Prestige Consumer Healthcare Inc.
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
View on SEC.govAbout 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.
Sep 30, 2026 · Filed Nov 5, 2026
PBH$42.98-3.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0001295947-26-000042
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0001295947-26-000057
Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONSThe 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 108 previous paragraphs and 138 current paragraphs.
77 unchanged; 25 reworded; 29 added; 6 removed; 0 previous and 7 current paragraphs rearranged.
Tables are not compared: 5 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 (29)
Current report
Acquisition of LaCorium Health
Current report
On July 1, 2026, we completed the previously announced acquisition of 100% of the outstanding equity interests of LaCorium Health Australia Pty Limited, Stantail Trading Pty Limited, Stantail International Pty Limited, Brands Worldwide Holdings I.P. Pty Limited, and Laderma Holdings Pty Limited, each an Australian company (collectively, “LaCorium Health”), for $152.1 million in cash. LaCorium Health is primarily a leader in Australian therapeutic skin care products sold under the Dermal Therapy brand, and also sells the Flexitol brand in international markets outside of Australia. In conjunction with this acquisition, we borrowed an additional $95.0 million under our new term loan credit agreement. We used the proceeds from this loan and cash on hand to finance this transaction.
Current report
Revenues for the North American OTC Healthcare segment increased $41.1 million, or 17.8%, during the three months ended September 30, 2026 versus the three months ended September 30, 2025. The $41.1 million increase was primarily attributable to an increase in sales in the Wellness, Sleep & Other and Cough, Cold & Allergy categories, primarily attributable to the acquisition of the OTC Wellness Business.
Current report
Gross profit for the North American OTC Healthcare segment increased $10.4 million, or 8.1%, during the three months ended September 30, 2026 versus the three months ended September 30, 2025. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 51.1% during the three months ended September 30, 2026 from 55.6% during the three months ended September 30, 2025, primarily due to costs associated with improving and optimizing the acquired Pillar5 facility for increases in long-term capacity, and amortization of inventory fair value step-up related to the acquisition of the OTC Wellness Business.
Current report
Gross profit for the International OTC Healthcare segment increased $10.5 million, or 45.5%, during the three months ended September 30, 2026 versus the three months ended September 30, 2025. As a percentage of International OTC Healthcare revenues, gross profit decreased to 52.3% during the three months ended September 30, 2026 from 53.4% during the three months ended September 30, 2025, primarily due to amortization of inventory fair value step-up related to the acquisition of LaCorium Health.
Current report
Contribution margin for the North American OTC Healthcare segment increased $2.0 million, or 2.0%, during the three months ended September 30, 2026 versus the three months ended September 30, 2025. As a percentage of North American OTC Healthcare revenues, contribution margin decreased to 36.2% during the three months ended September 30, 2026 from 41.8% during the three months ended September 30, 2025. The contribution margin decrease as a percentage of revenues was primarily due to the decrease in gross profit margin noted above as well as an increase in advertising and marketing spend in the three months ended September 30, 2026.
Current report
General and administrative expenses were $30.9 million for the three months ended September 30, 2026 and $28.0 million for the three months ended September 30, 2025. The $2.9 million increase in general and administrative expenses was primarily due to increases in compensation-related costs associated with our acquisitions.
Current report
Loss on Extinguishment of Debt
Current report
During the three months ended September 30, 2026, we recorded a loss on extinguishment of debt of $1.4 million related to the redemption of our 2019 Senior Notes.
Current report
Results of Operations
Current report
Six Months Ended September 30, 2026 compared to the Six Months Ended September 30, 2025
Current report
Total Segment Revenues
Current report
Total revenues for the six months ended September 30, 2026 were $602.0 million, an increase of $78.4 million, or 15.0%, versus the six months ended September 30, 2025.
Current report
Revenues for the North American OTC Healthcare segment increased $54.7 million, or 12.3%, during the six months ended September 30, 2026 versus the six months ended September 30, 2025. The $54.7 million increase was primarily attributable to an increase in sales in the Wellness, Sleep & Other and Cough, Cold & Allergy categories. The increase in the Wellness, Sleep & Other and Cough, Cold & Allergy categories was primarily attributable to the acquisition of the OTC Wellness Business.
