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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Edgewell Personal Care Company | NYSE:EPC | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.81 | -2.04% | 38.95 | 39.90 | 38.82 | 39.90 | 351,993 | 01:00:00 |
x
|
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
Missouri
|
43-1863181
|
(State or other jurisdiction of incorporation or organization)
|
(I. R. S. Employer Identification No.)
|
|
|
1350 Timberlake Manor Parkway
|
|
Chesterfield, Missouri
|
63017
|
(Address of principal executive offices)
|
(Zip Code)
|
|
|
(314) 594-1900
|
|
(Registrant's telephone number, including area code)
|
Large accelerated filer
|
x
|
|
Accelerated filer
|
o
|
|
|
|
|
|
Non-accelerated filer
|
o
|
(Do not check if smaller reporting company)
|
Smaller reporting company
|
o
|
|
Three Months Ended
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Net sales
|
$
|
485.0
|
|
|
$
|
495.1
|
|
Cost of products sold
|
257.0
|
|
|
267.6
|
|
||
Gross profit
|
228.0
|
|
|
227.5
|
|
||
|
|
|
|
||||
Selling, general and administrative expense
|
93.8
|
|
|
100.4
|
|
||
Advertising and sales promotion expense
|
50.6
|
|
|
46.6
|
|
||
Research and development expense
|
16.3
|
|
|
16.0
|
|
||
Restructuring charges
|
6.9
|
|
|
18.5
|
|
||
Interest expense associated with debt
|
17.4
|
|
|
17.7
|
|
||
Other income, net
|
(1.9
|
)
|
|
(2.4
|
)
|
||
Earnings before income taxes
|
44.9
|
|
|
30.7
|
|
||
Income tax provision
|
11.4
|
|
|
7.0
|
|
||
Net earnings
|
$
|
33.5
|
|
|
$
|
23.7
|
|
|
|
|
|
||||
Earnings per share:
|
|
|
|
||||
Basic net earnings per share
|
$
|
0.58
|
|
|
$
|
0.40
|
|
Diluted net earnings per share
|
0.58
|
|
|
0.39
|
|
||
|
|
|
|
||||
Statement of Comprehensive Income:
|
|
|
|
||||
Net earnings
|
$
|
33.5
|
|
|
$
|
23.7
|
|
Other comprehensive income (loss), net of tax
|
|
|
|
||||
Foreign currency translation adjustments
|
(38.7
|
)
|
|
(10.5
|
)
|
||
Pension and postretirement activity, net of tax of $0.6 and $0.4
|
3.9
|
|
|
0.5
|
|
||
Deferred gain (loss) on hedging activity, net of tax of ($4.1) and $0.9
|
7.9
|
|
|
(1.9
|
)
|
||
Total other comprehensive loss, net of tax
|
(26.9
|
)
|
|
(11.9
|
)
|
||
Total comprehensive income
|
$
|
6.6
|
|
|
$
|
11.8
|
|
|
December 31,
2016 |
|
September 30,
2016 |
||||
Assets
|
|
|
|
||||
Current assets
|
|
|
|
||||
Cash and cash equivalents
|
$
|
418.5
|
|
|
$
|
738.9
|
|
Trade receivables, less allowance for doubtful accounts of $5.5 and $4.9
|
228.4
|
|
|
260.7
|
|
||
Inventories
|
339.0
|
|
|
309.2
|
|
||
Other current assets
|
151.7
|
|
|
143.2
|
|
||
Total current assets
|
1,137.6
|
|
|
1,452.0
|
|
||
Property, plant and equipment, net
|
472.6
|
|
|
486.1
|
|
||
Goodwill
|
1,429.1
|
|
|
1,420.3
|
|
||
Other intangible assets, net
|
1,388.5
|
|
|
1,385.1
|
|
||
Other assets
|
27.4
|
|
|
28.0
|
|
||
Total assets
|
$
|
4,455.2
|
|
|
$
|
4,771.5
|
|
|
|
|
|
||||
Liabilities and Shareholders' Equity
|
|
|
|
||||
Current liabilities
|
|
|
|
||||
Current maturities of long-term debt
|
$
|
—
|
|
|
$
|
281.8
|
|
Notes payable
|
18.3
|
|
|
18.5
|
|
||
Accounts payable
|
181.6
|
|
|
196.5
|
|
||
Other current liabilities
|
273.4
|
|
|
371.4
|
|
||
Total current liabilities
|
473.3
|
|
|
868.2
|
|
||
Long-term debt
|
1,680.5
|
|
|
1,544.2
|
|
||
Deferred income tax liabilities
|
255.8
|
|
|
255.3
|
|
||
Other liabilities
|
267.6
|
|
|
274.8
|
|
||
Total liabilities
|
2,677.2
|
|
|
2,942.5
|
|
||
Shareholders' equity
|
|
|
|
||||
Preferred shares, $0.01 par value, 10,000,000 authorized; none issued or outstanding
|
—
|
|
|
—
|
|
||
Common shares, $0.01 par value, 300,000,000 authorized; 65,251,989 issued; 57,305,242 and 57,914,448 outstanding
|
0.7
|
|
|
0.7
|
|
||
Additional paid-in capital
|
1,630.1
|
|
|
1,642.5
|
|
||
Retained earnings
|
981.1
|
|
|
946.0
|
|
||
Common shares in treasury at cost, 7,946,747 and 7,337,541
|
(609.8
|
)
|
|
(563.0
|
)
|
||
Accumulated other comprehensive loss
|
(224.1
|
)
|
|
(197.2
|
)
|
||
Total shareholders' equity
|
1,778.0
|
|
|
1,829.0
|
|
||
Total liabilities and shareholders' equity
|
$
|
4,455.2
|
|
|
$
|
4,771.5
|
|
|
Three Months Ended
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Cash Flow from Operating Activities
|
|
|
|
||||
Net earnings
|
$
|
33.5
|
|
|
$
|
23.7
|
|
Non-cash restructuring costs
|
1.7
|
|
|
0.7
|
|
||
Depreciation and amortization
|
23.4
|
|
|
20.2
|
|
||
Non-cash items included in income, net
|
(0.5
|
)
|
|
7.2
|
|
||
Share-based compensation expense
|
5.7
|
|
|
6.4
|
|
||
Other, net
|
(4.1
|
)
|
|
(11.5
|
)
|
||
Changes in current assets and liabilities used in operations
|
(118.7
|
)
|
|
(105.4
|
)
|
||
Net cash used by operating activities
|
(59.0
|
)
|
|
(58.7
|
)
|
||
|
|
|
|
||||
Cash Flow from Investing Activities
|
|
|
|
||||
Capital expenditures
|
(13.7
|
)
|
|
(14.5
|
)
|
||
Acquisitions, net of cash acquired
|
(34.0
|
)
|
|
—
|
|
||
Net cash used by investing activities
|
(47.7
|
)
|
|
(14.5
|
)
|
||
|
|
|
|
||||
Cash Flow from Financing Activities
|
|
|
|
||||
Cash proceeds from debt with original maturities greater than 90 days
|
146.0
|
|
|
347.8
|
|
||
Cash payments on debt with original maturities greater than 90 days
|
(287.0
|
)
|
|
(203.0
|
)
|
||
Net decrease in debt with original maturities of 90 days or less
|
(0.4
|
)
|
|
(2.2
|
)
|
||
Common shares purchased
|
(58.0
|
)
|
|
(78.9
|
)
|
||
Net cash (used by) from financing activities
|
(199.4
|
)
|
|
63.7
|
|
||
|
|
|
|
||||
Effect of exchange rate changes on cash
|
(14.3
|
)
|
|
(8.4
|
)
|
||
|
|
|
|
||||
Net decrease in cash and cash equivalents
|
(320.4
|
)
|
|
(17.9
|
)
|
||
Cash and cash equivalents, beginning of period
|
738.9
|
|
|
712.1
|
|
||
Cash and cash equivalents, end of period
|
$
|
418.5
|
|
|
$
|
694.2
|
|
•
|
Wet Shave
consists of products sold under the Schick®, Wilkinson Sword®, Edge®, Skintimate®, Shave Guard and Personna® brands, as well as non-branded products. The Company's wet shave products include razor handles and refillable blades, disposable shave products and shaving gels and creams.
