EDGEWELL PERSONAL CARE Co

(1)Lease expense is included in Cost of products sold or SG&A expense based on the nature of the lease. Short-term lease expense and variable lease expense are excluded from this amount and are not material.

In connection with the consolidation of the Mexico facilities (See Note 4 of the Notes to Consolidated Financial Statements), the Company entered into a lease agreement pursuant to which it had agreed to lease a 593,816 square foot manufacturing facility in Aguascalientes, Mexico (the “Mexico Lease”). The Company recognized a right-of-use asset and lease liability of $31.6 as of September 30, 2024 which was determined to be the commencement date as defined under ASC 842, Leases. The Company elected the practical expedient which includes all lease costs as a lease component. Monthly payments included in the lease liability are $0.4 adjusted annually for the increase in CPI. The Company used a lease term of 182 months, of which the first two months are rent free, and an incremental borrowing rate of 11.64%. The Mexico Lease contains one five year lease extension option. The Company also has the option to enter into a subsequent 15-year lease agreement on substantially the same terms as the Mexico Lease (the “Subsequent Lease”), including an option to extend the term of the Subsequent Lease for an additional five years. The Subsequent Lease was determined not to be reasonably certain to be exercised as of September 30, 2024. As a result of the Mexico Lease, the Company remeasured the existing lease liability for its Obregon, Mexico facility as its lease option was no longer reasonably certain to be exercised which resulted in a reduction of the right-of-use asset and lease liability of $11.0.

The Company's future lease payments including reasonably assured renewal options under lease agreements are as follows:

Note 11 - Accounts Receivable Facility

The Company participates in accounts receivable facility programs both in the United States and Japan. These receivable agreements are between the Company, MUFJ Bank, LTD., and the subsidiaries of both parties. Transfers under the accounts receivable repurchase agreements are accounted for as sales of receivables, resulting in the receivables being derecognized from the Consolidated Balance Sheet. The purchaser assumes the credit risk at the time of sale and has the right at any time to assign, transfer, or participate any of its rights under the purchased receivables to another bank or financial institution. The purchase and sale of receivables under these certain accounts receivable repurchase agreements is intended to be an absolute and irrevocable transfer without recourse by the purchaser to the Company for the creditworthiness of any obligor. The Company has considered its performance obligation to collect and service the receivables sold in the United States and Japan. The compensation received is considered acceptable servicing compensation and, as such, the Company does not recognize a servicing asset or liability.

On August 5, 2024, we entered into the Seventh Amendment to that certain Master Accounts Receivable Purchase Agreement between Edgewell Personal Care, LLC and MUFG Bank, LTD., (the “Accounts Receivable Facility”) which amended the pricing index used to determine the purchase price for subject receivables from the Bloomberg Short Term Bank Yield Index (“BSBY”) to Term Secured Overnight Financing Rate (“SOFR”). The applicable margin that is added to the SOFR pricing index specific for each obligor was unchanged. Except as noted above, all other material terms, conditions, obligations, covenants or agreements contained in the Accounts Receivable Facility are unmodified in all respects and continue in full force and effect.

Effective February 7, 2022, we increased the maximum receivables sold facility amount under the Sixth Amendment to Master Accounts Receivable Purchase Agreement to $180.0 from $150.0.

On August 5, 2022, we entered into that certain Master Receivable Assignment Agreement between the Company’s wholly-owned subsidiary Schick Japan K.K. and Concerto Receivables Corporation (the “Purchaser”), Tokyo Branch, a subsidiary of MUFG Bank, LTD. (the "Japan Agreement"). The Japan Agreement allows us to assign third party accounts receivable to the Purchaser and allows for the sale of up to ¥3,000 (approximately $20.0 using the exchange rate as of September 30, 2023) with limits set between individual customers. The terms of the agreement expire one year after the date of execution and will be renewed annually unless either party notifies of its intent not to renew. The assigned receivables will be discounted using the funding rate from the Tokyo Interbank Market plus 1.1%.

Accounts receivable sold under the Accounts Receivable Facility for the years ended September 30, 2024 and 2023 were $1,176.1 and $1,162.7, respectively. The trade receivables sold that remained outstanding under the Accounts Receivable Facility as of September 30, 2024 and 2023 were $88.6 and $82.1, respectively. The net proceeds received were included in both Cash provided by operating activities and Cash used by investing activities on the Condensed Consolidated Statements of Cash Flows. The difference between the carrying amount of the trade receivables sold and the sum of the cash received is recorded as a loss on sale of receivables in Other (income) expense, net in the Consolidated Statements of Earnings and Comprehensive Income. For the years ended September 30, 2024 and 2023, the loss on sale of trade receivables was $6.4 and $6.2, respectively.

