billion during the three months ended September 30, 2024 from $1.3 billion during the three months ended September 30, 2023. The average cost of borrowing decreased to 4.7% for the three months ended September 30, 2024 from 5.5% for the three months ended September 30, 2023.

Current wording

Interest expense, net was $11.5 million during the three months ended December 31, 2024 versus $16.6 million during the three months ended December 31, 2023. The average indebtedness decreased to $1.0 billion during the three months ended December 31, 2024 from $1.3 billion during the three months ended December 31, 2023. The average cost of borrowing decreased to 4.6% for the three months ended December 31, 2024 from 5.4% for the three months ended December 31, 2023.

Previous wording

The provision for income taxes during the three months ended September 30, 2024 was $17.3 million versus $16.9 million during the three months ended September 30, 2023. The effective tax rate during the three months ended September 30, 2024 was 24.1% versus 23.9% during the three months ended September 30, 2023. The increase in the effective tax rate for the three months ended September 30, 2024 was due to the impact of discrete items primarily pertaining to state tax changes and stock-based compensation.

Current wording

The provision for income taxes during the three months ended December 31, 2024 was $19.1 million versus $16.5 million during the three months ended December 31, 2023. The effective tax rate during the three months ended December 31, 2024 was 23.9% versus 23.8% during the three months ended December 31, 2023.

Previous wording

The following table represents total revenue by segment, including product groups, for the six months ended September 30, 2024 and 2023.

Current wording

The following table represents total revenue by segment, including product groups, for the nine months ended December 31, 2024 and 2023.

Previous wording

Total revenues for the six months ended September 30, 2024 were $550.9 million, a decrease of $14.7 million, or 2.6%, versus the six months ended September 30, 2023.

Current wording

Total revenues for the nine months ended December 31, 2024 were $841.2 million, a decrease of $7.1 million, or 0.8%, versus the nine months ended December 31, 2023.

Previous wording

Revenues for the North American OTC Healthcare segment decreased $18.4 million, or 3.8%, during the six months ended September 30, 2024 versus the six months ended September 30, 2023. The $18.4 million decrease was primarily attributable to a decrease in sales in the Cough & Cold, Women's Health, and Analgesics categories, partly offset by an increase in sales in the Gastrointestinal category.

Current wording

Revenues for the North American OTC Healthcare segment decreased $16.1 million, or 2.2%, during the nine months ended December 31, 2024 versus the nine months ended December 31, 2023. The $16.1 million decrease was primarily attributable to a decrease in sales in the Cough & Cold, Women's Health, and Oral Care categories, partly offset by an increase in sales in the Gastrointestinal category.

Previous wording

Revenues for the International OTC Healthcare segment increased $3.7 million, or 5.0%, during the six months ended September 30, 2024 versus the six months ended September 30, 2023. The $3.7 million increase was mainly attributable to an increase in sales in the Gastrointestinal category, partly offset by a decrease in sales in the Women's Health and Cough & Cold categories.

Current wording

Revenues for the International OTC Healthcare segment increased $8.9 million, or 7.4%, during the nine months ended December 31, 2024 versus the nine months ended December 31, 2023. The $8.9 million increase was mainly attributable to an increase in sales in the Gastrointestinal and Dermatologicals categories, partly offset by a decrease in sales in the Women's Health category.

Previous wording

Gross profit for the six months ended September 30, 2024 decreased $11.3 million, or 3.6%, when compared with the six months ended September 30, 2023. As a percentage of total revenues, gross profit decreased to 55.1% during the six months ended September 30, 2024 from 55.6% during the six months ended September 30, 2023, primarily due to the decrease in revenue and increased supply chain costs.

Current wording

Gross profit for the nine months ended December 31, 2024 decreased $8.2 million, or 1.7%, when compared with the nine months ended December 31, 2023. As a percentage of total revenues, gross profit decreased to 55.2% during the nine months ended December 31, 2024 from 55.7% during the nine months ended December 31, 2023, primarily due to the decrease in revenue and increased supply chain costs.