Current report
Revenues for the International OTC Healthcare segment increased $23.7 million, or 29.5%, during the six months ended September 30, 2026 versus the six months ended September 30, 2025. The $23.7 million increase was mainly attributable to an increase in sales in the Wellness, Sleep & Other and Dermatologicals categories. The increase in the Wellness, Sleep & Other category was primarily attributable to the acquisition of the OTC Wellness Business, particularly the Breathe Right brand. The increase in the Dermatologicals category was primarily attributable to the acquisition of LaCorium Health, particularly the Dermal Therapy brand.
Current report
Gross Profit
Current report
Gross profit for the six months ended September 30, 2026 increased $16.8 million, or 5.8%, when compared with the six months ended September 30, 2025. As a percentage of total revenues, gross profit decreased to 51.3% during the six months ended September 30, 2026 from 55.7% during the six months ended September 30, 2025, primarily due to costs associated with improving and optimizing the acquired Pillar5 facility for increases in long-term capacity, and amortization of inventory fair value step-up related to the acquisitions of the OTC Wellness Business and LaCorium Health.
Current report
Gross profit for the North American OTC Healthcare segment increased $6.0 million, or 2.4%, during the six months ended September 30, 2026 versus the six months ended September 30, 2025. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 51.2% during the six months ended September 30, 2026 from 56.1% during the six months ended September 30, 2025, primarily due to costs associated with improving and optimizing the acquired Pillar5 facility for increases in long-term capacity, and amortization of inventory fair value step-up related to the acquisition of the OTC Wellness Business.
Current report
Gross profit for the International OTC Healthcare segment increased $10.9 million, or 25.2%, during the six months ended September 30, 2026 versus the six months ended September 30, 2025. As a percentage of International OTC Healthcare revenues, gross profit decreased to 51.9% during the six months ended September 30, 2026 from 53.7% during the six months ended September 30, 2025, primarily due to amortization of inventory fair value step-up related to the acquisition of LaCorium Health.
Current report
Contribution Margin
Current report
Contribution margin for the International OTC Healthcare segment increased $6.0 million, or 19.8%, during the six months ended September 30, 2026 versus the six months ended September 30, 2025. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 35.1% during the six months ended September 30, 2026 from 37.9% during the six months ended September 30, 2025, primarily due to the decrease in gross profit noted above as well as increased advertising and marketing spend in the six months ended September 30, 2026.
Current report
General and Administrative
Current report
Depreciation and Amortization
Current report
Interest Expense, Net
Current report
Loss on Extinguishment of Debt
Current report
During the six months ended September 30, 2026, we recorded a loss on extinguishment of debt of $1.4 million related to the
Current report
redemption of our 2019 Senior Notes.
Current report
The provision for income taxes during the six months ended September 30, 2026 was $31.5 million versus $41.2 million during the six months ended September 30, 2025. The effective tax rate during the six months ended September 30, 2026 was 36.7% versus 31.5% during the six months ended September 30, 2025. The increase in the effective tax rate for the six months ended September 30, 2026, compared to the six months ended September 30, 2025 was primarily due to the establishment of a valuation allowance against deferred tax assets.
Current report
On June 12, 2026, in conjunction with the acquisition of the OTC Wellness Business, we entered into the Term Loan Credit Agreement providing for a $1,045.0 million term loan with a seven-year maturity and paid $21.6 million in debt issuance costs. The Term Loan Credit Agreement requires us to make quarterly amortization payments of 0.25% of the aggregate principal amount. The Term Loan Credit Agreement also permits a second draw of up to $95.0 million that could be used for the acquisition of LaCorium Health, which we announced on May 13, 2026. On July 1, 2026, we borrowed the additional $95.0 million to fund the acquisition of LaCorium Health.
Removed paragraphs (6)
Previous report
The pro-forma effect of this acquisition on revenues and earnings was not material.
Previous report
Income Taxes
Previous report
Revenues for the International OTC Healthcare segment increased $2.6 million, or 6.9%, during the three months ended June 30, 2026 versus the three months ended June 30, 2025. The $2.6 million increase was mainly attributable to an increase in sales in the Wellness, Sleep & Other, and Gastrointestinal categories, partly offset by a decrease in sales in the Pain Relief category.