Note 12 - Supplemental Balance Sheet

The following table summarizes our current assets and current and non-current liabilities at September 30, 2024 and 2023:

Note 13 -Debt

The detail of long-term debt was as follows:

(1)At September 30, 2024, the balance for the Senior Notes due 2028 and the Senior Notes due 2029 are reflected net of debt issuance costs of $5.4 and $3.6, respectively. At September 30, 2023, the balance for the Senior Notes due 2028 and the Senior Notes due 2029 are reflected net of debt issuance costs of $6.9 and $4.4, respectively.

At September 30, 2024 and 2023, the Company also had outstanding short-term notes payable with financial institutions with original maturities of less than 90 days of $24.5 and $19.5, respectively, with variable weighted-average interest rates of 3.8% and 3.9%, respectively. These notes were primarily outstanding international borrowings.

U.S. Revolving Credit Facility

On April 2, 2024 (the “Restatement Date”), the Company and certain subsidiaries of the Company entered into a Restatement Agreement (the "Restatement Agreement")we amended our with Bank of America, N.A. as administrative agent and collateral agent ("BofA"), and the several lenders from time to time party thereto (together with BofA, the "Lenders"), which amended and restated the Company’s Credit Agreement, dated as of March 28, 2020 (as previously amended by that certain Amendment No. 1 to Credit Agreement, dated as of February 6, 2023, and as otherwise amended, amended and restated, supplemented or otherwise modified prior to the Restatement Date (the “Credit Facility”).

Pursuant to the Restatement Agreement, all of the $425.0 of revolving facility commitments under the Credit Agreement (the “Existing Revolving Facility Commitments”) were replaced with an equal amount of new revolving facility commitments (the “Replacement Revolving Facility Commitments”, collectively, with the Existing Revolving Facility Commitments, the “Revolving Credit Facility”) having substantially similar terms as the Existing Revolving Facility Commitments, except that the maturity date of the Replacement Revolving Facility Commitments will be the earlier of (i) April 2, 2029, and (ii) (a) March 2, 2028, if the aggregate outstanding amount of the Company’s 5.500% Senior Notes due 2028 is greater than $150.0 as of such date and (b) December 29, 2028, if the aggregate outstanding amount of the Company’s 4.125% Senior Notes due 2029 is greater than $150.0 of as such date, in each case, subject to certain exceptions.

Debt Covenants

The U.S. revolving credit facility discussed above (“Revolving Credit Facility”) governing our outstanding debt at September 30, 2024 contains certain customary representations and warranties, financial covenants, covenants restricting the Company’s ability to take certain actions, affirmative covenants and provisions relating to events of default. Under the terms of the Revolving Credit Facility, the ratio of the Company’s indebtedness to earnings before interest, taxes, depreciation and amortization (“EBITDA”), as defined in the agreement and detailed below, cannot be greater than 4.0 to 1.0, however, there is an exception for acquisition activity. In addition, under the Revolving Credit Facility, the ratio of the Company’s EBITDA, as defined in the credit agreement, to total interest expense must exceed 3.0 to 1. Under the Revolving Credit Facility, EBITDA is defined as net earnings, as adjusted to add-back interest expense, income taxes, depreciation and amortization, all of which are determined in accordance with GAAP. In addition, the credit agreement allows certain non-cash charges such as stock award amortization and asset write-offs including, but not limited to, impairment and accelerated depreciation, and operating expense reductions or synergies to be “added-back” in determining EBITDA for purposes of the indebtedness ratio. Total debt and interest expense are calculated in accordance with GAAP. If the Company fails to comply with these covenants or with other requirements of the Revolving Credit Facility, the lenders may have the right to accelerate the maturity of the debt. Acceleration under the Revolving Credit Facility would trigger cross-defaults on its other borrowings.

As of September 30, 2024, the Company was in compliance with the provisions and covenants associated with the Revolving Credit Facility.

Debt Maturities

Aggregate maturities of long-term debt, including current maturities, at September 30, 2024 were as follows: $750.0 in 2028, and $534.0 in 2029.

Note 14 -Retirement Plans

Pensions and Postretirement Plans

The Company has several defined benefit pension plans covering employees in the U.S. and certain employees in other countries, which are included in the information below. The plans provide retirement benefits based on years of service and earnings. The Company also sponsors or participates in a number of other non-U.S. pension and postretirement arrangements, including various retirement and termination benefit plans, some of which are required by local law or coordinated with government-sponsored plans, which are not significant in the aggregate and, therefore, are not included in the information presented below.