Previous wording

Gross profit for the North American OTC Healthcare segment decreased $14.2 million, or 5.2%, during the six months ended September 30, 2024 versus the six months ended September 30, 2023. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 54.8% during the six months ended September 30, 2024 from 55.7% during the six months ended September 30, 2023, primarily due to the decrease in revenue and increased supply chain costs, partly offset by pricing actions.

Current wording

Gross profit for the North American OTC Healthcare segment decreased $13.8 million, or 3.4%, during the nine months ended December 31, 2024 versus the nine months ended December 31, 2023. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 54.8% during the nine months ended December 31, 2024 from 55.5% during the nine months ended December 31, 2023, primarily due to the decrease in revenue and increased supply chain costs, partly offset by pricing actions.

Previous wording

Gross profit for the International OTC Healthcare segment increased $2.9 million, or 7.1%, during the six months ended September 30, 2024 versus the six months ended September 30, 2023. As a percentage of International OTC Healthcare revenues, gross profit increased to 56.6% during the six months ended September 30, 2024 from 55.5% during the six months ended September 30, 2023, primarily due to product mix.

Current wording

Gross profit for the International OTC Healthcare segment increased $5.7 million, or 8.2%, during the nine months ended December 31, 2024 versus the nine months ended December 31, 2023. As a percentage of International OTC Healthcare revenues, gross profit increased to 57.5% during the nine months ended December 31, 2024 from 57.0% during the nine months ended December 31, 2023, primarily due to product mix.

Previous wording

Contribution margin for the North American OTC Healthcare segment for the six months ended September 30, 2024 decreased $16.1 million, or 7.8%, when compared with the six months ended September 30, 2023. As a percentage of North American OTC Healthcare revenues, contribution margin decreased to 40.3% during the six months ended September 30, 2024 from 42.0% during the six months ended September 30, 2023, primarily due to the decrease in gross profit margin noted above.

Current wording

Contribution margin for the North American OTC Healthcare segment for the nine months ended December 31, 2024 decreased $12.8 million, or 4.2%, when compared with the nine months ended December 31, 2023. As a percentage of North American OTC Healthcare revenues, contribution margin decreased to 40.8% during the nine months ended December 31, 2024 from 41.6% during the nine months ended December 31, 2023, primarily due to the decrease in gross profit margin noted above.

Previous wording

Contribution margin for the International OTC Healthcare segment increased $0.4 million, or 1.1%, during the six months ended September 30, 2024 versus the six months ended September 30, 2023. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 41.2% during the six months ended September 30, 2024 from 42.8% during the six months ended September 30, 2023. The contribution margin decrease as a percentage of revenues was primarily due to an increase in advertising and marketing spend during the six months ended September 30, 2024.

Current wording

Contribution margin for the International OTC Healthcare segment increased $1.7 million, or 3.1%, during the nine months ended December 31, 2024 versus the nine months ended December 31, 2023. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 42.8% during the nine months ended December 31, 2024 from 44.6% during the nine months ended December 31, 2023. The contribution margin decrease as a percentage of revenues was primarily due to an increase in advertising and marketing spend during the nine months ended December 31, 2024.

Previous wording

General and administrative expenses were $55.0 million for the six months ended September 30, 2024 and $53.7 million for the six months ended September 30, 2023. General and administrative expenses increased $1.3 million due to an increase in professional fees.

Current wording

General and administrative expenses were $81.2 million for the nine months ended December 31, 2024 and $79.7 million for the nine months ended December 31, 2023. General and administrative expenses increased $1.5 million due to an increase in compensation costs and professional fees, partly offset by a decrease in information technology costs.

Previous wording

Interest expense, net was $25.4 million during the six months ended September 30, 2024 versus $35.3 million during the six months ended September 30, 2023. The average indebtedness decreased to $1.1 billion during the six months ended September 30, 2024 from $1.3 billion during the six months ended September 30, 2023. The average cost of borrowing decreased to 4.8% for the six months ended September 30, 2024 compared to 5.4% for the six months ended September 30, 2023.