Previous report
Gross profit for the North American OTC Healthcare segment decreased $4.5 million, or 3.7%, during the three months ended June 30, 2026 versus the three months ended June 30, 2025. As a percentage of North American OTC Healthcare revenues, gross profit decreased to 51.3% during the three months ended June 30, 2026 from 56.6% during the three months ended June 30, 2025, primarily due to costs associated with improving and optimizing the acquired Pillar5 facility for increases in long-term capacity and amortization of inventory fair value step-up related to the acquisition of the OTC Wellness Business.
Previous report
Gross profit for the International OTC Healthcare segment increased $0.3 million, or 1.6%, during the three months ended June 30, 2026 versus the three months ended June 30, 2025. As a percentage of International OTC Healthcare revenues, gross profit decreased to 51.3% during the three months ended June 30, 2026 from 53.9% during the three months ended June 30, 2025, primarily due to unfavorable mix.
Reworded paragraphs (25)
Previous wording
On June 12, 2026, we completed the acquisition of Breathe Right and certain other brands (the "OTC Wellness Business"), from Foundation Consumer Brands, LLC and certain of its affiliates for a purchase price of $1,045.0 million in cash (the "Breathe Right Acquisition"). In connection with this acquisition, we entered into a Term Loan Credit Agreement on June 12, 2026 (the "Term Loan Credit Agreement") providing for term loans in the amount of $1,045.0 million, the proceeds of which were used to, along with cash on hand, finance the Breathe Right Acquisition and fees and expenses incurred in connection with the closing of the Term Loan Credit Agreement and the Breathe Right Acquisition. As a result of this acquisition, we acquired certain assets primarily related to a portfolio of over-the-counter consumer health products.
Current wording
On June 12, 2026, we completed the acquisition of Breathe Right and certain other brands (the "OTC Wellness Business"), from Foundation Consumer Brands, LLC and certain of its affiliates for a purchase price of $1,044.9 million in cash (the "Breathe Right Acquisition"). In connection with this acquisition, we entered into a Term Loan Credit Agreement on June 12, 2026 (the "Term Loan Credit Agreement") providing for term loans in the amount of $1,044.9 million, the proceeds of which were used to, along with cash on hand, finance the Breathe Right Acquisition and fees and expenses incurred in connection with the closing of the Term Loan Credit Agreement and the Breathe Right Acquisition. As a result of this acquisition, we acquired certain assets primarily related to a portfolio of over-the-counter consumer health products.
Previous wording
On December 18, 2025, we completed the acquisition of Pillar5 Pharma, Inc. ("Pillar5"), which was funded through a combination of cash on hand and our existing asset-based revolving credit facility.
Current wording
On December 18, 2025, we completed the acquisition of Pillar5 Pharma, Inc. ("Pillar5") for a purchase price of $109.9 million in cash, which was funded through a combination of cash on hand and our existing asset-based revolving credit facility.
Previous wording
The details of the OTC Wellness Business and Pillar5 acquisitions are included in the notes to the unaudited Condensed Consolidated Financial Statements in Part I, Item I, Note 2., Acquisitions, of this Quarterly Report on Form 10-Q.
Current wording
The details of the LaCorium Health, OTC Wellness Business and Pillar5 acquisitions are included in the notes to the unaudited Condensed Consolidated Financial Statements in Part I, Item I, Note 2. Acquisitions, of this Quarterly Report on Form 10-Q.
Previous wording
Certain of our third-party manufacturers have experienced, and may continue to experience, difficulty meeting demand, which has contributed to shortages of certain products, particularly sterile eye care products, as a result of manufacturing improvement initiatives, heightened regulatory scrutiny and evolving regulatory expectations. Recently, all of our sterile eye care manufacturing sites, including those operated by certain third-party manufacturers, have undergone inspections by health authorities, and we and our third-party manufacturers are actively engaging with those authorities and implementing responsive actions intended to strengthen quality systems, improve production consistency and support more reliable supply over time. These activities may result in periods of manufacturing variability, reduced capacity, production delays or product shortages if related remediation, qualification, validation or regulatory readiness activities take longer than expected. These shortages have negatively impacted our results of operations, and further shortages may continue to have a negative impact on sales of our eye care products. We believe these ongoing investments and engagement with health authorities will better position us and our third-party manufacturers to improve supply reliability and support recovery in affected product categories over the long-term.