The Company initiated the wind-up of its Canadian defined benefit pension plan (“Canada Plan”) in June 2021. On September 1, 2021, Edgewell Personal Care Canada ULC (“EPC Canada”) as administrator of the Canada Plan entered into a buy-in annuity purchase agreement (“Buy-in Agreement”) with Brookfield Annuity Company (“Brookfield Annuity”) for certain members of the Canada Plan. On January 25, 2023, the Company received approval by the Financial Services Regulatory Authority of Ontario to wind-up the Canada Plan. Upon regulatory approval of the Canada Plan, EPC Canada proceeded with purchasing annuities for the remaining Canada Plan participants and converting the Buy-in Agreement to a buy-out annuity purchase agreement (“Buy-out Agreement”), which was purchased and funded by the Canada Plan on March 31, 2023. The Company was relieved of its defined benefit pension obligation through its irrevocable commitment under the Buy-out Agreement. As of the settlement date, the Company remeasured its assets and its projected benefit obligation associated with the Canada Plan. Upon settlement, the Company derecognized the assets, projected benefit obligation and losses remaining in accumulated other comprehensive loss (“AOCI”) associated with the Canada Plan, which resulted in a loss on settlement of $7.9. The loss was recorded in Other expense (income), net in the Consolidated Statements of Earnings and Comprehensive Income for the fiscal year ended September 30, 2023.

The Company funds its pension plans in compliance with the Employee Retirement Income Security Act of 1974 (“ERISA”) or local funding requirements.

The following tables present the benefit obligation, plan assets, and funded status of the plans:

The following table presents the amounts recognized in the Consolidated Balance Sheets and Consolidated Statements of Changes in Shareholders’ Equity:

Pre-tax changes recognized in Other comprehensive income for fiscal 2024 were as follows:

Pension contributions required in fiscal 2025 and beyond represent future pension payments to comply with local funding requirements in the U.S. only. The projected contributions for the U.S. pension plans total $6.5 in fiscal 2025, $7.0 in fiscal 2026, $5.0 in fiscal 2027, $4.5 in fiscal 2028, and $4.2 in fiscal 2029. Estimated contributions beyond fiscal 2029 are not determinable. The Company may also elect to make discretionary contributions.

The Company’s expected future benefit payments are as follows:

The accumulated benefit obligation for defined benefit pension plans was $439.0 and $398.1 at September 30, 2024 and 2023, respectively. The following table shows pension plans with an accumulated benefit obligation in excess of plan assets:

Pension plan assets in the U.S. plan represent 69% of assets in all of the Company’s defined benefit pension plans. Investment policy for the U.S. plan includes a mandate to diversify assets and invest in a variety of asset classes to achieve that goal. The U.S. plan’s assets are currently invested in several funds representing most standard equity and debt security classes. The broad target allocations are: (a) equities, including U.S. and foreign:44% and (b) debt securities, including U.S. bonds:56%. Actual allocations at September 30, 2024 approximated these targets. The U.S. plan heldno shares of Company common stock at September 30, 2024. Investment objectives are similar for non-U.S. pension arrangements, subject to local regulations.

The following table presents pension and post-retirement expense:

The service cost component of the net periodic cost associated with the Company’s retirement plans is recorded to Cost of products sold and SG&A in the Consolidated Statements of Earnings and Comprehensive Income. The remaining net periodic cost is recorded to Other expense (income), net in the Consolidated Statements of Earnings and Comprehensive Income.

The Company utilized the spot discount rate approach, which applies the specific spot rates along the yield curve used in the determination of the benefit obligations to the relevant cash flows.

The following table presents assumptions, which reflect weighted-averages for the component plans, used in determining the above information:

The expected return on plan assets was determined based on historical and expected future returns of the various asset classes, using the target allocations described above.

The following table sets forth the estimated fair value of the Company’s pension assets segregated by level within the estimated fair value hierarchy. Refer to Note 18 of Notes to Consolidated Financial Statements for further discussion on the estimated fair value hierarchy and estimated fair value principles.

The following table sets forth the estimated fair value of the Company’s pension assets valued at NAV:

There were no Level 3 pension assets as of September 30, 2024 and 2023.

The Company had no post-retirement plan assets as of September 30, 2024 and 2023.