Current wording

Interest expense, net was $36.9 million during the nine months ended December 31, 2024 versus $51.9 million during the nine months ended December 31, 2023. The average indebtedness decreased to $1.1 billion during the nine months ended December 31, 2024 from $1.3 billion during the nine months ended December 31, 2023. The average cost of borrowing decreased to 4.7% for the nine months ended December 31, 2024 compared to 5.4% for the nine months ended December 31, 2023.

Previous wording

The provision for income taxes during the six months ended September 30, 2024 was $26.6 million versus $32.3 million during the six months ended September 30, 2023. The effective tax rate during the six months ended September 30, 2024 was 20.5% versus 23.2% during the six months ended September 30, 2023. The decrease in the effective tax rate for the six months ended September 30, 2024 compared to the six months ended September 30, 2023 was due to discrete items primarily pertaining to the release of a reserve for uncertain tax positions due to the statute of limitations expiring.

Current wording

The provision for income taxes during the nine months ended December 31, 2024 was $45.8 million versus $48.8 million during the nine months ended December 31, 2023. The effective tax rate during the nine months ended December 31, 2024 was 21.8% versus 23.4% during the nine months ended December 31, 2023. The decrease in the effective tax rate for the nine months ended December 31, 2024 compared to the nine months ended December 31, 2023 was due to discrete items primarily pertaining to the release of a reserve for uncertain tax positions due to the statute of limitations expiring.

Previous wording

As of September 30, 2024, we had cash and cash equivalents of $51.5 million, an increase of $5.1 million from March 31, 2024. The following table summarizes the change:

Current wording

As of December 31, 2024, we had cash and cash equivalents of $50.9 million, an increase of $4.4 million from March 31, 2024. The following table summarizes the change:

Previous wording

Net cash provided by operating activities was $124.6 million for the six months ended September 30, 2024, compared to $110.5 million for the six months ended September 30, 2023. The $14.0 million increase was due to decreased working capital, partly offset by a decrease in net income before non-cash items.

Current wording

Net cash provided by operating activities was $189.7 million for the nine months ended December 31, 2024, compared to $182.0 million for the nine months ended December 31, 2023. The $7.6 million increase was due to decreased working capital and increased net income, partly offset by a decrease in non-cash operating activities.

Previous wording

Net cash used in investing activities was $4.2 million for the six months ended September 30, 2024, compared to $0.6 million for the six months ended September 30, 2023. The increase in cash used for investing activities of $3.5 million was primarily attributable to changes in a short term loan receivable, partly offset by a decrease in capital expenditures.

Current wording

Net cash used in investing activities was $14.0 million for the nine months ended December 31, 2024, compared to $5.1 million for the nine months ended December 31, 2023. The increase in cash used for investing activities of $8.9 million was primarily attributable to the acquisition of Hydralyte intellectual property of $8.3 million and changes in a short-term loan receivable of $2.3 million, partly offset by a decrease in capital expenditures of $1.7 million.

Previous wording

Net cash used in financing activities was $116.7 million for the six months ended September 30, 2024, compared to $107.7 million for the six months ended September 30, 2023. The $9.0 million increase was primarily due to an increase in the purchase of shares of our common stock of $12.8 million and a decrease in the proceeds from the exercise of stock options of $5.6 million, partly offset by a decrease in term loan repayments of $10.0 million.

Current wording

Net cash used in financing activities was $170.6 million for the nine months ended December 31, 2024, compared to $172.6 million for the nine months ended December 31, 2023. The $2.0 million decrease in cash used in financing activities was primarily due to a decrease in term loan repayments and payments of debt costs of $15.8 million and an increase in the proceeds from the exercise of stock options of $1.5 million, partly offset by an increase in the purchase of shares of our common stock of $15.2 million.

Previous wording

As of September 30, 2024, we had an aggregate of $1.1 billion of outstanding indebtedness, which consisted of the following:

Current wording

As of December 31, 2024, we had an aggregate of $1.0 billion of outstanding indebtedness, which consisted of the following:

Previous wording

•$400.0 million of 5.125% 2019 senior unsecured notes, which mature on January 15, 2028 (the "2019 Senior Notes");

Current wording

•$400.0 million of 5.125% 2019 senior unsecured notes, which mature on January 15, 2028 (the "2019 Senior Notes"); and

Previous wording

•$600.0 million of 3.750% 2021 senior unsecured notes, which mature on April 1, 2031 (the "2021 Senior Notes"); and

Current wording

•$600.0 million of 3.750% 2021 senior unsecured notes, which mature on April 1, 2031 (the "2021 Senior Notes").

Previous wording

As of September 30, 2024, we had no outstanding balance on our asset-based revolving credit facility originally entered into on January 31, 2012 (the "2012 ABL Revolver”) and a borrowing capacity of $173.9 million.

Current wording

As of December 31, 2024, we had no outstanding balance on our asset-based revolving credit facility originally entered into on January 31, 2012 (the "2012 ABL Revolver”) and a borrowing capacity of $163.8 million.

Previous wording

•$60.0 million of borrowings under the Term B-5 Loans under our term loan originally entered into on January 31, 2012 (the "2012 Term Loan”) due July 1, 2028.

Current wording

During the three months ended December 31, 2024, we repaid the balance of our 2012 Term B-5 Loans under the term loan due 2028 originally entered into on January 31, 2012.

Previous wording

Our debt facilities contain various financial covenants, including provisions that require us to maintain certain leverage, interest coverage and fixed charge ratios. The credit agreement governing the 2012 Term Loan and the 2012 ABL Revolver and the indentures governing the 2021 Senior Notes and 2019 Senior Notes contain provisions that accelerate our indebtedness on certain changes in control and restrict us from undertaking specified corporate actions, including asset dispositions, acquisitions, payments of dividends and other specified payments, repurchasing our equity securities in the public markets, incurrence of indebtedness, creation of liens, making loans and investments and transactions with affiliates. Specifically, we must:

Current wording

Our debt facilities contain various financial covenants, including provisions that require us to maintain certain fixed charge ratios. The credit agreement governing the 2012 ABL Revolver and the indentures governing the 2021 Senior Notes and 2019 Senior Notes contain provisions that accelerate our indebtedness on certain changes in control and restrict us from undertaking specified corporate actions, including asset dispositions, acquisitions, payments of dividends and other specified payments, repurchasing our equity securities in the public markets, incurrence of indebtedness, creation of liens, making loans and investments and transactions with affiliates. Specifically, we must:

Previous wording

At September 30, 2024, we were in compliance with the applicable financial and restrictive covenants under the 2012 Term Loan and the 2012 ABL Revolver and the indentures governing the 2021 Senior Notes and the 2019 Senior Notes.

Current wording

At December 31, 2024, we were in compliance with the applicable financial and restrictive covenants under the 2012 ABL Revolver and the indentures governing the 2021 Senior Notes and the 2019 Senior Notes. Management anticipates that in the normal course of operations, we will be in compliance with the financial and restrictive covenants during the next twelve months.

Previous wording

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on our knowledge of current events and actions that we may undertake in the future, actual results could differ from those estimates. A summary of our critical accounting policies is presented in our Annual Report on Form 10-K for the fiscal year ended March 31, 2024. There were no material changes to our critical accounting policies during the six months ended September 30, 2024.

Current wording

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements, as well as the reported amounts of revenues and expenses during the reporting period. Although these estimates are based on our knowledge of current events and actions that we may undertake in the future, actual results could differ from those
Rearranged current paragraphs (1)

Current report — wording carried from elsewhere

-30- estimates. A summary of our critical accounting policies is presented in our Annual Report on Form 10-K for the fiscal year ended March 31, 2024. There were no material changes to our critical accounting policies during the nine months ended December 31, 2024.
Rearranged previous paragraphs (1)

Previous report — wording carried elsewhere

Management anticipates that in the normal course of operations, we will be in compliance with the financial and restrictive covenants during the next twelve months.