|
•
|
Sun and Skin Care
consists of Banana Boat® and Hawaiian Tropic® sun care products and Bulldog® men's skin care products, as well as Wet Ones® wipes and Playtex® household gloves.
|
•
|
Feminine Care
includes tampons, pads and liners sold under the Playtex® Sport®, Stayfree®, Carefree® and o.b.® brands, as well as personal cleansing wipes under the Playtex® brand.
|
•
|
All Other
includes infant care products, such as bottles, cups and pacifiers, under the Playtex®, OrthoPro® and Binky® brand names, as well as the Diaper Genie® and Litter Genie® disposal systems.
|
|
Three Months Ended December 31, 2016
|
||||||||||
|
Wet
Shave |
|
Feminine
Care |
|
Total
|
||||||
Restructuring
|
|
|
|
|
|
||||||
Severance and related benefit costs
|
$
|
0.4
|
|
|
$
|
1.5
|
|
|
$
|
1.9
|
|
Asset impairment and accelerated depreciation
|
—
|
|
|
1.7
|
|
|
1.7
|
|
|||
Consulting, program management and other exit costs
|
1.7
|
|
|
1.6
|
|
|
3.3
|
|
|||
Total Restructuring
|
$
|
2.1
|
|
|
$
|
4.8
|
|
|
$
|
6.9
|
|
|
Three Months Ended December 31, 2015
|
||||||||||
|
Wet
Shave |
|
Feminine
Care |
|
Total
|
||||||
Restructuring
|
|
|
|
|
|
||||||
Severance and related benefit costs
|
$
|
10.5
|
|
|
$
|
3.1
|
|
|
$
|
13.6
|
|
Asset impairment and accelerated depreciation
|
—
|
|
|
0.7
|
|
|
0.7
|
|
|||
Consulting, program management and other exit costs
|
0.7
|
|
|
3.5
|
|
|
4.2
|
|
|||
Total Restructuring
|
$
|
11.2
|
|
|
$
|
7.3
|
|
|
$
|
18.5
|
|
|
|
|
|
|
|
|
Utilized
|
|
|
||||||||||||||
|
October 1, 2016
|
|
Charge to
Income |
|
Other
(1)
|
|
Cash
|
|
Non-Cash
|
|
December 31,
2016
|
||||||||||||
Restructuring
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Severance and termination related costs
|
$
|
16.7
|
|
|
$
|
1.9
|
|
|
$
|
(0.7
|
)
|
|
$
|
(2.0
|
)
|
|
$
|
—
|
|
|
$
|
15.9
|
|
Asset impairment and accelerated depreciation
|
—
|
|
|
1.7
|
|
|
—
|
|
|
—
|
|
|
(1.7
|
)
|
|
—
|
|
||||||
Other related costs
|
—
|
|
|
3.3
|
|
|
—
|
|
|
(3.3
|
)
|
|
—
|
|
|
—
|
|
||||||
Total Restructuring
|
$
|
16.7
|
|
|
$
|
6.9
|
|
|
$
|
(0.7
|
)
|
|
$
|
(5.3
|
)
|
|
$
|
(1.7
|
)
|
|
$
|
15.9
|
|
(1)
|
Includes the impact of currency translation.
|
|
|
|
|
|
|
|
Utilized
|
|
|
||||||||||||||
|
October 1, 2015
|
|
Charge to
Income |
|
Other
(1)
|
|
Cash
|
|
Non-Cash
|
|
September 30,
2016
|
||||||||||||
Restructuring
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Severance and termination related costs
|
$
|
13.7
|
|
|
$
|
17.0
|
|
|
$
|
0.6
|
|
|
$
|
(14.6
|
)
|
|
$
|
—
|
|
|
$
|
16.7
|
|
Asset impairment and accelerated depreciation
|
—
|
|
|
3.9
|
|
|
—
|
|
|
—
|
|
|
(3.9
|
)
|
|
—
|
|
||||||
Other related costs
|
—
|
|
|
16.1
|
|
|
—
|
|
|
(16.1
|
)
|
|
—
|
|
|
—
|
|
||||||
Total Restructuring
|
$
|
13.7
|
|
|
$
|
37.0
|
|
|
$
|
0.6
|
|
|
$
|
(30.7
|
)
|
|
$
|
(3.9
|
)
|
|
$
|
16.7
|
|
(1)
|
Includes the impact of currency translation.
|
|
Three Months Ended
December 31,
|
||||
|
2016
|
|
2015
|
||
Basic weighted-average shares outstanding
|
57.7
|
|
|
59.7
|
|
Effect of dilutive securities:
|
|
|
|
||
Share options
|
—
|
|
|
—
|
|
RSE awards
|
0.4
|
|
|
0.2
|
|
Total dilutive securities
|
0.4
|
|
|
0.2
|
|
Diluted weighted-average shares outstanding
|
58.1
|
|
|
59.9
|
|
|
Wet
Shave |
|
Sun and
Skin Care |
|
Feminine
Care |
|
All
Other |
|
Total
|
||||||||||
Balance at October 1, 2016
|
$
|
965.3
|
|
|
$
|
178.0
|
|
|
$
|
207.4
|
|
|
$
|
69.6
|
|
|
$
|
1,420.3
|
|
Acquisition of Bulldog
|
—
|
|
|
17.8
|
|
|
—
|
|
|
—
|
|
|
17.8
|
|
|||||
Cumulative translation adjustment
|
(8.0
|
)
|
|
—
|
|
|
(1.0
|
)
|
|
—
|
|
|
(9.0
|
)
|
|||||
Balance at December 31, 2016
|
$
|
957.3
|
|
|
$
|
195.8
|
|
|
$
|
206.4
|
|
|
$
|
69.6
|
|
|
$
|
1,429.1
|
|
|
December 31, 2016
|
|
September 30, 2016
|
||||||||||||||||||||
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
|
|
Gross
Carrying Amount |
|
Accumulated
Amortization |
|
Net
|
||||||||||||
Trade names and brands
|
$
|
45.4
|
|
|
$
|
12.5
|
|
|
$
|
32.9
|
|
|
$
|
14.6
|
|
|
$
|
12.2
|
|
|
$
|
2.4
|
|
Technology and patents
|
77.0
|
|
|
70.3
|
|
|
6.7
|
|
|
76.9
|
|
|
69.8
|
|
|
7.1
|
|
||||||
Customer related and other
|
143.9
|
|
|
81.2
|
|
|
62.7
|
|
|
141.8
|
|
|
79.6
|
|
|
62.2
|
|
||||||
Total amortizable intangible assets
|
$
|
266.3
|
|
|
$
|
164.0
|
|
|
$
|
102.3
|
|
|
$
|
233.3
|
|
|
$
|
161.6
|
|
|
$
|
71.7
|
|
|
December 31,
2016 |
|
September 30,
2016 |
||||
Inventories
|
|
|
|
||||
Raw materials and supplies
|
$
|
54.0
|
|
|
$
|
50.8
|
|
Work in process
|
50.3
|
|
|
43.9
|
|
||
Finished products
|
234.7
|
|
|
214.5
|
|
||
Total inventories
|
$
|
339.0
|
|
|
$
|
309.2
|
|
Other Current Assets
|
|
|
|
||||
Miscellaneous receivables
|
$
|
40.9
|
|
|
$
|
29.1
|
|
Prepaid expenses
|
53.2
|
|
|
49.0
|
|
||
Value added tax collectible from customers
|
23.9
|
|
|
22.4
|
|
||
Income taxes receivable
|
25.2
|
|
|
39.3
|
|
||
Other
|
8.5
|
|
|
3.4
|
|
||
Total other current assets
|
$
|
151.7
|
|
|
$
|
143.2
|
|
Property, Plant and Equipment
|
|
|
|
||||
Land
|
$
|
27.2
|
|
|
$
|
27.8
|
|
Buildings
|
141.6
|
|
|
146.0
|
|
||
Machinery and equipment
|
904.7
|
|
|
913.7
|
|
||
Capitalized software costs
|
38.0
|
|
|
38.4
|
|
||
Construction in progress
|
43.2
|
|
|
36.2
|
|
||
Total gross property
|
1,154.7
|
|
|
1,162.1
|
|
||
Accumulated depreciation
|
(682.1
|
)
|
|
(676.0
|
)
|
||
Total property, plant and equipment, net
|
$
|
472.6
|
|
|
$
|
486.1
|
|
Other Current Liabilities
|
|
|
|