The Company’s investment objective for defined benefit retirement plan assets is to satisfy its current and future pension benefit obligations. The investment philosophy is to achieve this objective through diversification of the retirement plan assets with the goal of earning a suitable return with an appropriate level of risk while maintaining adequate liquidity to distribute benefit payments. The diversified asset allocation includes equity positions as well as fixed income investments. The increased volatility associated with equities is offset with higher expected returns, while long duration fixed income investments help dampen the volatility of the overall portfolio. Risk exposure is controlled by re-balancing the retirement plan assets back to target allocations, as needed. Investment firms managing retirement plan assets carry out investment policy within their stated guidelines. Investment performance is monitored against benchmark indices, which reflect the policy and target allocation of the retirement plan assets.

Defined Contribution Plan

The Company sponsors a defined contribution plan, which extends participation eligibility to the vast majority of U.S. employees. Effective January 1, 2014, the Company matches 100% of participants’ before-tax or Roth contributions up to 6% of eligible compensation. Amounts charged to expense during fiscal 2024, 2023, and 2022 were $11.3, $11.3, and $10.4, respectively, and are reflected in SG&A and Cost of products sold in the Consolidated Statements of Earnings and Comprehensive Income.

Note 15 -Share-Based Payments

As of September 30, 2024, the Company had three share-based compensation plans: the Second Amended and Restated 2018 Stock Incentive Plan (the “Second A&R 2018 Plan”), the Second Amended and Restated 2009 Incentive Stock Plan (the “2009 Plan”) and the 2000 Incentive Stock Plan (the “2000 Plan”). The 2000 Plan was superseded by the 2009 Plan, which was then superseded by the 2018 Stock Incentive Plan, which was then superseded by the Second Amended and Restated 2018 Stock Incentive Plan. New awards granted after January 2024 are issued under the Second A&R 2018 Plan. The Second A&R 2018 Plan provides for the award of performance restricted share equivalents (“PRSEs”), Restricted share equivalents (“RSEs”), or Share Options to purchase the Company’s common stock to directors, officers and employees of the Company. The maximum number of shares authorized for issuance under the 2018 Plan is 17.9, of which 3.4 were available for future awards as of September 30, 2024.

Share options are granted at the market price on the grant date and generally vest ratably over three years. These awards typically have a maximum term often years. PRSEs and RSEs may also be granted. Option shares and prices, and PRSEs and RSEs, are adjusted in conjunction with stock splits and other recapitalizations, including our 2015 separation from Energizer, so that the holder is in the same economic position before and after these equity transactions.

The Company uses the straight-line method of recognizing compensation cost. Total compensation costs charged against earnings before income taxes for the Company’s share-based compensation arrangements were $26.5, $27.5 and $23.9 for fiscal 2024, 2023 and 2022, respectively, and were recorded in SG&A. The total income tax benefit recognized for share-based compensation arrangements was $6.3, $6.6 and $5.7, for fiscal 2024, 2023 and 2022, respectively. Restricted stock issuance and shares issued for share option exercises under the Company’s share-based compensation programs are generally issued from treasury shares.

Share Options

The following table summarizes Share Option activity during fiscal 2024:

An immaterial number of share options were exercised in fiscal 2024, 2023 and 2022.

The Company estimates the grant-date fair value of share option awards using the Black-Scholes option pricing model. The expected volatility is determined based on historical volatility. The Company utilizes the simplified method in estimating the share option life as the Company does not have sufficient historical share option experience to estimate the share option life. During fiscal 2024 and 2023, the Company granted non-qualified share option awards to certain executives and employees of 0.1 and 0.1, respectively, with a grant-date fair value of$2.1 and $2.2, respectively. The following table presents the Company’s weighted average fair value per option and the assumptions utilized in the Black-Scholes option pricing model:

As of September 30, 2024, there was an estimated $2.5 of total unrecognized compensation costs related to share option awards, which will be recognized over a weighted-average period of 0.7 years.

Restricted Share Equivalents

The following table summarizes RSE award activity during fiscal 2024:

The estimated fair value of the award is determined using the closing share price of the Company’s common stock on the date of grant.

As of September 30, 2024, there was an estimated$22.5 of total unrecognized compensation costs related to RSEs, which will be recognized over a weighted-average period of 1.0 year. The weighted-average estimated fair value per RSE granted in fiscal

2024, 2023 and 2022 was $34.54, $40.17, and $42.49, respectively. The estimated fair value of RSEs vested in fiscal 2024, 2023 and 2022 was $15.6, $20.2, and $15.4, respectively.

Performance Restricted Share Equivalents

The following table summarizes PRSE award activity during fiscal 2024:

As of September 30, 2024, there was an estimated$10.1 of total unrecognized compensation costs related to PRSEs, which will be recognized over a weighted-average period of 1.3 years. The weighted-average estimated fair value per PRSE granted in fiscal 2024, 2023 and 2022 was $45.96, $58.55, and $56.53, respectively. The estimated fair value of PRSEs vested in fiscal 2024 was $4.8.