Current wording
Certain of our manufacturers have experienced, and may continue to experience, difficulty meeting demand, which has contributed to shortages of certain products, particularly sterile eye care products, as a result of manufacturing improvement initiatives, heightened regulatory scrutiny and evolving regulatory expectations. Recently, all of our sterile eye care manufacturing sites, including those operated by certain third-party manufacturers, have undergone inspections by health authorities, and we and our third-party manufacturers are actively engaging with those authorities and implementing responsive actions intended to strengthen quality systems, improve production consistency and support more reliable supply over time. These activities may result in periods of manufacturing variability, reduced capacity, production delays or product shortages if related remediation, qualification, validation or regulatory readiness activities take longer than expected. These shortages have negatively impacted our results of operations, and further shortages may continue to have a negative impact on sales of our eye care products. We believe these ongoing investments and engagement with health authorities will better position us and our third-party manufacturers to improve supply reliability and support recovery in affected product categories over the long-term.
Previous wording
Total revenues for the three months ended June 30, 2026 were $265.7 million, an increase of $16.2 million, or 6.5%, versus the three months ended June 30, 2025.
Current wording
Total revenues for the three months ended September 30, 2026 were $336.3 million, an increase of $62.2 million, or 22.7%, versus the three months ended September 30, 2025.
Previous wording
Revenues for the North American OTC Healthcare segment increased $13.6 million, or 6.4%, during the three months ended June 30, 2026 versus the three months ended June 30, 2025. The $13.6 million increase was primarily attributable to an increase in sales in the Wellness, Sleep & Other, Gastrointestinal, Dermatological, and Cough, Cold & Allergy categories, partly offset by a decrease in the Women's Health category. The increase in the Wellness, Sleep & Other category was primarily attributable to the acquisition of the OTC Wellness Business, particularly the Breathe Right brand, as well as an increase in third party sales made by our manufacturing facilities.
Current wording
Revenues for the International OTC Healthcare segment increased $21.1 million, or 48.7%, during the three months ended September 30, 2026 versus the three months ended September 30, 2025. The $21.1 million increase was primarily attributable to an increase in sales in the Wellness, Sleep & Other and Dermatologicals categories. The increase in the Wellness, Sleep & Other category was primarily attributable to the acquisition of the OTC Wellness Business, particularly the Breathe Right brand. The increase in the Dermatologicals category was primarily attributable to the acquisition of LaCorium Health, particularly the Dermal Therapy brand.
Previous wording
Gross profit for the three months ended June 30, 2026 decreased $4.1 million, or 3.0%, when compared with the three months ended June 30, 2025. As a percentage of total revenues, gross profit decreased to 51.3% during the three months ended June 30, 2026 from 56.2% during the three months ended June 30, 2025, primarily due to costs associated with improving and optimizing the acquired Pillar5 facility for increases in long-term capacity, and amortization of inventory fair value step-up related to the acquisition of the OTC Wellness Business.
Current wording
Gross profit for the three months ended September 30, 2026 increased $21.0 million, or 13.8%, when compared with the three months ended September 30, 2025. As a percentage of total revenues, gross profit decreased to 51.3% during three months ended September 30, 2026 from 55.3% during three months ended September 30, 2025, primarily due to costs associated with improving and optimizing the acquired Pillar5 facility for increases in long-term capacity, and amortization of inventory fair value step-up related to the acquisitions of the OTC Wellness Business and LaCorium Health.
Previous wording
Contribution margin for the International OTC Healthcare segment increased $0.6 million, or 4.0%, during the three months ended June 30, 2026 versus the three months ended June 30, 2025. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 36.7% during the three months ended June 30, 2026 from 37.7% during the three months ended June 30, 2025. The contribution margin decrease as a percentage of revenues during the three months ended June 30, 2026 was primarily due to the decrease in gross profit margin noted above.
Current wording
Contribution margin for the International OTC Healthcare segment increased $5.5 million, or 33.2%, during the three months ended September 30, 2026 versus the three months ended September 30, 2025. As a percentage of International OTC Healthcare revenues, contribution margin decreased to 34.1% during the three months ended September 30, 2026 from 38.1% during the three months ended September 30, 2025. The contribution margin decrease as a percentage of revenues was primarily due to the decrease in gross profit margin noted above as well as an increase in advertising and marketing spend in the three months ended September 30, 2026.
Previous wording
Depreciation and amortization expenses were $5.7 million for the three months ended June 30, 2026 and $5.2 million for the three months ended June 30, 2025. The increase in depreciation and amortization expenses was attributable to an increase in amortization expense due to the addition of certain brands in conjunction with the OTC Wellness Business acquisition.
Current wording
Depreciation and amortization expenses were $8.7 million for the three months ended September 30, 2026 and $5.2 million for the three months ended September 30, 2025. The $3.5 million increase in depreciation and amortization expenses was primarily attributable to an increase in amortization expense due to the addition of certain brands in conjunction with the OTC Wellness Business acquisition.
Previous wording
The provision for income taxes during the three months ended June 30, 2026 was $9.4 million versus $14.3 million during the three months ended June 30, 2025. The effective tax rate during the three months ended June 30, 2026 was 24.3% versus 23.2% during the three months ended June 30, 2025. The increase in the effective tax rate for the three months ended June 30, 2026, compared to the three months ended June 30, 2025, was primarily due to stock-based compensation and state tax changes.
Current wording
The provision for income taxes during the three months ended September 30, 2026 was $22.2 million versus $26.9 million during the three months ended September 30, 2025. The effective tax rate during the three months ended September 30, 2026 was 46.7% versus 38.9% during the three months ended September 30, 2025. The increase in the effective tax rate for the three months ended September 30, 2026, compared to the three months ended September 30, 2025 was primarily due to the establishment of a valuation allowance against deferred tax assets.
Previous wording
Contribution margin for the North American OTC Healthcare segment for the three months ended June 30, 2026 decreased $4.4 million, or 4.8%, when compared with the three months ended June 30, 2025. As a percentage of North American OTC Healthcare revenues, contribution margin decreased to 38.5% during the three months ended June 30, 2026 from 43.0% during the three months ended June 30, 2025, primarily due to the decrease in gross profit margin noted above.
Current wording
Contribution margin for the North American OTC Healthcare segment for the six months ended September 30, 2026 decreased $2.5 million, or 1.3%, when compared with the six months ended September 30, 2025. As a percentage of North American OTC Healthcare revenues, contribution margin decreased to 37.2% during the six months ended September 30, 2026 from 42.4% during the six months ended September 30, 2025, primarily due to the decrease in gross profit margin noted above.
Previous wording
General and administrative expenses were $43.3 million for the three months ended June 30, 2026 and $28.5 million for the three months ended June 30, 2025. The $14.8 million increase in general and administrative expenses was primarily due to increases in acquisition-related costs.
Current wording
General and administrative expenses were $74.2 million for the six months ended September 30, 2026 and $56.5 million for the six months ended September 30, 2025. The $17.7 million increase in general and administrative expenses was primarily due to increases in acquisition-related costs.
Previous wording
Interest expense, net was $13.9 million during the three months ended June 30, 2026 versus $10.2 million during the three months ended June 30, 2025. The average indebtedness during the three months ended June 30, 2026 increased to $2.0 billion from $1.0 billion during the three months ended June 30, 2025. The increase in average indebtedness is due to the result of borrowings under the new Term Loan Credit Agreement used to fund our acquisition of the OTC Wellness Business. The average cost of borrowing increased to 5.1% for the three months ended June 30, 2026, compared to 4.5% for the three months ended June 30, 2025. The increase in the average costs of borrowing is primarily attributed to the amount outstanding under the new Term Loan Credit Agreement.
Current wording
Interest expense, net was $44.0 million during the six months ended September 30, 2026 versus $20.2 million during the six months ended September 30, 2025. The average indebtedness during the six months ended September 30, 2026 increased to $1.7 billion from $1.0 billion during the six months ended September 30, 2025. The increase in average indebtedness is the result of borrowings under the new term loan credit agreement used to fund our acquisitions of the OTC Wellness Business and LaCorium Health. The average cost of borrowing increased to 5.3% for the six months ended September 30, 2026, compared to 4.5% for the six months ended September 30, 2025. The increase in the average costs of borrowing is primarily attributed to the amount outstanding under the new term loan credit agreement as well as the issuance of the 2026 Senior Notes and related redemption of the 2019 Senior Notes.
Previous wording
As of June 30, 2026, we had cash and cash equivalents of $89.1 million, an increase of $25.3 million from March 31, 2026. The following table summarizes the change:
Current wording
As of September 30, 2026, we had cash and cash equivalents of $46.5 million, a decrease of $17.4 million from March 31, 2026. The following table summarizes the change:
Previous wording
Net cash provided by operating activities was $70.8 million for the three months ended June 30, 2026, compared to $79.0 million for the three months ended June 30, 2025. The $8.2 million decrease was primarily due to a decrease in net income before non-cash items, partly offset by favorable working capital.
Current wording
Net cash provided by operating activities was $108.7 million for the six months ended September 30, 2026, compared to $136.5 million for the six months ended September 30, 2025. The $27.8 million decrease was due to a decrease in net income before non-cash items and unfavorable working capital.
Previous wording
Net cash used in investing activities was $1,063.7 million for the three months ended June 30, 2026, compared to $1.9 million for the three months ended June 30, 2025. The $1,061.8 million increase in net cash used in investing activities was primarily due to acquisitions during the current quarter.
Current wording
Net cash used in investing activities was $1,202.6 million for the six months ended September 30, 2026, compared to $4.9 million for the six months ended September 30, 2025. The $1,197.8 million increase in net cash used in investing activities was primarily due to acquisitions during the six months ended September 30, 2026.
Previous wording
Net cash provided by financing activities was $1,018.5 million for the three months ended June 30, 2026, compared to net cash used in financing activities of $36.3 million for the three months ended June 30, 2025. The $1,054.7 million increase in cash provided by financing activities was primarily due to the proceeds from the issuance of term loans of $1,045.0 million under the Term Loan Credit Agreement and a decrease in the repurchase of shares of our common stock in conjunction with our share repurchase program of $34.8 million, partly offset by the payment of debt issuance costs of $22.5 million.
Current wording
Net cash provided by financing activities was $1,076.8 million for the six months ended September 30, 2026, compared to net cash used in financing activities of $111.2 million for the six months ended September 30, 2025. The $1,188.0 million increase in cash provided by financing activities was primarily due to the proceeds from the issuance of term loans of $1,140.0 million under a new term loan credit agreement and a decrease in the repurchase of shares of our common stock in conjunction with our share repurchase program of $109.8 million, partly offset by repayments of the term loan of $30.0 million and the payment of debt issuance costs of $28.8 million.
Previous wording
As of June 30, 2026, we had an aggregate of $2.0 billion of outstanding indebtedness, which consisted of the following:
Current wording
As of September 30, 2026, we had an aggregate of $2.1 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 6.250% 2026 Senior Notes, which mature on July 15, 2034;
Previous wording
• $1,045.0 million of borrowings under our Term Loan Credit Agreement, due June 12, 2033; and
Current wording
•$1,110.0 million of borrowings under our Term Loan Credit Agreement, due June 12, 2033 (the "Term Loan Credit Agreement").
Previous wording
At June 30, 2026, we had no balance outstanding on our asset-based revolving credit facility originally entered into on January 31, 2012 (the "2012 ABL Revolver"), and we had a borrowing capacity of $193.5 million.
Current wording
At September 30, 2026, we had no balance outstanding on our asset-based revolving credit facility originally entered into on January 31, 2012 (the "2012 ABL Revolver"), and we had a borrowing capacity of $202.4 million.
Previous wording
Subsequent to June 30, 2026, we issued $400.0 million aggregate principal amount of 6.25% senior notes due in 2034 (the "2026 Senior Notes") and used the net proceeds from the offering, together with cash on hand, to redeem all $400.0 million of the 2019 Senior Notes and to pay related expenses. See Note 18., Subsequent Events, to the Condensed Consolidated Financial Statements for additional information.
Current wording
On July 15, 2026, Prestige Brands, Inc. issued $400.0 million aggregate principal amount of 6.250% 2026 Senior Notes due in 2034 pursuant to an indenture, dated July 15, 2026 (the “Indenture”), among Prestige Brands, the guarantors party thereto (including the Company) and U.S. Bank Trust Company, National Association, as trustee. The Indenture provides, among other things, that interest will be payable on the 2026 Senior Notes on January 15 and July 15 of each year, beginning on January 15, 2027, until their maturity date of July 15, 2034. We used the net proceeds from the 2026 Senior Notes, together with cash on hand, to redeem all $400.0 million of our outstanding 5.125% 2019 Senior Notes, and to pay related expenses.
Previous wording
On June 12, 2026, we entered into Amendment No. 10 (the "ABL Amendment") to our 2012 ABL Revolver. The ABL Amendment provides for (i) an increase in the aggregate revolving commitment of the 2012 ABL Revolver from $200.0 million to $225.0 million and (ii) an extended maturity date of the 2012 ABL Revolver to June 12, 2031.
Current wording
Also on June 12, 2026, we entered into Amendment No. 10 (the "ABL Amendment") to our 2012 ABL Revolver. The ABL Amendment provides for (i) an increase in the aggregate revolving commitment of the 2012 ABL Revolver from $200.0 million to $225.0 million and (ii) an extended maturity date of the 2012 ABL Revolver to June 12, 2031.
Previous wording
The Term Loan Credit Agreement, the credit agreement governing the 2012 ABL Revolver, and the indentures governing the 2021 Senior Notes and 2019 Senior Notes (and 2026 Senior Notes) contain customary 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.
Current wording
The Term Loan Credit Agreement, the credit agreement governing the 2012 ABL Revolver, and the indentures governing the 2021 Senior Notes and 2026 Senior Notes contain customary 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.
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, 2026. There were no material changes to our critical accounting policies during the three months ended June 30, 2026.
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 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, 2026. There were no material changes to our critical accounting policies during the six months ended September 30, 2026.
Rearranged current paragraphs (7)
Current report — wording carried from elsewhere
Interest expense, net was $30.0 million during the three months ended September 30, 2026 versus $10.0 million during the three months ended September 30, 2025. The average indebtedness during the three months ended September 30, 2026 increased to $2.1 billion from $1.0 billion during the three months ended September 30, 2026. The increase in average indebtedness is due to the result of borrowings under the new Term Loan Credit Agreement used to fund our acquisitions of the OTC Wellness Business and LaCorium Health. The average cost of borrowing increased to 5.6% for the three months ended September 30, 2026 from 4.5% for the three months ended September 30, 2025. The increase in the average cost of borrowing is primarily attributed to the amount outstanding under the new Term Loan Credit Agreement as well as the issuance of the 6.25% senior unsecured notes due in 2034 (the "2026 Senior Notes") and related redemption of the 5.125% senior unsecured notes due in 2028 (the "2019 Senior Notes").
Current report — wording carried from elsewhere
In connection with the acquisition of the OTC Wellness Business, the Company established a new product category, Wellness, Sleep & Other, and renamed certain existing product categories. As a result, certain brands were reclassified among product categories. Prior period amounts have been reclassified to conform to the current period presentation.
Current report — wording carried from elsewhere
The following table represents total revenue by segment, including product groups, for the six months ended September 30, 2026 and 2025.
Current report — wording carried from elsewhere
The following table presents our gross profit and gross profit as a percentage of total segment revenues, by segment for each of the periods presented.
Current report — wording carried from elsewhere
Contribution margin is our segment measure of profitability. It is defined as gross profit less advertising and marketing expenses.
Current report — wording carried from elsewhere
The following table presents our contribution margin and contribution margin as a percentage of total segment revenues, by segment for each of the periods presented.
Current report — wording carried from elsewhere
Depreciation and amortization expenses were $14.4 million for the six months ended September 30, 2026 and $10.4 million for the six months ended September 30, 2025. The $4.0 million increase in depreciation and amortization expenses was primarily attributable to an increase in amortization expense due to the addition of certain brands in conjunction with the OTC Wellness Business acquisition.