||||
Accrued advertising, sales promotion and allowances
|
$
|
44.3
|
|
|
$
|
46.8
|
|
Accrued trade allowances
|
24.4
|
|
|
30.1
|
|
||
Accrued salaries, vacations and incentive compensation
|
26.4
|
|
|
56.0
|
|
||
Income taxes payable
|
11.9
|
|
|
19.7
|
|
||
Returns reserve
|
27.4
|
|
|
49.9
|
|
||
Restructuring reserve
|
18.6
|
|
|
21.9
|
|
||
Value added tax payable
|
25.6
|
|
|
25.0
|
|
||
Deferred compensation
|
26.7
|
|
|
26.1
|
|
||
Other
|
68.1
|
|
|
95.9
|
|
||
Total other current liabilities
|
$
|
273.4
|
|
|
$
|
371.4
|
|
Other Liabilities
|
|
|
|
||||
Pensions and other retirement benefits
|
$
|
150.0
|
|
|
$
|
154.9
|
|
Deferred compensation
|
57.8
|
|
|
58.6
|
|
||
Other non-current liabilities
|
59.8
|
|
|
61.3
|
|
||
Total other liabilities
|
$
|
267.6
|
|
|
$
|
274.8
|
|
|
December 31,
2016 |
|
September 30,
2016 |
||||
Senior notes, fixed interest rate of 4.7%, due 2021, net
(1)
|
$
|
597.9
|
|
|
$
|
597.8
|
|
Senior notes, fixed interest rate of 4.7%, due 2022, net
(1) (2)
|
497.0
|
|
|
496.9
|
|
||
U.S. revolving credit facility due 2020
|
401.0
|
|
|
265.0
|
|
||
Netherlands revolving credit facility due 2017
|
—
|
|
|
281.8
|
|
||
Term loan, due 2019, net
(1)
|
184.6
|
|
|
184.5
|
|
||
Total long-term debt, including current maturities
|
1,680.5
|
|
|
1,826.0
|
|
||
Less current portion
|
—
|
|
|
281.8
|
|
||
Total long-term debt
|
$
|
1,680.5
|
|
|
$
|
1,544.2
|
|
(1)
|
At December 31, 2016
, the balance for the senior notes due 2021, the senior notes due 2022 and the term loan are reflected net of debt issuance costs of
$2.1
,
$2.2
and
$0.4
, respectively. At September 30, 2016, the balance for the senior notes due 2021, the senior notes due 2022 and the term loan are reflected net of debt issuance costs of
$2.2
,
$2.3
and
$0.5
, respectively.
|
(2)
|
At December 31, 2016
and September 30, 2016, the balance for the senior notes due 2022 is reflected net of discount of
$0.8
.
|
|
Three Months Ended
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Service cost
|
$
|
1.8
|
|
|
$
|
1.3
|
|
Interest cost
|
3.8
|
|
|
5.5
|
|
||
Expected return on plan assets
|
(7.9
|
)
|
|
(6.9
|
)
|
||
Amortization of unrecognized prior service cost
|
—
|
|
|
—
|
|
||
Recognized net actuarial loss
|
1.5
|
|
|
1.0
|
|
||
Settlement loss recognized
|
0.3
|
|
|
—
|
|
||
Net periodic benefit (credit) cost
|
$
|
(0.5
|
)
|
|
$
|
0.9
|
|
|
Foreign
Currency Translation Adjustments |
|
Pension and
Post-retirement Activity |
|
Hedging
Activity |
|
Total
|
||||||||
Balance at October 1, 2016
|
$
|
(68.1
|
)
|
|
$
|
(126.3
|
)
|
|
$
|
(2.8
|
)
|
|
$
|
(197.2
|
)
|
OCI before reclassifications
(1)
|
(38.7
|
)
|
|
2.7
|
|
|
8.1
|
|
|
(27.9
|
)
|
||||
Reclassifications to earnings
|
—
|
|
|
1.2
|
|
|
(0.2
|
)
|
|
1.0
|
|
||||
Balance at December 31, 2016
|
$
|
(106.8
|
)
|
|
$
|
(122.4
|
)
|
|
$
|
5.1
|
|
|
$
|
(224.1
|
)
|
|
Foreign
Currency Translation Adjustments |
|
Pension and
Post-retirement Activity |
|
Hedging
Activity |
|
Total
|
||||||||
Balance at October 1, 2015
|
$
|
(69.1
|
)
|
|
$
|
(105.7
|
)
|
|
$
|
3.3
|
|
|
$
|
(171.5
|
)
|
OCI before reclassifications
(1)
|
(10.5
|
)
|
|
(0.1
|
)
|
|
(4.4
|
)
|
|
(15.0
|
)
|
||||
Reclassifications to earnings
|
—
|
|
|
0.6
|
|
|
2.5
|
|
|
3.1
|
|
||||
Balance at December 31, 2015
|
$
|
(79.6
|
)
|
|
$
|
(105.2
|
)
|
|
$
|
1.4
|
|
|
$
|
(183.4
|
)
|
(1)
|
OCI is defined as other comprehensive income (loss).
|
|
|
For the Three Months Ended
December 31, |
|
Affected Line Item in the
Condensed Consolidated
Statements of Earnings
|
||||||
Details of AOCI Components
|
|
2016
|
|
2015
|
|
|||||
Gains and losses on cash flow hedges
|
|
|
|
|
|
|
||||
Foreign exchange contracts
|
|
$
|
(0.3
|
)
|
|
$
|
3.6
|
|
|
Other income, net
|
|
|
(0.3
|
)
|
|
3.6
|
|
|
Total before tax
|
||
|
|
0.1
|
|
|
(1.1
|
)
|
|
Tax expense
|
||
|
|
$
|
(0.2
|
)
|
|
$
|
2.5
|
|
|
Net of tax
|
Amortization of defined benefit pension and postretirement items
|
|
|
|
|
|
|
||||
Prior service costs
|
|
$
|
—
|
|
|
$
|
—
|
|
|
(1)
|
Actuarial losses
|
|
1.5
|
|
|
1.0
|
|
|
(1)
|
||
Settlement loss recognized
|
|
0.3
|
|
|
—
|
|
|
(1)
|
||
|
|
1.8
|
|
|
1.0
|
|
|
Total before tax
|
||
|
|
(0.6
|
)
|
|
(0.4
|
)
|
|
Tax expense
|
||
|
|
$
|
1.2
|
|
|
$
|
0.6
|
|
|
Net of tax
|
|
|
|
|
|
|
|
||||
Total reclassifications for the period
|
|
$
|
1.0
|
|
|
$
|
3.1
|
|
|
Net of tax
|
(1)
|
These AOCI components are included in the computation of net periodic benefit (credit) cost. See Note 9 of Notes to Condensed Consolidated Financial Statements.
|
|
|
At December 31,
2016
|
|
For the Three Months Ended
December 31, 2016 |
||||||||
Derivatives designated as cash flow hedging relationships
|
|
Estimated
Fair Value,
Asset
(1) (2)
|
|
Gain
Recognized
in OCI
|
|
Loss Reclassified From OCI into Income (Effective
Portion)
(3) (4)
|
||||||
Foreign currency contracts
|
|
$
|
7.7
|
|
|
$
|
11.7
|
|
|
$
|
(0.3
|
)
|
|
|
|
|
|
|
|
||||||
|
|
At September 30,
2016
|
|
For the Three Months Ended
December 31, 2015 |
||||||||
Derivatives designated as cash flow hedging relationships
|
|
Estimated
Fair Value, Liability (1) (2) |
|
Gain
Recognized
in OCI |
|
Gain Reclassified From OCI into Income (Effective
Portion) (3) (4) |
||||||
Foreign currency contracts
|
|
$
|
(4.3
|
)
|
|
$
|
0.8
|
|
|
$
|
3.6
|
|
(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.
|
(3)
|
(Loss) gain reclassified to income was recorded in Other income, net.