For PRSE awards granted subsequent to fiscal 2021, awards will vest by comparing the Company’s TSR during a certain three year period to the respective TSRs of companies in a selected performance peer group. Based upon the Company’s ranking in its performance peer group, a recipient of the PRSE award may earn a total award ranging from 0% to 200% of the target award. The fair value of each PRSE was estimated on the grant date using a Monte Carlo simulation. The assumptions for PRSE awards during the years ended September 30, 2024 and 2023 are summarized in the following table.

Note 16 -Shareholders’ Equity

At September 30, 2024, there were 300.0 shares of the Company’s common stock authorized, of which 3.4 shares were reserved for outstanding awards under the 2018, 2009 and 2000 Plans. The Company’s Amended and Restated Articles of Incorporation authorize it to issue up to 10.0 shares of $0.01 par value preferred stock. As of September 30, 2024, there wereno shares of preferred stock issued or outstanding.

Share Repurchases

During fiscal 2024, the Company repurchased 1.6 shares of common stock under the January 2018 Board share repurchase authorization for $58.5 and has 3.0 shares of its common stock available for repurchase in the future under the Board’s authorization. Future share repurchases, if any, would be made in the open market, privately negotiated transactions, or otherwise, in such amounts and at such times as we deem appropriate based upon prevailing market conditions, business needs, and other factors. Additionally,0.2 shares were purchased related to the surrender of shares of common stock to satisfy tax withholding obligations in connection with the vesting of RSEs.

Since September 30, 2024, the Company repurchased 0.2 shares of common stock for $7.4 under the share repurchase Board authorization from January 2018 which allows the repurchase of up to 10.0 shares. There are 3.0 common shares remaining available to be purchased.

Dividends

The following is a summary of cash dividends paid and declared per share on the Company’s Common Stock during the year ended September 30, 2024:

On October 31, 2024, the Board declared a quarterly cash dividend of $0.15 per common share for the fourth fiscal quarter of 2024. The dividend will be paid on January 8, 2025 to shareholders of record as the close of business on December 3, 2024.

Dividends declared during fiscal 2024 totaled $30.6. Payments made for dividends during fiscal 2024 totaled $30.7.

Note 17 -Accumulated Other Comprehensive Loss

The following table presents the changes in accumulated other comprehensive loss (“AOCI”), net of tax, by component:

(1)OCI is defined as other comprehensive income.

The following table presents the reclassifications out of AOCI:

(1)These AOCI components are included in the computation of net periodic benefit cost. See Note 14 of Notes to Consolidated Financial Statements.

Note 18 -Financial Instruments and Risk Management

In the course of ordinary business, the Company enters into contractual arrangements (also referred to as derivatives) to reduce its exposure to foreign currency. The Company has master netting agreements with all of its counterparties that allow for the settlement of contracts in an asset position with contracts in a liability position in the event of default. The Company manages counterparty risk through the utilization of investment grade commercial banks, diversification of counterparties, and its counterparty netting arrangements. The section below outlines the types of derivatives that existed at September 30, 2024 and 2023, respectively, as well as the Company’s objectives and strategies for holding derivative instruments.

Foreign Currency Risk

A significant share of the Company’s sales is tied to currencies other than the U.S. dollar, the Company’s reporting currency. As such, a weakening of currencies relative to the U.S. dollar can have a negative impact to reported earnings. Conversely, strengthening of currencies relative to the U.S. dollar can improve reported results. The primary currencies to which the Company is exposed include the euro, the Japanese yen, the British pound, the Canadian dollar and the Australian dollar.

Additionally, the Company’s foreign subsidiaries enter into internal and external transactions that create non-functional currency balance sheet positions at the foreign subsidiary level. These exposures are generally the result of intercompany purchases, intercompany loans and, to a lesser extent, external purchases, and are revalued in the foreign subsidiary’s local currency at the end of each period. Changes in the value of the non-functional currency balance sheet positions in relation to the foreign subsidiary’s local currency results in an exchange gain or loss recorded in Other expense (income), net in the Consolidated Statements of Earnings and Comprehensive Income. The primary currency to which the Company’s foreign subsidiaries are exposed is the U.S. dollar.

Interest Rate Risk

The Company has interest rate risk with respect to interest expense on variable rate debt. At September 30, 2024, the Company had $34.0 of variable rate debt outstanding, which consisted primarily of outstanding borrowings under the Revolving Credit Facility in the U.S.

Other Risks

Customer Concentration. Financial instruments that potentially subject the Company to concentrations of credit risk primarily consist of accounts receivable. The Company generally does not require collateral from customers. The Company’s largest customer, Walmart Inc. and its affiliates (collectively, “Walmart”), accounted for approximately 17.2% of consolidated net sales in fiscal 2024. No other customer accounted for more than 10% of the Company’s consolidated net sales. Purchases by Walmart included products from all of the Company’s segments. Additionally, in fiscal 2024, Target Corporation represented approximately 9.5% of consolidated net sales for the Sun and Skin Care segment and 9.8% of consolidated net sales for the Feminine Care segment, respectively.

Product Concentration. Within the Wet Shave segment, the Company’s razor and blades represented 49.3%,49.0% and 51.1% of consolidated net sales during fiscal 2024, 2023 and 2022, respectively, and within the Sun and Skin Care segment, sun care products represented 21.5%,20.0%, and 18.5% of consolidated net sales during each of fiscal 2024, 2023 and 2022.

Cash Flow Hedges

At September 30, 2024, the Company maintained a cash flow hedging program related to foreign currency risk. These derivative instruments have a high correlation to the underlying exposure being hedged and have been deemed highly effective by the Company for accounting purposes in offsetting the associated risk.

The Company entered into a series of forward currency contracts to hedge cash flow uncertainty associated with currency fluctuations. These transactions are accounted for as cash flow hedges. The Company had unrealized pre-tax losses of $2.4 and gains of $4.4 at September 30, 2024 and 2023, respectively, on these forward currency contracts, that are accounted for as cash flow hedges included in AOCI. Assuming foreign exchange rates versus the U.S. dollar remain at September 30, 2024 levels over the next 12 months, the majority of the pre-tax loss included in AOCI at September 30, 2024 is expected to be included in Other expense (income), net in the Consolidated Statements of Earnings and Comprehensive Income. Contract maturities for these hedges extend into fiscal year 2026. At September 30, 2024, there were 64 open foreign currency contracts with a total notional value of $106.5.

Derivatives not Designated as Hedges

The Company has entered into foreign currency derivative contracts, which are not designated as cash flow hedges for accounting purposes to hedge balance sheet exposures and, thus, are not subject to significant market risk. The change in estimated fair value of the foreign currency contracts resulted in gains of $0.4, $3.0, and $8.2 for fiscal 2024, 2023, and 2022, respectively, which were recorded in Other expense (income), net in the Consolidated Statements of Earnings and Comprehensive Income. At September 30, 2024, there wasone open foreign currency derivative contract not designated as a cash flow hedge with a total notional value of $9.0.

The following table provides estimated fair values of derivative instruments:

(1)All derivative assets are presented in Other current assets or Other assets. All derivative liabilities are presented in Other current liabilities or Other liabilities.

The following table provides the amounts of gains and losses on derivative instruments:

(1)Each of these derivative instruments had a high correlation to the underlying exposure being hedged for the periods indicated and had been deemed highly effective in offsetting associated risk.

(2)Gain (loss) was recorded in Other expense (income), net.

The following table provides financial assets and liabilities for balance sheet offsetting:

(1)All derivative assets are presented in Other current assets or Other assets.

(2)All derivative liabilities are presented in Other current liabilities or Other liabilities.

Fair Value Hierarchy

Accounting guidance on fair value measurements for certain financial assets and liabilities requires that assets and liabilities carried at fair value be classified in one of the following three categories:

Level 1: Quoted market prices in active markets for identical assets or liabilities.

Level 2: Observable market based inputs or unobservable inputs that are corroborated by market data.

Level 3: Unobservable inputs reflecting the reporting entity’s own assumptions or external inputs from inactive markets.

Under the fair value accounting guidance hierarchy, an entity is required to maximize the use of quoted market prices and minimize the use of unobservable inputs. The following table sets forth the Company’s financial assets and liabilities, which are carried at fair value, that are measured on a recurring basis during the period, all of which are classified as Level 2 within the fair value hierarchy:

At September 30, 2024 and 2023, the Company had no Level 1 or Level 3 financial assets or liabilities, other than pension plan assets which contained certain assets classified as Level 1. Refer to Note 14 of Notes to Consolidated Financial Statements for the fair value hierarchy of the pension plan assets.

At September 30, 2024 and 2023, the fair market value of fixed rate long-term debt was $1,180.0 and $1,028.6, respectively, compared to its carrying value of $1,250.0 in each period. The estimated fair value of the fixed-rate long-term debt is estimated using yields obtained from independent pricing sources for similar types of borrowing arrangements. There was no variable rate debt excluding revolving credit facilities as of September 30, 2024. The estimated fair values of long-term debt, excluding the Revolving Credit Facility has been determined based on Level 2 inputs.