|
(4)
|
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.
|
|
|
At December 31,
2016
|
|
For the Three Months Ended
December 31, 2016
|
||||
Derivatives not designated as cash flow hedging relationships
|
|
Estimated Fair Value, Asset
|
|
Gain Recognized in Income
(1)
|
||||
Foreign currency contracts
|
|
$
|
2.8
|
|
|
$
|
2.6
|
|
|
|
|
|
|
||||
|
|
At September 30,
2016
|
|
For the Three Months Ended
December 31, 2015
|
||||
Derivatives not designated as cash flow hedging relationships
|
|
Estimated Fair Value, Liability
|
|
Gain Recognized in Income
(1)
|
||||
Foreign currency contracts
|
|
$
|
(1.3
|
)
|
|
$
|
—
|
|
(1)
|
Gain recognized in income was recorded in Other income, net.
|
Offsetting of derivative assets
|
||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
At December 31, 2016
|
|
At September 30, 2016
|
||||||||||||||||||||
Description
|
|
Balance Sheet location
|
|
Gross amounts of recognized assets
|
|
Gross amounts offset in the Balance Sheet
|
|
Net amounts of assets presented in the Balance Sheet
|
|
Gross amounts of recognized assets
|
|
Gross amounts offset in the Balance Sheet
|
|
Net amounts of assets presented in the Balance Sheet
|
||||||||||||
Foreign currency contracts
|
|
Other current assets, Other assets
|
|
$
|
11.9
|
|
|
$
|
(0.5
|
)
|
|
$
|
11.4
|
|
|
$
|
1.7
|
|
|
$
|
—
|
|
|
$
|
1.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Offsetting of derivative liabilities
|
||||||||||||||||||||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
|
|
|
|
At December 31, 2016
|
|
At September 30, 2016
|
||||||||||||||||||||
Description
|
|
Balance Sheet location
|
|
Gross amounts of recognized liabilities
|
|
Gross amounts offset in the Balance Sheet
|
|
Net amounts of liabilities presented in the Balance Sheet
|
|
Gross amounts of recognized liabilities
|
|
Gross amounts offset in the Balance Sheet
|
|
Net amounts of liabilities presented in the Balance Sheet
|
||||||||||||
Foreign currency contracts
|
|
Other current liabilities, Other liabilities
|
|
$
|
(0.9
|
)
|
|
$
|
—
|
|
|
$
|
(0.9
|
)
|
|
$
|
(6.2
|
)
|
|
$
|
0.2
|
|
|
$
|
(6.0
|
)
|
|
December 31,
2016 |
|
September 30,
2016 |
||||
Assets (Liabilities) at estimated fair value:
|
|
|
|
||||
Deferred compensation
|
$
|
(84.3
|
)
|
|
$
|
(84.5
|
)
|
Derivatives - foreign currency contracts
|
10.5
|
|
|
(5.6
|
)
|
||
Net liabilities at estimated fair value
|
$
|
(73.8
|
)
|
|
$
|
(90.1
|
)
|
•
|
Wet Shave
consists of products sold under the Schick®, Wilkinson Sword®, Edge®, Skintimate®, Shave Guard and Personna® brands, as well as non-branded products. The Company's wet shave products include razor handles and refillable blades, disposable shave products and shaving gels and creams.
|
•
|
Sun and Skin Care
consists of Banana Boat® and Hawaiian Tropic® sun care products and Bulldog® men's skin care products, as well as Wet Ones® wipes and Playtex® household gloves.
|
•
|
Feminine Care
includes tampons, pads and liners sold under the Playtex® Sport®, Stayfree®, Carefree® and o.b.® brands, as well as personal cleansing wipes under the Playtex® brand.
|
•
|
All Other
includes infant care products, such as bottles, cups and pacifiers, under the Playtex®, OrthoPro® and Binky® brand names, as well as the Diaper Genie® and Litter Genie® disposal systems.
|
|
Three Months Ended
December 31,
|
||||||
|
2016
|
|
2015
|
||||
Net Sales
|
|
|
|
||||
Wet Shave
|
$
|
306.2
|
|
|
$
|
316.3
|
|
Sun and Skin Care
|
57.6
|
|
|
53.5
|
|
||
Feminine Care
|
89.1
|
|
|
92.5
|
|
||
All Other
|
32.1
|
|
|
32.8
|
|
||
Total net sales
|
$
|
485.0
|
|
|
$
|
495.1
|
|
|
|
|
|
||||
Segment Profit
|
|
|
|
||||
Wet Shave
|
$
|
72.0
|
|
|
$
|
66.8
|
|
Sun and Skin Care
|
0.8
|
|
|
1.7
|
|
||
Feminine Care
|
8.3
|
|
|
17.6
|
|
||
All Other
|
6.9
|
|
|
7.2
|
|
||
Total segment profit
|
88.0
|
|
|
93.3
|
|
||
|
|
|
|
||||
General corporate and other expenses
|
(16.4
|
)
|
|
(17.7
|
)
|
||
Spin costs
(1)
|
—
|
|
|
(7.5
|
)
|
||
Restructuring and related costs
(2)
|
(7.2
|
)
|
|
(18.5
|
)
|
||
Amortization of intangibles
|
(4.0
|
)
|
|
(3.6
|
)
|
||
Interest and other expense, net
|
(15.5
|
)
|
|
(15.3
|
)
|
||
Total earnings before income taxes
|
$
|
44.9
|
|
|
$
|
30.7
|
|
(1)
|
Includes pre-tax Selling, general and administrative expense of
$7.3
and pre-tax Cost of products sold of
$0.2
for the
three months ended December 31, 2015
related to the separation of the Household Products business in July 2015.
|
(2)
|
Includes pre-tax Cost of products sold of
$0.3
associated with obsolescence charges related to the exit of certain non-core product lines as part of the restructuring for the three months ended December 31, 2016.
|
|
Three Months Ended
December 31, |
||||||
|
2016
|
|
2015
|
||||
Razors and blades
|
$
|
271.3
|
|
|
$
|
274.2
|
|
Tampons, pads and liners
|
89.1
|
|
|
92.5
|
|
||
Sun care products
|
37.7
|
|
|
36.9
|
|
||
Infant care and other
|
32.1
|
|
|
32.7
|
|
||
Shaving gels and creams
|
34.9
|
|
|
42.2
|
|
||
Skin care products
|
19.9
|
|
|
16.6
|
|
||
Total net sales
|
$
|
485.0
|
|
|
$
|
495.1
|
|
|
Parent Company
|
|
Guarantors
|
|
Non-Guarantors
|
|
Eliminations
|
|
Total
|
||||||||||
Net sales
|
$
|
—
|
|
|
$
|
342.9
|
|
|
$
|
232.3
|
|
|
$
|
(90.2
|
)
|
|
$
|
485.0
|
|
Cost of products sold
|
—
|
|
|
204.5
|
|
|
142.7
|
|
|
(90.2
|
)
|
|
257.0
|
|
|||||
Gross profit
|
—
|
|
|
138.4
|
|
|
89.6
|
|
|
—
|
|
|
228.0
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Selling, general and administrative expense
|
—
|
|
|
58.7
|
|
|
35.1
|
|
|
—
|
|
|
93.8
|
|
|||||
Advertising and sales promotion expense
|
—
|
|
|
30.2
|
|
|
20.4
|
|
|
—
|
|
|
50.6
|
|
|||||
Research and development expense
|
—
|
|
|
16.0
|
|
|
0.3
|
|
|
—
|
|
|
16.3
|
|
|||||
Restructuring charges
|
—
|
|
|
2.7
|
|
|
4.2
|
|
|
—
|
|
|
6.9
|
|
|||||
Interest expense associated with debt
|
13.4
|
|
|
3.3
|
|
|
0.7
|
|
|
—
|
|
|
17.4
|
|
|||||
Other expense (income), net
|
—
|
|
|
0.4
|
|
|
(2.3
|
)
|
|
—
|
|
|
(1.9
|
)
|
|||||
Intercompany service fees
|
—
|
|
|
(4.4
|
)
|
|
4.4
|
|
|
—
|
|
|
—
|
|
|||||
Equity in earnings of subsidiaries
|
(41.9
|
)
|
|
(21.1
|
)
|
|
—
|
|
|
63.0
|
|
|
—
|
|
|||||
Earnings before income taxes
|
28.5
|
|
|
52.6
|
|
|
26.8
|
|
|
(63.0
|
)
|
|
44.9
|
|
|||||
Income tax (benefit) provision
|
(5.0
|
)
|
|
10.9
|
|
|
5.5
|
|
|
—
|
|
|
11.4
|
|
|||||
Net earnings
|
$
|
33.5
|
|
|
$
|
41.7
|
|
|
$
|
21.3
|
|
|
$
|
(63.0
|
)
|
|
$
|
33.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Statement of Comprehensive Income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net earnings
|
$
|
33.5
|
|
|
$
|
41.7
|
|
|
$
|
21.3
|
|
|
$
|
(63.0
|
)
|
|
$
|
33.5
|
|
Other comprehensive loss, net of tax
|
(26.9
|
)
|
|
(3.2
|
)
|
|
(27.8
|
)
|
|
31.0
|
|
|
(26.9
|
)
|
|||||
Total comprehensive income
|
$
|
6.6
|
|
|
$
|
38.5
|
|
|
$
|
(6.5
|
)
|
|
$
|
(32.0
|
)
|
|
$
|
6.6
|
|
|
Parent Company
|
|
Guarantors
|
|
Non-Guarantors
|
|
Eliminations
|
|
Total
|
||||||||||
Net sales
|
$
|
—
|
|
|
$
|
336.8
|
|
|
$
|
269.5
|
|
|
$
|
(111.2
|
)
|
|
$
|
495.1
|
|
Cost of products sold
|
—
|
|
|
204.9
|
|
|
174.8
|
|
|
(112.1
|
)
|
|
267.6
|
|
|||||
Gross profit
|
—
|
|
|
131.9
|
|
|
94.7
|
|
|
0.9
|
|
|
227.5
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Selling, general and administrative expense
|
3.1
|
|
|
60.7
|
|
|
36.6
|
|
|
—
|
|
|
100.4
|
|
|||||
Advertising and sales promotion expense
|
—
|
|
|
27.5
|
|
|
19.2
|
|
|
(0.1
|
)
|
|
46.6
|
|
|||||
Research and development expense
|
—
|
|
|
15.6
|
|
|
0.4
|
|
|
—
|
|
|
16.0
|
|
|||||
Restructuring charges
|
—
|
|
|
4.7
|
|
|
13.8
|
|
|
—
|
|
|
18.5
|
|
|||||
Interest expense associated with debt
|
16.2
|
|
|
—
|
|
|
1.5
|
|
|
—
|
|
|
17.7
|
|
|||||
Other income, net
|
—
|
|
|
(2.4
|
)
|
|
—
|
|
|
—
|
|
|
(2.4
|
)
|
|||||
Intercompany service fees
|
—
|
|
|
(5.5
|
)
|
|
5.5
|
|
|
—
|
|
|
—
|
|
|||||
Equity in earnings of subsidiaries
|
(35.8
|
)
|
|
(12.4
|
)
|
|
—
|
|
|
48.2
|
|
|
—
|
|
|||||
Earnings before income taxes
|
16.5
|
|
|
43.7
|
|
|
17.7
|
|
|
(47.2
|
)
|
|
30.7
|
|
|||||
Income tax (benefit) provision
|
(7.2
|
)
|
|
10.0
|
|
|
3.2
|
|
|
1.0
|
|
|
7.0
|
|
|||||
Net earnings
|
$
|
23.7
|
|
|
$
|
33.7
|
|
|
$
|
14.5
|
|
|
$
|
(48.2
|
)
|
|
$
|
23.7
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Statement of Comprehensive Income:
|
|
|
|
|
|
|
|
|
|
||||||||||
Net earnings
|
23.7
|
|
|
33.7
|
|
|
14.5
|
|
|
(48.2
|
)
|
|
23.7
|
|
|||||
Other comprehensive loss, net of tax
|
(11.9
|
)
|
|
(1.9
|
)
|
|
(11.5
|
)
|
|
13.4
|
|
|
(11.9
|
)
|
|||||
Total comprehensive income
|
$
|
11.8
|
|
|
$
|
31.8
|
|
|
$
|
3.0
|
|
|
$
|
(34.8
|
)
|
|
$
|
11.8
|
|
|
Parent Company
|
|
Guarantors
|
|
Non-Guarantors
|
|
Eliminations
|
|
Total
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
—
|
|
|
$
|
5.1
|
|
|
$
|
413.4
|
|
|
$
|
—
|
|
|
$
|
418.5
|
|
Trade receivables, net
|
—
|
|
|
102.2
|
|
|
126.2
|
|
|
—
|
|
|
228.4
|
|
|||||
Inventories
|
—
|
|
|
210.8
|
|
|
128.2
|
|
|
—
|
|
|
339.0
|
|
|||||
Other current assets
|
—
|
|
|
41.8
|
|
|
109.9
|
|
|
—
|
|
|
151.7
|
|
|||||
Total current assets
|
—
|
|
|
359.9
|
|
|
777.7
|
|
|
—
|
|
|
1,137.6
|
|
|||||
Investment in subsidiaries
|
3,500.2
|
|
|
841.9
|
|
|
—
|
|
|
(4,342.1
|
)
|
|
—
|
|
|||||
Intercompany receivables, net
(1)
|
—
|
|
|
579.0
|
|
|
42.7
|
|
|
(621.7
|
)
|
|
—
|
|
|||||
Intercompany notes receivable
(1)
|
—
|
|
|
1.9
|
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
|||||
Property, plant and equipment, net
|
—
|
|
|
341.8
|
|
|
130.8
|
|
|
—
|
|
|
472.6
|
|
|||||
Goodwill
|
—
|
|
|
1,061.9
|
|
|
367.2
|
|
|
—
|
|
|
1,429.1
|
|
|||||
Other intangible assets, net
|
—
|
|
|
1,231.5
|
|
|
157.0
|
|
|
—
|
|
|
1,388.5
|
|
|||||
Other assets
|
1.8
|
|
|
0.2
|
|
|
25.4
|
|
|
—
|
|
|
27.4
|
|
|||||
Total assets
|
$
|
3,502.0
|
|
|
$
|
4,418.1
|
|
|
$
|
1,500.8
|
|
|
$
|
(4,965.7
|
)
|
|
$
|
4,455.2
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities and Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities
|
$
|
7.8
|
|
|
$
|
236.3
|
|
|
$
|
229.2
|
|
|
$
|
—
|
|
|
$
|
473.3
|
|
Intercompany payables, net
(1)
|
621.7
|
|
|
—
|
|
|
—
|
|
|
(621.7
|
)
|
|
—
|
|
|||||
Intercompany notes payable
(1)
|
—
|
|
|
—
|
|
|
1.9
|
|
|
(1.9
|
)
|
|
—
|
|
|||||
Long-term debt
|
1,094.5
|
|
|
586.0
|
|
|
—
|
|
|
—
|
|
|
1,680.5
|
|
|||||
Deferred income tax liabilities
|
—
|
|
|
229.7
|
|
|
26.1
|
|
|
—
|
|
|
255.8
|
|
|||||
Other liabilities
|
—
|
|
|
231.6
|
|
|
36.0
|
|
|
—
|
|
|
267.6
|
|
|||||
Total liabilities
|
1,724.0
|
|
|
1,283.6
|
|
|
293.2
|
|
|
(623.6
|
)
|
|
2,677.2
|
|
|||||
Total shareholders' equity
|
1,778.0
|
|
|
3,134.5
|
|
|
1,207.6
|
|
|
(4,342.1
|
)
|
|
1,778.0
|
|
|||||
Total liabilities and shareholders' equity
|
$
|
3,502.0
|
|
|
$
|
4,418.1
|
|
|
$
|
1,500.8
|
|
|
$
|
(4,965.7
|
)
|
|
$
|
4,455.2
|
|
(1)
|
Intercompany activities include product purchases between Guarantors and Non-Guarantors, charges for services provided by the Parent Company and various subsidiaries to other affiliates within the consolidated entity and other intercompany activities in the normal course of business.
|
|
Parent Company
|
|
Guarantors
|
|
Non-Guarantors
|
|
Eliminations
|
|
Total
|
||||||||||
Assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Current assets
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash and cash equivalents
|
$
|
—
|
|
|
$
|
5.8
|
|
|
$
|
733.1
|
|
|
$
|
—
|
|
|
$
|
738.9
|
|
Trade receivables, net
|
—
|
|
|
108.9
|
|
|
151.8
|
|
|
—
|
|
|
260.7
|
|
|||||
Inventories
|
—
|
|
|
187.7
|
|
|
121.5
|
|
|
—
|
|
|
309.2
|
|
|||||
Other current assets
|
—
|
|
|
43.7
|
|
|
99.5
|
|
|
—
|
|
|
143.2
|
|
|||||
Total current assets
|
—
|
|
|
346.1
|
|
|
1,105.9
|
|
|
—
|
|
|
1,452.0
|
|
|||||
Investment in subsidiaries
|
3,483.7
|
|
|
825.0
|
|
|
—
|
|
|
(4,308.7
|
)
|
|
—
|
|
|||||
Intercompany receivables, net
(1)
|
—
|
|
|
487.6
|
|
|
53.5
|
|
|
(541.1
|
)
|
|
—
|
|
|||||
Intercompany notes receivable
(1)
|
—
|
|
|
1.9
|
|
|
—
|
|
|
(1.9
|
)
|
|
—
|
|
|||||
Property, plant and equipment, net
|
—
|
|
|
343.8
|
|
|
142.3
|
|
|
—
|
|
|
486.1
|
|
|||||
Goodwill
|
—
|
|
|
1,061.9
|
|
|
358.4
|
|
|
—
|
|
|
1,420.3
|
|
|||||
Other intangible assets, net
|
—
|
|
|
1,235.1
|
|
|
150.0
|
|
|
—
|
|
|
1,385.1
|
|
|||||
Other assets
|
2.0
|
|
|
0.1
|
|
|
25.9
|
|
|
—
|
|
|
28.0
|
|
|||||
Total assets
|
$
|
3,485.7
|
|
|
$
|
4,301.5
|
|
|
$
|
1,836.0
|
|
|
$
|
(4,851.7
|
)
|
|
$
|
4,771.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Liabilities and Shareholders' Equity
|
|
|
|
|
|
|
|
|
|
||||||||||
Current liabilities
|
$
|
21.4
|
|
|
$
|
288.4
|
|
|
$
|
558.4
|
|
|
$
|
—
|
|
|
$
|
868.2
|
|
Intercompany payables, net
(1)
|
541.1
|
|
|
—
|
|
|
—
|
|
|
(541.1
|
)
|
|
—
|
|
|||||
Intercompany notes payable
(1)
|
—
|
|
|
—
|
|
|
1.9
|
|
|
(1.9
|
)
|
|
—
|
|
|||||
Long-term debt
|
1,094.2
|
|
|
450.0
|
|
|
—
|
|
|
—
|
|
|
1,544.2
|
|
|||||
Deferred income tax liabilities
|
—
|
|
|
232.4
|
|
|
22.9
|
|
|
—
|
|
|
255.3
|
|
|||||
Other liabilities
|
—
|
|
|
236.3
|
|
|
38.5
|
|
|
—
|
|
|
274.8
|
|
|||||
Total liabilities
|
1,656.7
|
|
|
1,207.1
|
|
|
621.7
|
|
|
(543.0
|
)
|
|
2,942.5
|
|
|||||
Total shareholders' equity
|
1,829.0
|
|
|
3,094.4
|
|
|
1,214.3
|
|
|
(4,308.7
|
)
|
|
1,829.0
|
|
|||||
Total liabilities and shareholders' equity
|
$
|
3,485.7
|
|
|
$
|
4,301.5
|
|
|
$
|
1,836.0
|
|
|
$
|
(4,851.7
|
)
|
|
$
|
4,771.5
|
|
(1)
|
Intercompany activities include product purchases between Guarantors and Non-Guarantors, charges for services provided by the Parent Company and various subsidiaries to other affiliates within the consolidated entity and other intercompany activities in the normal course of business.
|
|
Parent Company
|
|
Guarantors
|
|
Non-Guarantors
|
|
Eliminations
|
|
Total
|
||||||||||
Net cash flow from (used by) operations
|
$
|
58.0
|
|
|
$
|
(124.8
|
)
|
|
$
|
7.8
|
|
|
$
|
—
|
|
|
$
|
(59.0
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash Flow from Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
—
|
|
|
(11.0
|
)
|
|
(2.7
|
)
|
|
—
|
|
|
(13.7
|
)
|
|||||
Acquisitions, net of cash acquired
|
—
|
|
|
—
|
|
|
(34.0
|
)
|
|
—
|
|
|
(34.0
|
)
|
|||||
Net cash used by investing activities
|
—
|
|
|
(11.0
|
)
|
|
(36.7
|
)
|
|
—
|
|
|
(47.7
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash Flow from Financing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash proceeds from debt with original maturities greater than 90 days
|
—
|
|
|
146.0
|
|
|
—
|
|
|
—
|
|
|
146.0
|
|
|||||
Cash payments on debt with original maturities greater than 90 days
|
—
|
|
|
(10.0
|
)
|
|
(277.0
|
)
|
|
—
|
|
|
(287.0
|
)
|
|||||
Net (decrease) increase in debt with original maturities of 90 days or less
|
—
|
|
|
(0.9
|
)
|
|
0.5
|
|
|
—
|
|
|
(0.4
|
)
|
|||||
Common shares purchased
|
(58.0
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(58.0
|
)
|
|||||
Net cash (used by) from financing activities
|
(58.0
|
)
|
|
135.1
|
|
|
(276.5
|
)
|
|
—
|
|
|
(199.4
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Effect of exchange rate changes on cash
|
—
|
|
|
—
|
|
|
(14.3
|
)
|
|
—
|
|
|
(14.3
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net decrease in cash and cash equivalents
|
—
|
|
|
(0.7
|
)
|
|
(319.7
|
)
|
|
—
|
|
|
(320.4
|
)
|
|||||
Cash and cash equivalents, beginning of period
|
—
|
|
|
5.8
|
|
|
733.1
|
|
|
—
|
|
|
738.9
|
|
|||||
Cash and cash equivalents, end of period
|
$
|
—
|
|
|
$
|
5.1
|
|
|
$
|
413.4
|
|
|
$
|
—
|
|
|
$
|
418.5
|
|
|
Parent Company
|
|
Guarantors
|
|
Non-Guarantors
|
|
Eliminations
|
|
Total
|
||||||||||
Net cash flow from (used by) operations
|
$
|
78.9
|
|
|
$
|
(123.7
|
)
|
|
$
|
(13.9
|
)
|
|
$
|
—
|
|
|
$
|
(58.7
|
)
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash Flow from Investing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Capital expenditures
|
—
|
|
|
(13.0
|
)
|
|
(1.5
|
)
|
|
—
|
|
|
(14.5
|
)
|
|||||
Payment for equity contributions
|
—
|
|
|
(0.2
|
)
|
|
—
|
|
|
0.2
|
|
|
—
|
|
|||||
Net cash used by investing activities
|
—
|
|
|
(13.2
|
)
|
|
(1.5
|
)
|
|
0.2
|
|
|
(14.5
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash Flow from Financing Activities
|
|
|
|
|
|
|
|
|
|
||||||||||
Cash proceeds from debt with original maturities greater than 90 days
|
—
|
|
|
345.0
|
|
|
2.8
|
|
|
—
|
|
|
347.8
|
|
|||||
Cash payments on debt with original maturities greater than 90 days
|
—
|
|
|
(203.0
|
)
|
|
—
|
|
|
—
|
|
|
(203.0
|
)
|
|||||
Net (decrease) increase in debt with original maturities of 90 days or less
|
—
|
|
|
(2.4
|
)
|
|
0.2
|
|
|
—
|
|
|
(2.2
|
)
|
|||||
Common shares purchased
|
(78.9
|
)
|
|
—
|
|
|
—
|
|
|
—
|
|
|
(78.9
|
)
|
|||||
Proceeds for equity contributions
|
—
|
|
|
—
|
|
|
0.2
|
|
|
(0.2
|
)
|
|
—
|
|
|||||
Net cash (used by) from financing activities
|
(78.9
|
)
|
|
139.6
|
|
|
3.2
|
|
|
(0.2
|
)
|
|
63.7
|
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Effect of exchange rate changes on cash
|
—
|
|
|
—
|
|
|
(8.4
|
)
|
|
—
|
|
|
(8.4
|
)
|
|||||
|
|
|
|
|
|
|
|
|
|
||||||||||
Net increase (decrease) in cash and cash equivalents
|
—
|
|
|
2.7
|
|
|
(20.6
|
)
|
|
—
|
|
|
(17.9
|
)
|
|||||
Cash and cash equivalents, beginning of period
|
—
|
|
|
2.9
|
|
|
709.2
|
|
|
—
|
|
|
712.1
|
|
|||||
Cash and cash equivalents, end of period
|
$
|
—
|
|
|
$
|
5.6
|
|
|
$
|
688.6
|
|
|
$
|
—
|
|
|
$
|
694.2
|
|
•
|
We analyze our net sales and segment profit on an organic basis to better measure the comparability of results between periods. Organic net sales and segment profit exclude the impact of changes in foreign currency and acquisitions. This information is provided because these types of fluctuations can distort the underlying change in net sales and segment profit either positively or negatively.
|
•
|
Adjusted net earnings and adjusted earnings per share are defined as net earnings and diluted earnings per share excluding items such as spin costs, restructuring charges and the related tax effects of these items.
|
•
|
Adjusted effective tax rate is defined as the effective tax rate excluding items such as spin costs, restructuring charges and the related tax effects of these items from the income tax provision and earnings before income taxes.
|
•
|
We are subject to risks related to our international operations, such as global economic conditions and currency fluctuations, that could adversely affect our results of operations;
|
•
|
Competition within our industries may hinder our ability to execute our business strategy, achieve profitability or maintain relationships with existing customers;
|
•
|
Loss of reputation of our leading brands or failure of our marketing plans could have an adverse effect on our business;
|
•
|
Our manufacturing facilities, supply channels or other business operations may be subject to disruption from events beyond our control;
|
•
|
Our access to capital markets and borrowing capacity could be limited;
|
•
|
If we cannot continue to develop new products in a timely manner, and at favorable margins, we may not be able to compete effectively;
|
•
|
We have a substantial level of indebtedness and are subject to various covenants relating to such indebtedness, which could limit our discretion to operate and grow our business;
|
•
|
We face risks arising from the restructuring of our operations and our ongoing efforts to achieve cost savings;
|
•
|
Loss of any of our principal customers and emergence of new sales channels, such as e-commerce, could significantly decrease our sales and profitability;
|
•
|
We may not be able to attract, retain and develop key personnel;
|
•
|
We may experience losses or be subject to increased funding obligations and expenses related to our pension plans;
|
•
|
We may not be able to continue to identify and complete strategic acquisitions and effectively integrate acquired companies to achieve desired financial benefits;
|
•
|
Our business involves the potential for product liability and other claims against us, which could affect our results of operations and financial condition and result in product recalls or withdrawals;
|
•
|
A failure of a key information technology system or a breach of our information security could adversely impact our ability to conduct business;
|
•
|
Our business is subject to increasing regulation in the U.S. and abroad, including environmental laws and regulations, that may expose us to significant liabilities;
|
•
|
The resolution of our tax contingencies may result in additional tax liabilities, which could adversely impact our cash flows and results of operations;
|
•
|
If we fail to adequately protect our intellectual property rights, competitors may manufacture and market similar products, which could adversely affect our market share and results of operations;
|
•
|
Our financial results could be negatively impacted by the United Kingdom's departure from the European Union; and
|
•
|
We face risks related to the separation of our Household Products business, which may adversely affect our business.
|
•
|
Wet Shave
consists of products sold under the Schick®, Wilkinson Sword®, Edge®, Skintimate®, Shave Guard and Personna® brands, as well as non-branded products. Our wet shave products include razor handles and refillable blades, disposable shave products and shaving gels and creams.
|
•
|
Sun and Skin Care
consists of Banana Boat® and Hawaiian Tropic® sun care products and Bulldog® men's skin care products, as well as Wet Ones® wipes and Playtex® household gloves.
|
•
|
Feminine Care
includes tampons, pads and liners sold under the Playtex® Sport®, Stayfree®, Carefree® and o.b.® brands, as well as personal cleansing wipes under the Playtex® brand.
|
•
|
All Other
includes infant care products, such as bottles, cups and pacifiers, under the Playtex®, OrthoPro® and Binky® brand names, as well as the Diaper Genie® and Litter Genie® disposal systems.
|
•
|
Net sales
in the
first quarter
of fiscal 2017
decreased
2.0%
to
$485.0
, inclusive of a
0.6%
increase as a result of the acquisition of Bulldog and a
0.5%
decrease due to currency movements. Excluding the impact of the acquisition and currency movements, organic net sales
decreased
2.1%
in the first quarter as compared to the prior year period, as growth in North America Wet Shave and global Sun and Skin Care was offset by declines in International Wet Shave and Feminine Care.
|
•
|
Net earnings
in the
first quarter
of fiscal 2017 were
$33.5
as compared to
$23.7
in the prior year. On an adjusted basis, as illustrated in the table below, net earnings for the
first quarter
of fiscal 2017
decreased
6.3%
to
$38.4
. The decline in adjusted net earnings for the quarter is primarily due to lower organic net sales and increased Advertising and sales promotion expense ("A&P") investments in the current year.
|
•
|
Net earnings per diluted share
during the
first quarter
of fiscal 2017 were
$0.58
compared to
$0.39
in the prior year period. On an adjusted basis, as illustrated in the table below, net earnings per diluted share during the
first quarter
of fiscal 2017 were
$0.66
compared to
$0.68
in the prior year.
|
|
Net Earnings
|
|
Diluted EPS
|
||||||||||||
|
Q1 2017
|
|
Q1 2016
|
|
Q1 2017
|
|
Q1 2016
|
||||||||
Net Earnings and Diluted EPS - GAAP
|
$
|
33.5
|
|
|
$
|
23.7
|
|
|
$
|
0.58
|
|
|
$
|
0.39
|
|
Spin costs
(1)
|
—
|
|
|
7.5
|
|
|
—
|
|
|
0.13
|
|
||||
Restructuring and related costs
(2)
|
7.2
|
|
|
18.5
|
|
|
0.12
|
|
|
0.31
|
|
||||
Income taxes
|
(2.3
|
)
|
|
(8.7
|
)
|
|
(0.04
|
)
|
|
(0.15
|
)
|
||||
Adjusted Net Earnings and Adjusted Diluted EPS - Non-GAAP
|
$
|
38.4
|
|
|
$
|
41.0
|
|
|
$
|
0.66
|
|
|
$
|
0.68
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted-average shares outstanding - Diluted
|
|
|
|
|
58.1
|
|
|
59.9
|
|
(1)
|
Includes pre-tax Selling, general and administrative expense ("SG&A") of
$7.3
and pre-tax Cost of products sold of
$0.2
for the
first
quarter of fiscal 2016 related to the separation of the Household Products business in July 2015.
|
(2)
|
Includes pre-tax Cost of products sold of
$0.3
associated with obsolescence charges related to the exit of certain non-core product lines as part of the restructuring for the three months ended December 31, 2016.
|
Net Sales - Total Company
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Net sales - prior year
|
$
|
495.1
|
|
|
|
|
Organic
|
(10.6
|
)
|
|
(2.1
|
)%
|
|
Impact of acquisition
|
3.2
|
|
|
0.6
|
%
|
|
Impact of currency
|
(2.7
|
)
|
|
(0.5
|
)%
|
|
Net sales - current year
|
$
|
485.0
|
|
|
(2.0
|
)%
|
|
Q1 2017
|
|
Q1 2016
|
||||||||||||||||||||
|
Reported
|
|
Adjustments
(1)
|
|
Adjusted
(Non-GAAP)
|
|
Reported
|
|
Adjustments
(1)
|
|
Adjusted
(Non-GAAP)
|
||||||||||||
Earnings before income taxes
|
$
|
44.9
|
|
|
$
|
7.2
|
|
|
$
|
52.1
|
|
|
$
|
30.7
|
|
|
$
|
26.0
|
|
|
$
|
56.7
|
|
Income tax provision
|
11.4
|
|
|
2.3
|
|
|
13.7
|
|
|
7.0
|
|
|
8.7
|
|
|
15.7
|
|
||||||
Net earnings
|
$
|
33.5
|
|
|
$
|
4.9
|
|
|
$
|
38.4
|
|
|
$
|
23.7
|
|
|
$
|
17.3
|
|
|
$
|
41.0
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Effective tax rate
|
25.4
|
%
|
|
|
|
|
|
22.8
|
%
|
|
|
|
|
||||||||||
Adjusted effective tax rate
|
|
|
|
|
26.3
|
%
|
|
|
|
|
|
27.7
|
%
|
(1)
|
Includes adjustments for spin costs, restructuring charges and the associated tax impact of these charges. See reconciliation of net earnings to adjusted net earnings.
|
Net Sales - Wet Shave
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Net sales - prior year
|
$
|
316.3
|
|
|
|
|
Organic
|
(7.7
|
)
|
|
(2.4
|
)%
|
|
Impact of currency
|
(2.4
|
)
|
|
(0.8
|
)%
|
|
Net sales - current year
|
$
|
306.2
|
|
|
(3.2
|
)%
|
Segment Profit - Wet Shave
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Segment profit - prior year
|
$
|
66.8
|
|
|
|
|
Organic
|
4.3
|
|
|
6.4
|
%
|
|
Impact of currency
|
0.9
|
|
|
1.4
|
%
|
|
Segment profit - current year
|
$
|
72.0
|
|
|
7.8
|
%
|
Net Sales - Sun and Skin Care
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Net sales - prior year
|
$
|
53.5
|
|
|
|
|
Organic
|
1.0
|
|
|
1.9
|
%
|
|
Impact of acquisition
|
3.2
|
|
|
6.0
|
%
|
|
Impact of currency
|
(0.1
|
)
|
|
(0.2
|
)%
|
|
Net sales - current year
|
$
|
57.6
|
|
|
7.7
|
%
|
Segment Profit - Sun and Skin Care
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Segment profit - prior year
|
$
|
1.7
|
|
|
|
|
Organic
|
(0.3
|
)
|
|
(17.6
|
)%
|
|
Impact of acquisition
|
(0.4
|
)
|
|
(23.5
|
)%
|
|
Impact of currency
|
(0.2
|
)
|
|
(11.8
|
)%
|
|
Segment profit - current year
|
$
|
0.8
|
|
|
(52.9
|
)%
|
Net Sales - Feminine Care
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Net sales - prior year
|
$
|
92.5
|
|
|
|
|
Organic
|
(3.4
|
)
|
|
(3.7
|
)%
|
|
Impact of currency
|
—
|
|
|
—
|
%
|
|
Net sales - current year
|
$
|
89.1
|
|
|
(3.7
|
)%
|
Segment Profit - Feminine Care
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Segment profit - prior year
|
$
|
17.6
|
|
|
|
|
Organic
|
(9.3
|
)
|
|
(52.8
|
)%
|
|
Impact of currency
|
—
|
|
|
—
|
%
|
|
Segment profit - current year
|
$
|
8.3
|
|
|
(52.8
|
)%
|
Net Sales - All Other
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Net sales - prior year
|
$
|
32.8
|
|
|
|
|
Organic
|
(0.5
|
)
|
|
(1.5
|
)%
|
|
Impact of currency
|
(0.2
|
)
|
|
(0.6
|
)%
|
|
Net sales - current year
|
$
|
32.1
|
|
|
(2.1
|
)%
|
Segment Profit - All Other
|
|
|
|
|||
Quarter Ended December 31, 2016
|
|
|
|
|||
|
Q1
|
|
%Chg
|
|||
Segment profit - prior year
|
$
|
7.2
|
|
|
|
|
Organic
|
(0.3
|
)
|
|
(4.2
|
)%
|
|
Impact of currency
|
—
|
|
|
—
|
%
|
|
Segment profit - current year
|
$
|
6.9
|
|
|
(4.2
|
)%
|
|
Q1 2017
|
|
Q1 2016
|
||||
Corporate expenses
|
$
|
16.4
|
|
|
$
|
17.7
|
|
Spin costs
(1)
|
—
|
|
|
7.5
|
|
||
Restructuring and related costs
(2)
|
7.2
|
|
|
18.5
|
|
||
General corporate and other expenses
|
$
|
23.6
|
|
|
$
|
43.7
|
|
% of net sales
|
4.9
|
%
|
|
8.8
|
%
|
(1)
|
Includes pre-tax SG&A of
$7.3
and pre-tax Cost of products sold of
$0.2
for the
first
quarter of fiscal 2016 related to the separation of the Household Products business in July 2015.
|
(2)
|
Includes pre-tax Cost of products sold of
$0.3
associated with obsolescence charges related to the exit of certain non-core product lines as part of the restructuring for the first quarter of fiscal 2017.
|
|
Q1 2017
|
|
Q1 2016
|
||||
Net cash (used by) from:
|
|
|
|
||||
Operating activities
|
$
|
(59.0
|
)
|
|
$
|
(58.7
|
)
|
Investing activities
|
(47.7
|
)
|
|
(14.5
|
)
|
||
Financing activities
|
(199.4
|
)
|
|
63.7
|
|
||
Effect of exchange rate changes on cash
|
(14.3
|
)
|
|
(8.4
|
)
|
||
Net decrease in cash and cash equivalents
|
$
|
(320.4
|
)
|
|
$
|
(17.9
|
)
|
Period
|
|
Total Number of
Shares Purchased
(1)(2)
|
|
Average Price Paid
per share
(3)
|
|
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs
(2)
|
|
Maximum Number that May Yet Be Purchased Under the Plans or Programs
|
|||||
October 1 to 31, 2016
|
|
2,850
|
|
|
$
|
74.98
|
|
|
2,850
|
|
|
5,497,925
|
|
November 1 to 30, 2016
|
|
460,422
|
|
|
75.63
|
|
|
370,142
|
|
|
5,127,783
|
|
|
December 1 to 31, 2016
|
|
385,084
|
|
|
78.09
|
|
|
385,000
|
|
|
4,742,783
|
|
(1)
|
90,364
shares purchased during the quarter relate to the surrender to the Company of shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock equivalent awards.
|
(2)
|
In May 2015, the Company's Board of Directors approved an authorization to repurchase up to
ten million
shares of the Company's common stock. This authorization replaced a prior share repurchase authorization. During the
first quarter
of fiscal 2017, the Company repurchased 757,992 shares under this resolution.
|
(3)
|
Includes $0.02 per share of brokerage fee commissions.
|
Exhibit Number
|
Exhibit
|
31.1
|
Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
31.2
|
Certification of the Chief Financial Officer pursuant to Rule 13a-14(a) under the Securities Exchange Act of 1934, as amended, pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
|
|
|
32.1
|
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
32.2
|
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
|
|
|
101
|
The following materials from the Edgewell Personal Care Company Quarterly Report on Form 10-Q formatted in eXtensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Statements of Earnings and Comprehensive Income for the three months ended December 31, 2016 and 2015, (ii) the Condensed Consolidated Balance Sheets at December 31, 2016 and September 30, 2016, (iii) the Condensed Consolidated Statements of Cash Flows for the three months ended December 31, 2016 and 2015 and (iv) Notes to Condensed Consolidated Financial Statements. The financial information contained the XBRL-related documents is "unaudited" and "unreviewed."
|
|
|
EDGEWELL PERSONAL CARE COMPANY
|
|
|
|
|
|
|
|
Registrant
|
|
|
|
|
|
|
|
By:
|
/s/ Sandra J. Sheldon
|
|
|
|
Sandra J. Sheldon
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Chief Financial Officer
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(on behalf of the Registrant and as principal financial officer)
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Date:
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February 7, 2017
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1 Year Edgewell Personal Care Chart |
1 Month Edgewell Personal Care Chart |
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