Due to the nature of cash and cash equivalents and short-term borrowings, including notes payable, carrying amounts on the balance sheets approximate fair value. Additionally, the carrying amount of the Revolving Credit Facility, which are classified as long-term debt on the balance sheet, approximate fair value due to the revolving nature of the balances. The estimated fair value of cash and cash equivalents, short-term borrowings and the Revolving Credit Facility have been determined based on Level 2 inputs.

As of September 30, 2024, the estimated fair value of foreign currency contracts is the amount that the Company would receive or pay to terminate the contracts, considering first the quoted market prices of comparable agreements or, in the absence of quoted market prices, factors such as interest rates, currency exchange rates and remaining maturities. The estimated fair value of the deferred compensation liability is determined based upon the quoted market prices of the investment options that are offered under the plan.

Note 19 -Commitments and Contingencies

During the year ended September 30, 2024, the Company settled legal matters for certain class action advertising claims which resulted in a loss of $3.9. This was included in SG&A in the Consolidated Statements of Earnings and Comprehensive Income.

During the year ended September 30, 2023, the Company settled a legal matter which resulted in a gain of $4.9 related to an intellectual property claim against a third party. This was included in SG&A in the Consolidated Statements of Earnings and Comprehensive Income. The Company received payment for the intellectual property claim settlement in fiscal 2023.

Additionally, during the year ended September 30, 2023, the Company received a favorable court ruling regarding an international VAT matter, which the plaintiff has no ability to appeal. As the Company had previously recorded an accrual for this matter, based on its best estimate of the facts and circumstances at that time, the result of the favorable court ruling was a release of the reserve established which resulted in a gain of $2.2. This was included in SG&A in the Consolidated Statements of Earnings and Comprehensive Income.

During the year ended September 30, 2022, the Company settled certain legal matters which resulted in a gain of $7.5 related to intellectual property claims against a third party. This was included in SG&A in the Consolidated Statements of Earnings and Comprehensive Income. The Company received payment for the settlement in fiscal 2022.

The Company and its subsidiaries are subject to a number of legal proceedings in various jurisdictions arising out of its operations during the ordinary course of business. Many of these legal matters are in preliminary stages and involve complex issues of law and fact and may proceed for protracted periods of time. The amount of liability, if any, from these proceedings cannot be determined with certainty. The Company reviews its legal proceedings and claims, regulatory reviews and inspections and other legal proceedings on an ongoing basis and follows appropriate accounting guidance when making accrual and disclosure decisions. The Company establishes accruals for those contingencies when the incurrence of a loss is probable and can be reasonably estimated and discloses the amount accrued and the amount of a reasonably possible loss in excess of the amount accrued if such disclosure is necessary for its financial statements to not be misleading. The Company does not record liabilities when the likelihood that the liability has been incurred is probable, but the amount cannot be reasonably estimated. Based upon present information, the Company believes that its liability, if any, arising from such pending legal proceedings, asserted legal claims, and known potential legal claims which are likely to be asserted, is not reasonably likely to be material to its financial position, results of operations or cash flows, when taking into account established accruals for estimated liabilities.

Government Regulation and Environmental Matters

The operations of the Company are subject to various federal, state, local, and foreign laws and regulations intended to protect the public health and environment.

Contamination has been identified at certain of the Company’s current and former facilities, as well as third-party waste disposal sites, and the Company is conducting investigation and remediation activities in relation to such properties. In connection with certain sites, the Company has received notices from the U.S. Environmental Protection Agency, state agencies and private parties, that it has been identified as a potentially responsible party (“PRP”) under the Comprehensive Environmental Response, Compensation and Liability Act of 1980 (“CERCLA”), and may be required to share in the cost of cleanup with respect to a number of federal “Superfund” sites. The Company may also be required to share in the cost of cleanup with respect to state-designated sites, and certain international locations, as well as any of its own properties.

Accrued environmental costs at September 30, 2024 and 2023 were $7.9 and $9.3, respectively, and were recorded in Other Current Liabilities and Other Liabilities within the Consolidated Balance Sheets. The amount of the Company’s ultimate liability in connection with those sites may depend on many factors, including the volume and toxicity of material contributed to the site, the number of other PRPs and their financial viability, and the remediation methods and technology to be used. Total environmental capital expenditures and operating expenses are not expected to have a material effect on the Company’s total capital and operating expenditures, cash flows, earnings or competitive position. Current environmental spending estimates may be modified as a result of changes in the Company’s plans or its understanding of the underlying facts, changes in legal requirements, including any requirements related to global climate change, or other factors.

Many European countries, as well as the European Union, have been very active in adopting and enforcing environmental regulations. As such, it is possible that new regulations may increase the risk and expense of doing business in such countries.

Certain of the Company’s products are subject to regulation under the U.S. Federal Food, Drug and Cosmetic Act and are regulated by the U.S. Food and Drug Administration.

Note 20 - Segment and Geographical Data

Segment performance is evaluated based on segment profit, excluding certain U.S. GAAP items that management does not believe are indicative of ongoing operating performance due to their unusual or non-recurring nature and which may have a disproportionate positive or negative impact on the Company’s financial results in any particular period. Financial items, such as interest income and expense, are managed on a global basis at the corporate level and therefore are excluded from segment profit. The exclusion of such charges from segment results reflects management’s view on how management monitors and evaluates segment operating performance, generates future operating plans and makes strategic decisions regarding the allocation of capital. Refer to Note 1 of Notes to Consolidated Financial Statements, for further discussion.

The Company’s operating model includes some shared business functions across the segments, including product warehousing and distribution, transaction processing functions and, in most cases, a combined sales force and management teams. The Company applies a fully allocated cost basis, in which shared business functions are allocated among the segments. Such allocations are estimates and do not represent the costs of such services if performed on a stand-alone basis.

Segment net sales and profitability are presented below:

(1)Includes Restructuring and repositioning expenses of nil, $0.2 and $0.1 included within COGS and $0.1, $0.3 and $0.8 within SG&A for fiscal 2024, 2023, and 2022, respectively, related to actions to strengthen our operating model.

(2)Includes COGS of $3.3, nil, and $0.8 for fiscal 2024, 2023, and 2022, respectively and SG&A of $2.8, $7.5, and $9.1 for fiscal 2024, 2023, and 2022, respectively, related to costs associated with the acquisition of Billie, Inc. on November 29, 2021.

(3)In fiscal 2022, we recorded a charge of $22.5 in COGS for the write-off of certain Wet Ones SKUs and related contract termination charges. In fiscal 2023, we released a reserve of $1.7 related to certain accrued expenses associated with the write-off of inventory related to these SKUs. Wet Ones products are included within the Sun and Skin Care segment.

(4)Includes pre-tax research and development (“R&D”) costs of $4.4, $3.3 andnil for fiscal 2024, 2023 and 2022 related to the reformulation, recall, and destruction of certain Sun Care products. In fiscal 2023, we released a reserve of $1.4 related to certain accrued expenses associated with the recall and destruction of certain Sun Care products, within COGS. In fiscal 2022, we recorded costs of $3.5 related to the reformulation, recall, and destruction of certain Sun Care products within COGS.

(5)On December 1, 2023, a fire occurred at our Wet Ones manufacturing plant in Sidney, Ohio. There were no injuries reported and damage was limited to a single manufacturing process. As a consequence of the fire damage, there was a partial shutdown of the operations that manufacture Wet Ones raw materials. In fiscal 2024, the Company incurred $12.2, in costs related to incremental material charges, labor and absorption as a result of the fire, within COGS.

(6)Includes pre-tax SG&A of $3.9 for fiscal 2024 for the settlement of certain legal matters. Includes pre-tax income in SG&A of $$6.3, net of other costs of $0.8, in fiscal 2023 related to the favorable resolution of legal matters.

(7)Includes pre-tax loss of $3.1 for fiscal 2024, on an equity method investment and a related note receivable as a result of a new contractual agreement.

(8)Includes pre-tax SG&A of $3.4 for the fiscal 2022 related to the estimated settlement of prior years’ value-added tax audits in Germany.

(9)Includes pre-tax Other expense (income), net of nil, $7.9 and $1.8 for fiscal 2023 and 2022, respectively related to related to the settlement of the Canada Plan.

(10)Includes pre-tax SG&A of $5.3 for fiscal 2024 related to certain corporate project costs. Includes pre-tax SG&A of $0.4 for fiscal 2023 related to the write off of assets associated with a prior year divestiture.

(11)Corporate assets include all cash and cash equivalents, financial instruments and deferred tax assets that are managed outside of operating segments.

The following table presents the Company’s net sales and long-lived assets by geographic area:

The Company’s international net sales are derived from customers in numerous countries, with no sales to any individual foreign country exceeding 10% of the Company’s total Net sales. For information on customer concentration and product concentration risk, see Note 18 of Notes to Consolidated Financial Statements.

Supplemental product information is presented below for net sales: