Cover Page
Cover Page - shares | 3 Months Ended | |
Sep. 30, 2020 | Oct. 30, 2020 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2020 | |
Document Transition Report | false | |
Entity File Number | 001-35964 | |
Entity Registrant Name | COTY INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 13-3823358 | |
Entity Address, Address Line One | 350 Fifth Avenue, | |
Entity Address, City or Town | New York, | |
Entity Address, State or Province | NY | |
Entity Address, Postal Zip Code | 10118 | |
City Area Code | 212 | |
Local Phone Number | 389-7300 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth | false | |
Entity Shell Company | false | |
Title of 12(b) Security | Class A Common Stock, $0.01 par value | |
Trading Symbol | COTY | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding (in shares) | 765,902,896 | |
Current Fiscal Year End Date | --06-30 | |
Amendment Flag | false | |
Entity Central Index Key | 0001024305 | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Income Statement [Abstract] | ||
Net revenues | $ 1,124.1 | $ 1,411.2 |
Cost of sales | 464.9 | 561.9 |
Gross profit | 659.2 | 849.3 |
Selling, general and administrative expenses | 583.4 | 806.7 |
Amortization expense | 65.4 | 58.3 |
Restructuring costs | 30.1 | 4.8 |
Acquisition and divestiture-related costs | 46.3 | 0 |
Gain on divestitures and sale of brand assets | 0 | (84.5) |
Operating (loss) income | (66) | 64 |
Interest expense, net | 62.1 | 63.1 |
Other (income) expense, net | (5.8) | 2.3 |
Loss from continuing operations before income taxes | (122.3) | (1.4) |
Provision (benefit) for income taxes on continuing operations | (244.9) | (18.2) |
Net income from continuing operations | 122.6 | 16.8 |
Net income from discontinued operations | 104.7 | 39.5 |
Net income | 227.3 | 56.3 |
Net income attributable to noncontrolling interests | 0.4 | 2.8 |
Net income attributable to redeemable noncontrolling interests | 5.5 | 1.2 |
Net income attributable to Coty Inc. | 221.4 | 52.3 |
Amounts attributable to Coty Inc. | ||
Net income from continuing operations | 116.7 | 12.8 |
Convertible Series B Preferred Stock dividends | (20.8) | 0 |
Net income from continuing operations attributable to common stockholders | 95.9 | 12.8 |
Net income from discontinued operations | 104.7 | 39.5 |
Net income attributable to common stockholders | $ 200.6 | $ 52.3 |
Earnings per common share | ||
Earnings from continued operations per common share - basic (in dollars per share) | $ 0.13 | $ 0.02 |
Earnings from continued operations per common share - diluted (in dollars per share) | 0.13 | 0.02 |
Earnings from discontinued operations - basic (in dollars per share) | 0.13 | 0.05 |
Earnings from discontinued operations - diluted (in dollars per share) | 0.11 | 0.05 |
Earnings per common share - basic (in dollars per share) | 0.26 | 0.07 |
Earnings per common share - diluted (in dollars per share) | $ 0.24 | $ 0.07 |
Weighted-average common shares outstanding: | ||
Basic (in shares) | 763.9 | 754.2 |
Diluted (in shares) | 916.7 | 758.9 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Net income from continuing operations | $ 227.3 | $ 56.3 |
Other comprehensive (loss) income: | ||
Foreign currency translation adjustment | (10.5) | (122.6) |
Net unrealized derivative gain (loss) on cash flow hedges, net of taxes of $(1.9) and $0.2 during the three months ended, respectively | 5.7 | (1.2) |
Pension and other post-employment benefits adjustment, net of tax of $0.0 and $0.0 during the three months ended, respectively | (1.2) | (0.8) |
Total other comprehensive loss, net of tax | (6) | (124.6) |
Comprehensive income (loss) | 221.3 | (68.3) |
Comprehensive income attributable to noncontrolling interests: | ||
Net income | 0.4 | 2.8 |
Foreign currency translation adjustment | (0.1) | 0 |
Total comprehensive income attributable to noncontrolling interests | 0.3 | 2.8 |
Comprehensive income attributable to redeemable noncontrolling interests: | ||
Net income | 5.5 | 1.2 |
Comprehensive income (loss) attributable to Coty Inc. | $ 215.5 | $ (72.3) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Statement of Comprehensive Income [Abstract] | ||
Change in derivative gains on cash flow hedges, tax expense (benefit) | $ (1.9) | $ 0.2 |
Pension and other post-employment benefits (losses), tax expense (benefit) | $ 0 | $ 0 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Current assets: | ||
Cash and cash equivalents | $ 535.7 | $ 308.3 |
Restricted cash | 39.6 | 43.7 |
Trade receivables—less allowances of $56.5 and $57.3, respectively | 521.7 | 440.1 |
Inventories | 727.7 | 678.2 |
Prepaid expenses and other current assets | 388.1 | 411.6 |
Current assets held for sale | 4,763.4 | 4,613.1 |
Total current assets | 6,976.2 | 6,495 |
Property and equipment, net | 1,051.2 | 1,081.6 |
Goodwill | 4,023.7 | 3,973.9 |
Other intangible assets, net | 4,423.5 | 4,372.1 |
Operating lease right-of-use assets | 335.4 | 371.4 |
Deferred income taxes | 900.1 | 362.4 |
Other noncurrent assets | 70 | 72.4 |
TOTAL ASSETS | 17,780.1 | 16,728.8 |
Current liabilities: | ||
Accounts payable | 1,086.3 | 1,190.3 |
Accrued expenses and other current liabilities | 1,289.4 | 1,111.6 |
Short-term debt and current portion of long-term debt | 195.4 | 188.3 |
Current operating lease liabilities | 92.6 | 105 |
Income and other taxes payable | 29.2 | 33.8 |
Current liabilities held for sale | 985.1 | 956.7 |
Total current liabilities | 3,678 | 3,585.7 |
Long-term debt, net | 8,134.8 | 7,892.1 |
Long-term operating lease liabilities | 289.2 | 317.4 |
Pension and other post-employment benefits | 405.5 | 400.3 |
Deferred income taxes | 479.9 | 175.1 |
Other noncurrent liabilities | 305 | 334.5 |
Total liabilities | 13,292.4 | 12,705.1 |
COMMITMENTS AND CONTINGENCIES (See Note 19) | ||
CONVERTIBLE SERIES B PREFERRED STOCK, $0.01 par value; 1.0 shares authorized; 1.0 and 0.8 issued and 1.0 and 0.8 and outstanding, respectively, at September 30, 2020 and June 30, 2020 | 979 | 715.8 |
REDEEMABLE NONCONTROLLING INTERESTS | 83.1 | 79.1 |
EQUITY: | ||
Preferred Stock, $0.01 par value; 20.0 shares authorized, 1.5 issued and outstanding at September 30, 2020 and June 30, 2020 | 0 | 0 |
Class A Common Stock, $0.01 par value; 1,250.0 shares authorized, 831.2 and 830.6 issued and 765.7 and 765.1 outstanding, respectively, at September 30, 2020 and June 30, 2020 | 8.3 | 8.3 |
Additional paid-in capital | 10,434.1 | 10,447.4 |
Accumulated deficit | (5,332.9) | (5,548.6) |
Accumulated other comprehensive income | (462.1) | (456.2) |
Treasury stock—at cost, shares: 65.5 at September 30, 2020 and June 30, 2020 | (1,446.3) | (1,446.3) |
Total Coty Inc. stockholders’ equity | 3,201.1 | 3,004.6 |
Noncontrolling interests | 224.5 | 224.2 |
Total equity | 3,425.6 | 3,228.8 |
TOTAL LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY | $ 17,780.1 | $ 16,728.8 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowances | $ 56.5 | $ 57.3 |
Convertible Series B preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Convertible Series B preferred stock, shares authorized (in shares) | 1,000,000 | 1,000,000 |
Convertible Series B preferred stock, shares issued (in shares) | 1,000,000 | 800,000 |
Convertible Series B preferred stock, shares outstanding (in shares) | 1,000,000 | 800,000 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 |
Preferred stock, shares issued (in shares) | 1,500,000 | 1,500,000 |
Preferred stock, shares outstanding (in shares) | 1,500,000 | 1,500,000 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 1,250,000,000 | 1,250,000,000 |
Common stock, shares issued (in shares) | 831,200,000 | 830,600,000 |
Common stock, shares outstanding (in shares) | 765,700,000 | 765,100,000 |
Treasury stock, at cost, shares (in shares) | 65,500,000 | 65,500,000 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) $ in Millions | Total | Cumulative Effect, Period of Adoption, Adjustment | Cumulative Effect, Period of Adoption, Adjusted Balance | Class A Common Stock | Total Coty Inc. Stockholders’ Equity | Total Coty Inc. Stockholders’ EquityCumulative Effect, Period of Adoption, Adjustment | Total Coty Inc. Stockholders’ EquityCumulative Effect, Period of Adoption, Adjusted Balance | Total Coty Inc. Stockholders’ EquityClass A Common Stock | Preferred Stock | Preferred StockCumulative Effect, Period of Adoption, Adjusted Balance | Common StockClass A Common Stock | Common StockClass A Common StockCumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-in Capital | Additional Paid-in CapitalCumulative Effect, Period of Adoption, Adjusted Balance | Additional Paid-in CapitalClass A Common Stock | (Accumulated Deficit) | (Accumulated Deficit)Cumulative Effect, Period of Adoption, Adjustment | (Accumulated Deficit)Cumulative Effect, Period of Adoption, Adjusted Balance | Accumulated Other Comprehensive (Loss) Income | Accumulated Other Comprehensive (Loss) IncomeCumulative Effect, Period of Adoption, Adjusted Balance | Treasury Stock | Treasury StockCumulative Effect, Period of Adoption, Adjusted Balance | Noncontrolling Interests | Noncontrolling InterestsCumulative Effect, Period of Adoption, Adjusted Balance |
Balance, beginning of period (in shares) at Jun. 30, 2019 | 9,400,000 | 9,400,000 | 819,200,000 | 819,200,000 | 65,000,000 | 65,000,000 | ||||||||||||||||||
Balance, beginning of period at Jun. 30, 2019 | $ 4,593.4 | $ 4,592.7 | $ 4,586.9 | $ 4,586.2 | $ 0.1 | $ 0.1 | $ 8.1 | $ 8.1 | $ 10,620.5 | $ 10,620.5 | $ (4,541.2) | $ (4,541.9) | $ (58.8) | $ (58.8) | $ (1,441.8) | $ (1,441.8) | $ 6.5 | $ 6.5 | ||||||
Balance, beginning of period (Adjustment due to the adoption of ASU No. 2016-16) at Jun. 30, 2019 | $ (0.7) | $ (0.7) | $ (0.7) | |||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||
Exercise of employee stock options and restricted stock units (in shares) | 100,000 | |||||||||||||||||||||||
Exercise of employee stock options and restricted stock units | 0.6 | 0.6 | 0.6 | |||||||||||||||||||||
Share-based compensation expense | 6.2 | 6.2 | 6.2 | |||||||||||||||||||||
Net income | 55.1 | 52.3 | 52.3 | 2.8 | ||||||||||||||||||||
Other comprehensive loss | (124.6) | (124.6) | (124.6) | |||||||||||||||||||||
Adjustment of redeemable noncontrolling interests to redemption value | $ (3.9) | (3.9) | (3.9) | |||||||||||||||||||||
Purchase of Class A Common Stock (in shares) | 500,000 | 500,000 | ||||||||||||||||||||||
Purchase of Class A Common Stock | $ (4.5) | (4.5) | $ (4.5) | |||||||||||||||||||||
Dividends declared - Cash and Other | (63.5) | (63.5) | (63.5) | |||||||||||||||||||||
Dividends declared - stock | (30.9) | (30.9) | (30.9) | |||||||||||||||||||||
Dividends settled in Shares of Class A Common Stock (in shares) | 3,200,000 | |||||||||||||||||||||||
Dividends settled in Shares of Class A Common Stock | 0 | $ 30.9 | $ 30.9 | $ 30.9 | ||||||||||||||||||||
Distribution to noncontrolling interests, net | 0 | |||||||||||||||||||||||
Adjustments related to the sale of business | 6.2 | 6.2 | 6.2 | |||||||||||||||||||||
Balance, end of period (in shares) at Sep. 30, 2019 | 9,400,000 | 822,500,000 | 65,500,000 | |||||||||||||||||||||
Balance, end of period at Sep. 30, 2019 | 4,464.3 | 4,455 | $ 0.1 | $ 8.1 | 10,566.1 | (4,489.6) | (183.4) | $ (1,446.3) | 9.3 | |||||||||||||||
Balance, beginning of period at Jun. 30, 2019 | 451.8 | 451.8 | ||||||||||||||||||||||
Balance, beginning of period at Jun. 30, 2019 | 0 | 0 | ||||||||||||||||||||||
Redeemable Noncontrolling Interests | ||||||||||||||||||||||||
Net income | 1.2 | |||||||||||||||||||||||
Adjustment of redeemable noncontrolling interests to redemption value | 3.9 | |||||||||||||||||||||||
Distribution to noncontrolling interests, net | (1.9) | |||||||||||||||||||||||
Adjustments related to the sale of business | (360.4) | |||||||||||||||||||||||
Balance, end of period at Sep. 30, 2019 | 94.6 | |||||||||||||||||||||||
Balance, end of period at Sep. 30, 2019 | 0 | |||||||||||||||||||||||
Balance, beginning of period (in shares) at Jun. 30, 2020 | 1,500,000 | 1,500,000 | 830,600,000 | 830,600,000 | 65,500,000 | 65,500,000 | ||||||||||||||||||
Balance, beginning of period at Jun. 30, 2020 | 3,228.8 | 3,223.1 | 3,004.6 | $ 2,998.9 | $ 0 | $ 0 | $ 8.3 | $ 8.3 | 10,447.4 | $ 10,447.4 | (5,548.6) | $ (5,554.3) | (456.2) | $ (456.2) | $ (1,446.3) | $ (1,446.3) | 224.2 | $ 224.2 | ||||||
Balance, beginning of period (Adjustment due to the adoption of ASU No. 2016-13) at Jun. 30, 2020 | $ (5.7) | $ (5.7) | $ (5.7) | |||||||||||||||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||||||||||||||||||||
Exercise of employee stock options and restricted stock units (in shares) | 600,000 | |||||||||||||||||||||||
Exercise of employee stock options and restricted stock units | 0 | |||||||||||||||||||||||
Shares withheld for employee taxes | (1) | (1) | (1) | |||||||||||||||||||||
Share-based compensation expense | 6.2 | 6.2 | 6.2 | |||||||||||||||||||||
Changes in dividends accrued | 0.8 | 0.8 | 0.8 | |||||||||||||||||||||
Dividends accrued- Convertible Series B Preferred Stock | (20.8) | (20.8) | (20.8) | |||||||||||||||||||||
Net income | 221.8 | 221.4 | 221.4 | 0.4 | ||||||||||||||||||||
Other comprehensive loss | (6) | (5.9) | (5.9) | (0.1) | ||||||||||||||||||||
Adjustment of redeemable noncontrolling interests to redemption value | $ 1.5 | 1.5 | 1.5 | |||||||||||||||||||||
Purchase of Class A Common Stock (in shares) | 0 | |||||||||||||||||||||||
Dividends settled in Shares of Class A Common Stock | $ 20.8 | |||||||||||||||||||||||
Balance, end of period (in shares) at Sep. 30, 2020 | 1,500,000 | 831,200,000 | 65,500,000 | |||||||||||||||||||||
Balance, end of period at Sep. 30, 2020 | 3,425.6 | $ 3,201.1 | $ 0 | $ 8.3 | $ 10,434.1 | $ (5,332.9) | $ (462.1) | $ (1,446.3) | $ 224.5 | |||||||||||||||
Balance, beginning of period at Jun. 30, 2020 | 79.1 | 79.1 | ||||||||||||||||||||||
Balance, beginning of period at Jun. 30, 2020 | 715.8 | $ 715.8 | ||||||||||||||||||||||
Redeemable Noncontrolling Interests | ||||||||||||||||||||||||
Issuance of Preferred Stock | 242.4 | |||||||||||||||||||||||
Dividends accrued- Convertible Series B Preferred Stock | 20.8 | |||||||||||||||||||||||
Net income | 5.5 | |||||||||||||||||||||||
Adjustment of redeemable noncontrolling interests to redemption value | (1.5) | |||||||||||||||||||||||
Balance, end of period at Sep. 30, 2020 | 83.1 | |||||||||||||||||||||||
Balance, end of period at Sep. 30, 2020 | $ 979 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parentheticals) | 3 Months Ended |
Sep. 30, 2019$ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends (in dollars per share) | $ 0.125 |
Dividends, stock (in dollars per share) | $ 0.125 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 227.3 | $ 56.3 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 146.2 | 179.2 |
Non-cash lease expense | 18 | 26.1 |
Deferred income taxes | (216) | (32.6) |
Provision for bad debts | (3.4) | 9.8 |
Provision for pension and other post-employment benefits | 2.1 | 9 |
Share-based compensation | 7 | 6.2 |
Gain on divestitures and sale of brand assets | 0 | (84.5) |
Foreign exchange effects | 16.9 | 2 |
Other | 9.7 | 10.4 |
Change in operating assets and liabilities, net of effects from purchase of acquired companies and sale of business: | ||
Trade receivables | (149.7) | 71.7 |
Inventories | (15.5) | (72.9) |
Prepaid expenses and other current assets | 9.2 | (12.1) |
Accounts payable | (103.9) | (103.2) |
Accrued expenses and other current liabilities | 152.6 | 4 |
Operating lease liabilities | (34.9) | (26.7) |
Income and other taxes payable | (3.4) | 4.4 |
Other noncurrent assets | 9.7 | (8.2) |
Other noncurrent liabilities | (29.3) | 1 |
Net cash provided by operating activities | 42.6 | 39.9 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (70.9) | (86.4) |
Proceeds from sale of business, net of cash disposed | 27 | 25.6 |
Termination of currency swaps designated as net investment hedges | (37.6) | 0 |
Net cash used in investing activities | (81.5) | (60.8) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Net proceeds from (repayments of) short-term debt, original maturity less than three months | 1.6 | |
Net proceeds from (repayments of) short-term debt, original maturity less than three months | (3.4) | |
Proceeds from revolving loan facilities | 637.4 | 972.6 |
Repayments of revolving loan facilities | (554.2) | (776.5) |
Repayments of term loans and other long-term debt | (48.3) | (46.1) |
Dividend payment | (0.8) | (63.3) |
Net proceeds from issuance of Class A Common Stock and Series A Preferred Stock | 0 | 0.6 |
Payments for purchases of Class A Common Stock held as Treasury Stock | 0 | (4.5) |
Proceeds from issuance of Convertible Series B Preferred Stock | 227.2 | 0 |
Net proceeds from foreign currency contracts | 3.3 | 5.3 |
Purchase of remaining mandatorily redeemable noncontrolling interest | 0 | (45) |
Distributions to noncontrolling interests, redeemable noncontrolling interests and mandatorily redeemable financial instruments | (0.5) | (2.6) |
All other | (1.5) | (0.4) |
Net cash provided by financing activities | 264.2 | 36.7 |
EFFECT OF EXCHANGE RATES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (2) | (14.8) |
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 223.3 | 1 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH—Beginning of period | 352 | 380.4 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH—End of period | 575.3 | 381.4 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: | ||
Cash paid during the period for interest | 44.3 | 57.7 |
Net cash (refunds)/payments for income taxes | (16.1) | 39.7 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accrued capital expenditure additions | 46 | 67.2 |
Non-cash Common Stock dividend | 0 | 30.9 |
Non-cash Preferred Stock dividend | $ 20.8 | $ 0 |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 3 Months Ended |
Sep. 30, 2020 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
DESCRIPTION OF BUSINESS | DESCRIPTION OF BUSINESS Coty Inc. and its subsidiaries (collectively, the “Company” or “Coty”) manufacture, market, sell and distribute branded beauty products, including fragrances, color cosmetics, hair care products and skin & body related products throughout the world. Coty is a global beauty company with a rich entrepreneurial history and an iconic portfolio of brands. The Company operates on a fiscal year basis with a year-end of June 30. Unless otherwise noted, any reference to a year preceded by the word “fiscal” refers to the fiscal year ended June 30 of that year. For example, references to “fiscal 2021” refer to the fiscal year ending June 30, 2021. When used in this Quarterly Report on Form 10-Q, the term “includes” and “including” means, unless the context otherwise indicates, including without limitation. The Company’s sales generally increase during the second fiscal quarter as a result of increased demand associated with the winter holiday season. Financial performance, working capital requirements, sales, cash flows and borrowings generally experience variability during the three to six months preceding the holiday season. Product innovations, new product launches and the size and timing of orders from the Company’s customers may also result in variability. On June 1, 2020, the Company entered into a definitive agreement with KKR Rainbow Aggregator (Asset) GP LLC (along with KKR Rainbow Aggregator L.P., "KKR"), regarding a strategic transaction (“Wella Transaction”) for the sale of Coty’s Professional and Retail Hair business, including the Wella, Clairol, OPI and ghd brands, (together, the “Wella Business”), valuing the businesses at $4,300.0 on a cash- and debt-free basis. KKR will own 60% of this separately managed entity and Coty will own the remaining 40%. As a result of the above mentioned agreement, the Company’s financial statements present the Wella Business to be sold as discontinued operations and the related assets and liabilities as held for sale. Additionally, the Company recast its segment results due to the discontinued operations presentation. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The unaudited interim Condensed Consolidated Financial Statements are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and include the Company’s consolidated domestic and international subsidiaries. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited interim Condensed Consolidated Financial Statements and accompanying footnotes should be read in conjunction with the Company’s Consolidated Financial Statements as of and for the year ended June 30, 2020. In the opinion of management, all adjustments, of a normal recurring nature, considered necessary for a fair presentation have been included in the Condensed Consolidated Financial Statements. The results of operations for the three months ended September 30, 2020 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2021. All dollar amounts (other than per share amounts) in the following discussion are in millions of United States (“U.S.”) dollars, unless otherwise indicated. Restricted Cash Restricted cash represents funds that are not readily available for general purpose cash needs due to contractual limitations. Restricted cash is classified as a current or long-term asset based on the timing and nature of when or how the cash is expected to be used or when the restrictions are expected to lapse. As of September 30, 2020 and June 30, 2020, the Company had restricted cash of $39.6 and $43.7, respectively, included in Restricted cash in the Condensed Consolidated Balance Sheets. The Restricted cash balance as of September 30, 2020 primarily provides collateral for certain bank guarantees on rent, customs and duty accounts and also consists of collections on factored receivables that remain unremitted to the factor as of September 30, 2020. Restricted cash is included as a component of Cash, cash equivalents and restricted cash in the Condensed Consolidated Statement of Cash Flows. Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the period reported. Significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, the market value of inventory, the fair value of acquired assets and liabilities associated with acquisitions, the assessment of goodwill, other intangible assets and long-lived assets for impairment and income taxes. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates and assumptions resulting from continuing changes in the economic environment will be reflected in the Condensed Consolidated Financial Statements in future periods. Tax Information The effective income tax rate for the three months ended September 30, 2020 and 2019 was 200.2% and 1,300.0%. The positive effective tax rate for both periods results from reporting losses before income taxes and a benefit for income taxes. The change in the effective tax rate for the three months ended September 30, 2020, as compared with the three months ended September 30, 2019, is primarily due to a preliminary benefit of $220.5 recorded in the current period and the US GAAP treatment of the Younique disposition in the prior period. The benefit recorded in the current period is the result of a tax rate differential on the deferred taxes recognized on the transfer of assets and liabilities, following the relocation of the Company's main principal location from Geneva to Amsterdam. This amount will be finalized when negotiations with the tax authorities are completed. The effective income tax rates vary from the U.S. federal statutory rate of 21% due to the effect of (i) jurisdictions with different statutory rates, (ii) adjustments to the Company’s unrealized tax benefits (“UTBs”) and accrued interest, (iii) non-deductible expenses, (iv) audit settlements and (v) valuation allowance changes. As of September 30, 2020 and June 30, 2020, the gross amount of UTBs was $281.2 and $277.9, respectively. As of September 30, 2020, the total amount of UTBs that, if recognized, would impact the effective income tax rate is $154.5. As of September 30, 2020 and June 30, 2020, the liability associated with UTBs, including accrued interest and penalties, was $175.3 and $170.7, respectively, which was recorded in Income and other taxes payable and Other non-current liabilities in the Condensed Consolidated Balance Sheets. The total interest and penalties recorded in the Condensed Consolidated Statements of Operations related to UTBs was $1.3 and $1.4 for the three months ended September 30, 2020 and 2019, respectively. The total gross accrued interest and penalties recorded in the Condensed Consolidated Balance Sheets as of September 30, 2020 and June 30, 2020 was $20.8 and $19.3, respectively. On the basis of the information available as of September 30, 2020, it is reasonably possible that a decrease of up to $36.0 in UTBs may occur within 12 months as a result of projected resolutions of global tax examinations and a potential lapse of the applicable statutes of limitations. Factoring of Receivables The Company factors a portion of its trade receivables with unrelated third-party factoring companies on both a recourse and non-recourse basis. The Company has entered into factoring agreements with financial institutions and eligible trade receivables are purchased by the relevant financial institution for cash at net invoice value less a factoring fee. Pursuant to the factoring agreements, the Company acts as collections agent for the financial institution and is responsible for the collection and remittance to the financial institution of all customer payments related to trade receivables factored under these arrangements. For certain customer receivables factored, the Company will retain a recourse obligation of up to 10 percent of the respective invoice’s net invoice value, payable to the financial institution if the customer’s payment is not received by the contractual due date. The Company accounts for trade receivable transfers under the factoring agreements as sales and derecognizes the sold receivables from the Condensed Consolidated Balance Sheets. The fair value of sold receivables approximated their book value due to their short-term nature. The Company estimated that the fair value of its servicing responsibilities was not material. Cash received from the selling of receivables under the factoring arrangements is presented as a change in trade receivables within the operating activities section of the Condensed Consolidated Statements of Cash Flows. Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13 and ASU 2018-19, Financial Instruments-Credit Losses (Topic 326) : M easurement of Credit Losses on Financial Instruments (“ASU No. 2016-13”), which requires that a financial asset (or a group of financial assets) measured at an amortized cost basis be presented at the net amount expected to be collected. This approach to estimating credit losses applies to most financial assets measured at amortized cost and certain other instruments, including but not limited to, trade and other receivables. The Company adopted this guidance in the first quarter of fiscal 2021 and the cumulative effect adjustment from adoption was immaterial to the Company's Condensed Consolidated Financial Statements. On initial recognition, the Company recorded an after-tax cumulative effect decrease to retained earnings of $5.7 ($6.6 pre-tax) as of the beginning of fiscal 2021. On July 1, 2020, the Company adopted Accounting Standards Update No. 2018-13, Changes to Disclosure Requirements for Fair Value Measurements (Topic 820) , which improved the effectiveness of disclosure requirements for recurring and nonrecurring fair value measurements. The standard removes, modifies, and adds certain disclosure requirements. The adoption of this new standard had no impact on the Company's Condensed Consolidated Financial Statements. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 3 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS On June 1, 2020, the Company entered into a definitive agreement with Rainbow UK Bidco Limited (“KKR Bidco”) , regarding a strategic transaction for the sale of Coty’s Professional and Ret ail Hair business, including the Wella, Clairol, OPI and ghd brands (together, the “Wella Business”), valuing the businesses at $4,300.0 on a cash- and debt-free basis. KKR will own 60% of this separately managed business and Coty will own the remaining 40%. The transaction is expected to close during the second quarter of fiscal 2021. On June 1, 2020, the Company and KKR Bidco also entered into a Separation Agreement, which sets forth the terms and conditions on which the Wella Business will be separated from the Company. In accordance with applicable accounting guidance for the disposal of long-lived assets, the results of the Wella Business are presented as discontinued operations and, as such, have been excluded from both continuing operations and segment results for all periods presented. Additionally, the Wella Business assets and liabilities which will be included in the sale are presented as assets and liabilities held for sale in the Condensed Consolidated Balance Sheets. The Wella Business historically comprised the Professional Beauty reportable segment and the Retail Hair business was historically included in the Americas, EMEA and Asia Pacific reportable segments. The following table has selected financial information included in Net income from discontinued operations for the Wella Business. Three Months Ended 2020 2019 Net revenues $ 566.4 $ 531.6 Cost of sales 181.0 176.5 Gross profit 385.4 $ 355.1 Selling, general and administrative expenses 240.0 265.9 Amortization expense — 26.0 Restructuring costs — 1.2 Operating income 145.4 62.0 Interest expense, net (a) 11.8 14.3 Other (income) expense, net 0.1 (0.1) Income from discontinued operations before income taxes 133.5 47.8 Income tax on discontinued operations 28.8 8.3 Net income from discontinued operations $ 104.7 $ 39.5 (a) Interest expense was allocated to the discontinued operations due to a requirement in our Credit Agreement that cash generated from the divestiture of any businesses through March 31, 2021 will be utilized to reduce our debt, other than a maximum of $500.0 that will be used to fund operations. The following is selected financial information included in cash flows from discontinued operations for the Wella Business held for sale: Three Months Ended 2020 2019 NON-CASH OPERATING ITEMS Depreciation and amortization $ — $ 36.3 CASH FLOW FROM INVESTING ACTIVITIES Capital Expenditures $ 4.7 $ 7.9 The major components of assets and liabilities of the Wella Business held for sale are provided below. The assets and liabilities held for sale will evolve up to the closing date for normal operational changes as well as contractual adjustments including the finalization of local implementation agreements impacting the separation of the Wella Business in various countries. September 30, 2020 (a) June 30, 2020 (a) ASSETS Trade receivables $ 239.3 $ 168.0 Inventories 252.8 269.2 Prepaid expenses and other current assets 138.1 134.9 Property and equipment, net 246.1 241.3 Goodwill 900.4 874.8 Other intangible assets, net 2,801.1 2,770.4 Operating lease right of use asset 115.4 73.4 Deferred income taxes 21.8 25.5 Other noncurrent assets 48.4 55.6 TOTAL ASSETS HELD FOR SALE $ 4,763.4 $ 4,613.1 LIABILITIES Accounts payable $ 111.9 $ 128.3 Accrued expenses and other current liabilities 233.4 236.4 Current operating lease liabilities 24.0 17.2 Income and other taxes payable 17.5 15.8 Long-term operating lease liabilities 92.9 65.9 Noncurrent deferred tax liabilities 322.3 324.8 Pension and other post-employment benefits 154.0 140.8 Other noncurrent liabilities 29.1 27.5 TOTAL LIABILITIES HELD FOR SALE $ 985.1 $ 956.7 (a) The Company expects that the transaction will clo se in the second quarter of fiscal 2021. As such, for the periods ending September 30, 2020 and June 30, 2020, all assets and liabilities held for sale are reported as current assets and liabilities held for sale on the Consolidated Balance Sheets. |
SEGMENT REPORTING
SEGMENT REPORTING | 3 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
SEGMENT REPORTING | SEGMENT REPORTING Operating and reportable segments (referred to as “segments”) reflect the way the Company is managed and for which separate financial information is available and evaluated regularly by the Company’s chief operating decision maker (“CODM”) in deciding how to allocate resources and assess performance. The Company has designated its Chief Executive Officer as the CODM. Due to discontinued operations presentation, the Company’s three remaining segments for its continuing operations are: Americas, EMEA, and Asia Pacific, excluding the discontinued retail hair operations in each segment. Americas, EMEA, and Asia Pacific include the businesses focused on prestige fragrances, prestige skin care, prestige cosmetics, mass color cosmetics, mass fragrance, mass skin care and body care, and are supported by central marketing teams. Certain income and shared costs and the results of corporate initiatives are managed by Corporate. Corporate primarily includes restructuring and realignment costs, costs related to acquisition and divestiture activities and impairments of long lived assets, goodwill and intangibles that are not attributable to ongoing operating activities of the segments. The results of Younique, LLC ("Younique") are included in "Other." See Note 5—Business Combinations, Asset Acquisitions and Divestitures for information on Younique and the divestiture, which was completed on September 16, 2019. Corporate costs are not used by the CODM to measure the underlying performance of the segments. With the exception of goodwill, the Company does not identify or monitor assets by segment. The Company does not present assets by reportable segment since various assets are shared between reportable segments. The allocation of goodwill by segment is presented in Note 9—Goodwill and Other Intangible Assets, net. Three Months Ended SEGMENT DATA 2020 2019 Net revenues: Americas $ 470.6 $ 488.8 EMEA 530.4 676.7 Asia Pacific 123.1 190.2 Other — 55.5 Total $ 1,124.1 $ 1,411.2 Operating income (loss): Americas 21.3 (17.5) EMEA 13.0 28.2 Asia Pacific (19.0) 8.5 Other — (10.9) Corporate (81.3) 55.7 Total $ (66.0) $ 64.0 Reconciliation: Operating (loss) income (66.0) 64.0 Interest expense, net 62.1 63.1 Other (income) expense, net (5.8) 2.3 Loss from continuing operations before income taxes $ (122.3) $ (1.4) Presented below are the percentage of revenues associated with the Company’s product categories: Three Months Ended PRODUCT CATEGORY 2020 2019 Fragrance 55.8 % 58.0 % Color Cosmetics 30.2 29.4 Hair Care 0.3 0.3 Skin & Body Care 13.7 12.3 Total Coty Inc. 100.0 % 100.0 % |
BUSINESS COMBINATIONS, ASSET AC
BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES | 3 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES | BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES Business Combinations and Asset Acquisitions King Kylie Transaction On November 18, 2019, the Company entered into a purchase agreement (the “Purchase Agreement”) with King Kylie, LLC ("King Kylie"), a Delaware limited liability company, and the other parties listed as signatories to the Purchase Agreement (the “Seller Group Parties”), to build and further expand King Kylie’s brands globally. Pursuant to the Purchase Agreement, on January 6, 2020, the Company acquired 51% of the equity interests in King Kylie from the applicable Seller Group Parties for a base purchase price of $600.0 in cash. In addition, as contemplated by the Purchase Agreement, the Company entered into a Collaboration Agreement, pursuant to which, in exchange for a marketing fee and a license fee, it received the right and license to manufacture, advertise, promote, distribute and sell certain products of King Kylie and use certain intellectual property owned by or licensed to King Kylie in connection with the development, manufacture, labelling, packaging, advertising, display, distribution and sale of such products. The Company estimated the preliminary fair value of acquired assets, liabilities and noncontrolling interest as of the date of acquisition based on information currently available. The preliminary fair values are substantially complete, with the exception of primarily accrued expenses and goodwill. As the Company finalizes the fair value of assets acquired and liabilities assumed, additional purchase price adjustments may be recorded during the measurement period. The Company will reflect measurement period adjustments, if any, in the period in which the adjustments are recognized. The following table summarizes the estimated allocation of the purchase price to the net assets as of the January 6, 2020 acquisition date: Estimated fair value (a) Measurement period adjustments (b) Estimated fair Estimated useful life (in years) Cash and cash equivalents $ 7.8 — 7.8 Receivables 1.0 — 1.0 Inventories 2.5 — 2.5 Property, plant and equipment 3.6 — 3.6 Collaboration agreement 369.0 — 369.0 20 License agreement 280.0 — 280.0 20 Customer relationships 27.0 — 27.0 1.5 Goodwill 128.6 — 128.6 Indefinite Net other liabilities (6.6) — (6.6) Total value $ 812.9 — 812.9 Noncontrolling interest 212.9 212.9 Total purchase price $ 600.0 $ 600.0 (a) As previously reported in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2020. (b) The Company recorded no measurement period adjustments in the first quarter of fiscal 2021. Goodwill is not expected to be deductible for tax purposes. The goodwill is attributable to expected synergies resulting from integrating King Kylie’s products into the Company’s existing manufacturing and sales channels. The fair value of the noncontrolling interest was estimated using the income approach applied to the projected cash flows of King Kylie. As King Kylie is a private company, the fair value measurement was based on significant inputs that are not observable in the market and thus, represent a Level 3 measurement. Business Divestitures Younique On August 27, 2019, the Company entered into a Contribution and Redemption Agreement to transfer all of its membership interest in Foundation, which held the net assets of Younique, to an existing noncontrolling interest holder. On September 16, 2019 (the “Closing Date”), the Company completed the sale of all of its membership interest in Foundation. Consideration received at the Closing Date consisted of $50.0 cash and a secured promissory note with a face value of $27.9. The initial estimate of the pre-tax gain of $84.5 was included in Gain on divestitures and sale of brand assets in the Condensed Consolidated statements of Operations for the three months ended September 30, 2019. During the fiscal year June 30, 2020, the Company recorded a final pre-tax gain of $111.5 resulting from the sale. The final pre-tax gain is included in (Gain) loss on divestitures and sale of brand assets in the Consolidated Statements of Operations for the fiscal year ended June 30, 2020. Younique’s operations are included within Other and its results of operations through the Closing Date are included in the Consolidated Statements of Operations for the three months ended September 30, 2019. |
ACQUISITION AND DIVESTITURE-REL
ACQUISITION AND DIVESTITURE-RELATED COSTS | 3 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
ACQUISITION AND DIVESTITURE-RELATED COSTS | ACQUISITION AND DIVESTITURE-RELATED COSTSAcquisition-related costs, which are expensed as incurred, represent non-restructuring costs directly related to acquiring and integrating an entity, for both completed and contemplated acquisitions and can include finder’s fees, legal, accounting, valuation, other professional or consulting fees, and other internal costs which can include compensation related expenses for dedicated internal resources. The Company recognized acquisition-related costs of $0.0 and $0.0 for the three months ended September 30, 2020 and 2019, respectively. Divestiture-related costs, which are expensed as incurred, represent non-restructuring costs directly related to divesting and selling an entity, for both completed and contemplated divestitures. These costs can include legal, accounting, information technology, other professional or consulting fees and other internal costs. Internal costs can include compensation related expenses for dedicated internal resources. Additionally, for divestitures, we include write-offs of assets that are no longer recoverable and contract related costs due to the divestiture. The Company recognized divestiture-related costs of $46.3 and $0.0 for the three months ended September 30, 2020 and 2019, respectively. Divestiture-related costs incurred during the three months ended September 30, 2020 were primarily related to the definitive agreement with KKR regarding the strategic transaction for the sale of the Wella Business. See Note 1—Description of Business for information on the strategic transaction. These costs have been recorded in Acquisition and divestiture-related costs in the Condensed Consolidated Statements of Operations. |
RESTRUCTURING COSTS
RESTRUCTURING COSTS | 3 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING COSTS | RESTRUCTURING COSTS Restructuring costs for the three months ended September 30, 2020 and 2019 are presented below: Three Months Ended 2020 2019 Transformation Plan $ 31.2 $ 7.6 Other Restructuring (1.1) (2.8) Total $ 30.1 $ 4.8 Transformation Plan In connection with the four-year plan announced on July 1, 2019 to drive substantial improvement and optimization in the Company's businesses (the “Turnaround Plan”), the Company has and expects to continue to incur restructuring and related costs. On May 11, 2020, the Company announced an expansion of the Turnaround Plan to further reduce fixed costs, (the “Transformation Plan”). Of the expected costs, the Company has incurred cumulative restructuring charges of $187.8 related to approved initiatives through September 30, 2020, which have been recorded in Corporate. Over the next three fiscal years, the Company expects to incur approximately $140.0 of additional restructuring charges pertaining to the approved actions, primarily related to employee termination benefits, contract terminations and other exit-related costs. The following table presents aggregate restructuring charges for the program: Severance and Employee Benefits Fixed Asset Write-offs Other Exit Costs Total Fiscal 2020 $ 151.2 $ (1.1) $ 6.5 $ 156.6 Fiscal 2021 31.3 (0.4) 0.3 31.2 Cumulative through September 30, 2020 $ 182.5 $ (1.5) $ 6.8 $ 187.8 The related liability balance and activity for the Transformation Plan restructuring costs are presented below: Severance and Employee Benefits Fixed Asset Write-offs Other Exit Costs Total Balance—July 1, 2020 $ 131.9 $ — $ 0.7 $ 132.6 Restructuring charges 33.5 (0.4) 0.3 33.4 Payments (19.6) — — (19.6) Changes in estimates (2.2) — — (2.2) Non-cash utilization — 0.4 — 0.4 Adjustment for liabilities reclassified to held for sale (2.2) — — (2.2) Effect of exchange rates 4.0 — — 4.0 Balance—September 30, 2020 $ 145.4 $ — $ 1.0 $ 146.4 The Company currently estimates that the total remaining accrual of $146.4 will result in cash expenditures of approximately $119.3, $26.3 and $0.8 in fiscal 2021, 2022 and thereafter, respectively. Other Restructuring In connection with the acquisition and integration of the P&G Beauty Business (the “Global Integration Activities”), which are substantially completed, the Company recorded (income) expenses of $(0.6) and $(2.2) during the three months ended September 30, 2020 and 2019, respectively. The related liability balances were $9.1 and $10.4 at September 30, 2020 and June 30, 2020 , res pectively. The Company currently estimates that the total remaining accrual of $9.1 will result in cash expenditures of $5.6, $1.2 and $2.3 in fiscal 2021, 2022 and thereafter, respectively. |
INVENTORIES
INVENTORIES | 3 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories as of September 30, 2020 and June 30, 2020 are presented below: September 30, June 30, Raw materials $ 145.7 $ 148.6 Work-in-process 8.4 11.1 Finished goods 573.6 518.5 Total inventories $ 727.7 $ 678.2 |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | 3 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | GOODWILL AND OTHER INTANGIBLE ASSETS, NET Goodwill Goodwill as of September 30, 2020 and June 30, 2020 is presented below: Americas EMEA APAC Total Gross balance at June 30, 2020 $ 3,112.2 $ 3,638.9 $ 1,262.9 $ 8,014.0 Accumulated impairments (1,768.7) (1,857.3) (414.1) (4,040.1) Net balance at June 30, 2020 $ 1,343.5 $ 1,781.6 $ 848.8 $ 3,973.9 Changes during the period ended September 30, 2020 Foreign currency translation 11.9 24.4 13.5 49.8 Gross balance at September 30, 2020 $ 3,124.1 $ 3,663.3 $ 1,276.4 $ 8,063.8 Accumulated impairments (1,768.7) (1,857.3) (414.1) (4,040.1) Net balance at September 30, 2020 $ 1,355.4 $ 1,806.0 $ 862.3 $ 4,023.7 Other Intangible Assets, net Other intangible assets, net as of September 30, 2020 and June 30, 2020 are presented below: September 30, June 30, Indefinite-lived other intangible assets $ 1,012.6 $ 995.5 Finite-lived other intangible assets, net 3,410.9 3,376.6 Total Other intangible assets, net $ 4,423.5 $ 4,372.1 The changes in the carrying amount of indefinite-lived other intangible assets are presented below: Trademarks Total Gross balance at June 30, 2020 $ 1,909.0 1,909.0 Accumulated impairments (913.5) (913.5) Net balance at June 30, 2020 $ 995.5 995.5 Changes during the period ended September 30, 2020 Foreign currency translation $ 17.1 17.1 Gross balance at September 30, 2020 $ 1,926.1 1,926.1 Accumulated impairments (913.5) (913.5) Net balance at September 30, 2020 $ 1,012.6 1,012.6 Intangible assets subject to amortization are presented below: Cost Accumulated Amortization Accumulated Impairment Net June 30, 2020 License agreements and collaboration agreements (a) $ 3,861.2 $ (1,021.1) $ (19.6) $ 2,820.5 Customer relationships (a) 786.1 (427.3) (5.5) 353.3 Trademarks 325.7 (154.0) (0.5) 171.2 Product formulations and technology 86.2 (54.6) — 31.6 Total $ 5,059.2 $ (1,657.0) $ (25.6) $ 3,376.6 September 30, 2020 License agreements and collaboration agreements $ 3,972.8 $ (1,080.4) $ (19.6) $ 2,872.8 Customer relationships 795.9 (453.4) (5.5) 337.0 Trademarks 329.4 (159.8) (0.5) 169.1 Product formulations and technology 88.2 (56.2) — 32.0 Total $ 5,186.3 $ (1,749.8) $ (25.6) $ 3,410.9 (a) Includes License agreements and Customer relationships of $649.0 and $27.0, respectively resulting from the King Kylie acquisition on January 6, 2020 (Refer to Note 5 —Business Combinations, Asset Acquisitions and Divestitures). Amortization expense was $65.4 and $58.3 for the three months ended September 30, 2020 and 2019, respectively. |
LEASES
LEASES | 3 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
LEASES | LEASESThe Company leases office facilities under non-cancelable operating leases with terms generally ranging between 10 and 25 years. The Company utilizes these leased office facilities for use by its employees in countries in which the Company conducts its business. Leases are negotiated with third parties and, in some instances contain renewal, expansion and termination options. The Company also subleases certain office facilities to third parties when the Company no longer intends to utilize the space. None of the Company’s leases restricts the payment of dividends or the incurrence of debt or additional lease obligations, or contain significant purchase options. The following chart provides additional information about the Company’s operating leases for the three months ended September 30, 2020: Three Months Ended Lease Cost: 2020 2019 Operating lease cost $ 19.2 $ 26.4 Short-term lease cost 0.2 0.6 Variable lease cost 13.9 10.3 Sublease income (1.5) (2.2) Net lease cost $ 31.8 $ 35.1 Other information: Operating cash outflows from operating leases $ (31.4) $ (26.6) Right-of-use assets obtained in exchange for lease obligations $ 8.0 $ (26.1) Weighted-average remaining lease term - real estate 6.8 years 7.6 years Weighted-average discount rate - real estate leases 3.20 % 3.92 % Future minimum lease payments for the Company’s operating leases as of September 30, 2020 are as follows: Fiscal Year Ending June 30, 2021, remaining $ 82.5 2022 83.6 2023 57.8 2024 46.0 2025 35.5 Thereafter 116.5 Total future lease payments 421.9 Less: imputed interest (40.1) Total present value of lease liabilities 381.8 Current operating lease liabilities 92.6 Long-term operating lease liabilities 289.2 Total operating lease liabilities $ 381.8 Table excludes obligations for leases with original terms of 12 months or less which have not been recognized as ROU assets or liabilities in the Condensed Consolidated Balance Sheets. |
DEBT
DEBT | 3 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The Company’s debt balances consisted of the following as of September 30, 2020 and June 30, 2020, respectively: September 30, 2020 June 30, Short-term debt $ 1.7 $ — 2018 Coty Credit Agreement 2018 Coty Revolving Credit Facility due April 2023 1,560.2 1,438.8 2018 Coty Term A Facility due April 2023 3,006.1 2,959.0 2018 Coty Term B Facility due April 2025 2,343.2 2,308.5 Senior Unsecured Notes 2026 Dollar Notes due April 2026 550.0 550.0 2023 Euro Notes due April 2023 645.2 618.3 2026 Euro Notes due April 2026 293.3 281.1 Other long-term debt and capital lease obligations 0.5 0.6 Total debt 8,400.2 8,156.3 Less: Short-term debt and current portion of long-term debt (195.4) (188.3) Total Long-term debt 8,204.8 7,968.0 Less: Unamortized debt issuance costs (61.4) (66.9) Less: Discount on Long-term debt (8.6) (9.0) Total Long-term debt, net $ 8,134.8 $ 7,892.1 Short-Term Debt The Company maintains short-term lines of credit and other short-term debt with financial institutions around the world. As of September 30, 2020, total short-term debt increased to $1.7 from $0.0 as of June 30, 2020. In addition, the Company had undrawn letters of credit of $8.5 and $6.0 and bank guarantees of $45.2 and $45.7 as of September 30, 2020 and June 30, 2020, respectively. Long-Term Debt On April 5, 2018, the Company issued senior unsecured notes in a private offering and entered into a new credit agreement (the “2018 Coty Credit Agreement”). The net proceeds of the offering of the notes, together with borrowings under the 2018 Coty Credit Agreement, were used to repay in full and refinance the indebtedness outstanding under the Company’s previously existing long-term debt agreements and to pay accrued interest, related premiums, fees and expenses in connection therewith. Offering of Senior Unsecured Notes On April 5, 2018 the Company issued, at par, $550.0 of 6.50% senior unsecured notes due 2026 (the “2026 Dollar Notes”), €550.0 of 4.00% senior unsecured notes due 2023 (the “2023 Euro Notes”) and €250.0 of 4.75% senior unsecured notes due 2026 (the “2026 Euro Notes” and, together with the 2023 Euro Notes, the “Euro Notes,” and the Euro Notes together with the 2026 Dollar Notes, the “Senior Unsecured Notes”) in a private offering. The Senior Unsecured Notes are senior unsecured debt obligations of the Company and will be pari passu in right of payment with all of the Company’s existing and future senior indebtedness (including the 2018 Coty Credit Facilities described below). The Senior Unsecured Notes are guaranteed, jointly and severally, on a senior basis by the Guarantors (as later defined under “ 2018 Coty Credit Agreement ”). The Senior Unsecured Notes are senior unsecured obligations of the Company and are effectively junior to all existing and future secured indebtedness of the Company to the extent of the value of the collateral securing such secured indebtedness. The related guarantees are senior unsecured obligations of each Guarantor and are effectively junior to all existing and future secured indebtedness of such Guarantor to the extent of the value of the collateral securing such indebtedness. The 2026 Dollar Notes will mature on April 15, 2026. The 2026 Dollar Notes will bear interest at a rate of 6.50% per annum. Interest on the 2026 Dollar Notes is payable semi-annually in arrears on April 15 and October 15 of each year. The 2023 Euro Notes will mature on April 15, 2023 and the 2026 Euro Notes will mature on April 15, 2026. The 2023 Euro Notes will bear interest at a rate of 4.00% per annum, and the 2026 Euro Notes will bear interest at a rate of 4.75% per annum. Interest on the Euro Notes is payable semi-annually in arrears on April 15 and October 15 of each year. Upon the occurrence of certain change of control triggering events with respect to a series of Senior Unsecured Notes, the Company will be required to offer to repurchase all or part of the Senior Unsecured Notes of such series at 101% of their principal amount, plus accrued and unpaid interest, if any, to, but excluding, the purchase date applicable to such Senior Unsecured Notes. The Senior Unsecured Notes contain customary covenants that place restrictions in certain circumstances on, among other things, incurrence of liens, entry into sale or leaseback transactions, sales of all or substantially all of the Company’s assets and certain merger or consolidation transactions. The Senior Unsecured Notes also provide for customary events of default. 2018 Coty Credit Agreement On April 5, 2018, the Company entered into the 2018 Coty Credit Agreement, which amended and restated the prior Coty Credit Agreement. The 2018 Coty Credit Agreement provides for (a) the incurrence by the Company of (1) a senior secured term A facility in an aggregate principal amount of (i) $1,000.0 denominated in U.S. dollars and (ii) €2,035.0 denominated in euros (the “2018 Coty Term A Facility”) and (2) a senior secured term B facility in an aggregate principal amount of (i) $1,400.0 denominated in U.S. dollars and (ii) €850.0 million denominated in euros (the “2018 Coty Term B Facility”) and (b) the incurrence by the Company and Coty B.V., a Dutch subsidiary of the Company (the “Dutch Borrower” and, together with the Company, the “Borrowers”), of a senior secured revolving facility in an aggregate principal amount of $3,250.0 denominated in U.S. dollars, specified alternative currencies or other currencies freely convertible into U.S. dollars and readily available in the London interbank market (the “2018 Coty Revolving Credit Facility”) (the 2018 Coty Term A Facility, together with the 2018 Coty Term B Facility and the 2018 Coty Revolving Credit Facility, the “2018 Coty Credit Facilities”). Initial borrowings under the 2018 Coty Term Loan B Facility were issued at a 0.250% discount. The 2018 Coty Credit Agreement provides that with respect to the 2018 Coty Revolving Credit Facility, up to $150.0 is available for letters of credit and up to $150.0 is available for swing line loans. The 2018 Coty Credit Agreement also permits, subject to certain terms and conditions, the incurrence of incremental facilities thereunder in an aggregate amount of (i) $1,700.0 plus (ii) an unlimited amount if the First Lien Net Leverage Ratio (as defined in the 2018 Coty Credit Agreement), at the time of incurrence of such incremental facilities and after giving effect thereto on a pro forma basis, is less than or equal to 3.00 to 1.00. The obligations of the Company under the 2018 Coty Credit Agreement are guaranteed by the material wholly-owned subsidiaries of the Company organized in the U.S., subject to certain exceptions (the “Guarantors”) and the obligations of the Company and the Guarantors under the 2018 Coty Credit Agreement are secured by a perfected first priority lien (subject to permitted liens) on substantially all of the assets of the Company and the Guarantors, subject to certain exceptions. The Dutch Borrower does not guarantee the obligations of the Company under the 2018 Coty Credit Agreement or grant any liens on its assets to secure any obligations under the 2018 Coty Credit Agreement. On June 27, 2019, the Company entered into an amendment (“2019 Amendment”) to the 2018 Coty Credit Agreement. The 2019 Amendment modified the 2018 Coty Credit Agreement by amending the financial covenants to (i) delay until March 31, 2022 the total net leverage ratio step down from 5.25 to 5.0 (as further described in the Covenants section below), (ii) extend the applicable window for certain cost savings add-backs in the calculation of Adjusted earnings before interest, taxes, depreciation and amortization (“Adjusted EBITDA”) for purpose of determining the total net leverage ratio, and (iii) amend the determination of the exchange rate to be used for purposes of calculating “Total Indebtedness” (as defined in the 2018 Coty Credit Agreement) for purposes of the total net leverage ratio, and decreasing the total commitments under the revolving credit facility by $500.0 to $2,750.0. On April 29, 2020, the Company amended its existing credit agreement. The amendment (i) provides a net debt to EBITDA financial covenant "holiday" through March 31, 2021; (ii) establishes a minimum liquidity covenant through March 31, 2021 of $350.0; and (iii) effectively places certain limitations on the ability to make certain investments and restricted payments (including limiting our ability to pay dividends in cash through March 31, 2021) and on incurring additional secured indebtedness. The amendment does not modify the applicable funding costs during the period through March 31, 2021. Scheduled Amortization The Company makes quarterly payments of 1.25% and 0.25%, of the initial aggregate principal amounts of the 2018 Coty Term A Facility and the 2018 Coty Term B Facility, respectively. The remaining balance of the initial aggregate principal amounts of the 2018 Coty Term A Facility and the 2018 Coty Term B Facility will be payable on the maturity date for each facility, respectively. Interest The 2018 Coty Credit Agreement facilities will bear interest at rates equal to, at the Company’s option, either: • LIBOR of the applicable qualified currency, of which the Company can elect the applicable one, two, three, six or twelve month rate, plus the applicable margin; or • Alternate base rate (“ABR”) plus the applicable margin. In the case of the 2018 Coty Revolving Credit Facility and the 2018 Coty Term A Facility, the applicable margin means the lesser of a percentage per annum to be determined in accordance with the leverage-based pricing grid and the debt rating-based grid below: Pricing Tier Total Net Leverage Ratio: LIBOR plus: Alternative Base Rate Margin: 1.0 Greater than or equal to 4.75:1 2.000% 1.000% 2.0 Less than 4.75:1 but greater than or equal to 4.00:1 1.750% 0.750% 3.0 Less than 4.00:1 but greater than or equal to 2.75:1 1.500% 0.500% 4.0 Less than 2.75:1 but greater than or equal to 2.00:1 1.250% 0.250% 5.0 Less than 2.00:1 but greater than or equal to 1.50:1 1.125% 0.125% 6.0 Less than 1.50:1 1.000% —% Pricing Tier Debt Ratings S&P/Moody’s: LIBOR plus: Alternative Base Rate Margin: 5.0 Less than BB+/Ba1 2.000% 1.000% 4.0 BB+/Ba1 1.750% 0.750% 3.0 BBB-/Baa3 1.500% 0.500% 2.0 BBB/Baa2 1.250% 0.250% 1.0 BBB+/Baa1 or higher 1.125% 0.125% In the case of the U.S. dollar portion of the 2018 Coty Term B Facility, the applicable margin means 2.25% per annum, in the case of LIBOR loans, and 1.25% per annum, in the case of ABR loans. In the case of the Euro portion of the 2018 Coty Term B Facility, the applicable margin means 2.50% per annum, in the case of EURIBOR loans. In no event will LIBOR be deemed to be less than 0.00% per annum. Fair Value of Debt September 30, 2020 June 30, 2020 Carrying Fair Carrying Fair 2018 Coty Credit Agreement $ 6,909.5 $ 6,334.3 $ 6,706.3 $ 5,962.3 Senior Unsecured Notes 1,488.5 1,206.6 1,449.4 1,270.3 The Company uses the market approach to value the 2018 Coty Credit Agreement and the Senior Unsecured Notes. The Company obtains fair values from independent pricing services to determine the fair value of these debt instruments. Based on the assumptions used to value these liabilities at fair value, these debt instruments are categorized a Level 2 in the fair value hierarchy. Debt Maturities Schedule Aggregate maturities of the Company’s long-term debt, including the current portion of long-term debt and excluding capital lease obligations as of September 30, 2020, are presented below: Fiscal Year Ending June 30, 2021, remaining $ 145.0 2022 193.3 2023 4,939.0 2024 24.0 2025 2,253.4 Thereafter 843.3 Total $ 8,398.0 Covenants The 2018 Coty Credit Agreement contains affirmative and negative covenants. The negative covenants include, among other things, limitations on debt, liens, dispositions, investments, fundamental changes, restricted payments and affiliate transactions. With certain exceptions as described below, the 2018 Coty Credit Agreement, as amended, includes a financial covenant that requires us to maintain a Total Net Leverage Ratio (as defined below), equal to or less than the ratios shown below for each respective test period. Quarterly Test Period Ending Total Net Leverage Ratio (as amended April 29, 2020) (a) September 30, 2020 through March 31, 2021 N/A (not tested) (b) June 30, 2021 through December 31, 2021 5.25 to 1.00 March 31, 2022 5.00 to 1.00 June 30, 2022 4.75 to 1.00 September 30, 2022 4.50 to 1.00 December 31, 2022 4.25 to 1.00 March 31, 2023 through June 30, 2023 4.00 to 1.00 (a) Total Net Leverage Ratio means, as of any date of determination, the ratio of: (a) (i) Total Indebtedness minus (ii) unrestricted and Cash Equivalents of the Parent Borrower and its Restricted Subsidiaries as determined in accordance with GAAP to (b) Adjusted EBITDA for the most recently ended Test Period (each of the defined terms, including Adjusted EBITDA, used within the definition of Total Net Leverage Ratio have the meanings ascribed to them within the 2018 Coty Credit Agreement, as amended). Adjusted EBITDA, as defined in the 2018 Coty Credit Agreement, as amended, includes certain add backs related to cost savings, unusual events such as COVID-19, operating expense reductions and future unrealized synergies subject to certain limits and conditions as specified in the 2018 Coty Credit Agreement, as amended. (b) The 2018 Coty Credit Agreement, as amended, establishes a quarterly minimum liquidity covenant for this period of $350.0. As of September 30, 2020, the current immediate liquidity was $1,721.7. In the four fiscal quarters following the closing of any Material Acquisition (as defined in the 2018 Coty Credit Agreement, as amended), including the fiscal quarter in which such Material Acquisition occurs, the maximum Total Net Leverage Ratio shall be the lesser of (i) 5.95 to 1.00 and (ii) 1.00 higher than the otherwise applicable maximum Total Net Leverage Ratio for such quarter (as set forth in the table above). Immediately after any such four fiscal quarter period, there shall be at least two consecutive fiscal quarters during which our Total Net Leverage Ratio is no greater than the maximum Total Net Leverage Ratio that would otherwise have been required in the absence of such Material Acquisition, regardless of whether any additional Material Acquisitions are consummated during such period. On January 6, 2020, the Company entered into a purchase agreement for the King Kylie Transaction, which constituted a Material Acquisition. As such, per the 2018 Coty Credit Agreement, as amended, the maximum Total Net Leverage Ratio for the quarter ended September 30, 2020 is 5.95. As of September 30, 2020, the Company was in compliance with all covenants contained within the 2018 Coty Credit Agreement, as amended. |
INTEREST EXPENSE, NET
INTEREST EXPENSE, NET | 3 Months Ended |
Sep. 30, 2020 | |
Interest Income (Expense), Net [Abstract] | |
INTEREST EXPENSE, NET | INTEREST EXPENSE, NET Interest expense, net for the three months ended September 30, 2020 and 2019 is presented below: Three Months Ended 2020 2019 Interest expense $ 59.0 $ 61.2 Foreign exchange losses, net of derivative contracts 4.4 3.8 Interest income (1.3) (1.9) Total interest expense, net $ 62.1 $ 63.1 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 3 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS As part of the Turnaround Plan, the Company concluded that restructuring actions resulted in a significant reduction of future services of active employees in certain of our non-U.S. pension plans. As a result, the Company recognized curtailment gains of $5.3 during the period ended September 30, 2020. The impact of the curtailment activity on the current and prior comparative periods is included in Other expense, net in the Consolidated Statements of Operations. The components of net periodic benefit cost for pension plans and other post-employment benefit plans recognized in the Condensed Consolidated Statements of Operations are presented below: Three Months Ended September 30, Pension Plans Other Post- Employment Benefits U.S. International Total 2020 2019 2020 2019 2020 2019 2020 2019 Service cost $ — $ — $ 6.7 $ 9.5 $ 0.3 $ 0.5 $ 7.0 $ 10.0 Interest cost 0.1 0.1 2.5 2.3 0.3 0.4 2.9 2.8 Expected return on plan assets — — (1.9) (2.1) — — (1.9) (2.1) Amortization of prior service credit — — (0.1) (0.2) (0.9) (1.6) (1.0) (1.8) Amortization of net loss 0.4 0.1 — — — — 0.4 0.1 Curtailment gain recognized — — (5.3) — — — (5.3) — Net periodic benefit cost (credit) $ 0.5 $ 0.2 $ 1.9 $ 9.5 $ (0.3) $ (0.7) $ 2.1 $ 9.0 Net periodic benefit costs include amounts related to discontinued operations of $3.7 and $3.6 for the three months ended September 30, 2020 and 2019, respectively. |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 3 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS Foreign Exchange Risk Management The Company is exposed to foreign currency exchange fluctuations through its global operations. The Company may reduce its exposure to fluctuations in the cash flows associated with changes in foreign exchange rates by creating offsetting positions through the use of derivative instruments and also by designating foreign currency denominated borrowings and cross-currency swaps as hedges of net investments in foreign subsidiaries. The Company expects that through hedging, any gain or loss on the derivative instruments would generally offset the expected increase or decrease in the value of the underlying forecasted transactions. The Company entered into foreign exchange forward contracts for which hedge accounting treatment has been applied, which the Company anticipates realizing in the Condensed Consolidated Statements of Operations through fiscal 2021. In September 2020, the Company terminated its existing net investment cross currency swap derivatives with notional amount of $550.0 in exchange for cash payment of $37.6. Cash paid due to the termination of the cross currency swap derivatives is included in investing activities in the Condensed Consolidated Statements of Cash Flows. The related loss from this termination is included in AOCI/(L) until the sale or substantial liquidation of the underlying net investments. Interest Rate Risk Management The Company is exposed to interest rate fluctuations related to its variable rate debt instruments. The Company may reduce its exposure to fluctuations in the cash flows associated with changes in the variable interest rates by entering into offsetting positions through the use of derivative instruments, such as interest rate swap contracts. The interest rate swap contracts result in recognizing a fixed interest rate for the portion of the Company’s variable rate debt that was hedged. This will reduce the negative and positive impacts of changes in the variable rates over the term of the contracts. Hedge effectiveness of interest rate swap contracts is based on a long-haul hypothetical derivative methodology and includes all changes in value. During September 2019, the Company entered into incremental interest rate swap contracts in the notional amount of $1,000.0, which extended the maturity of the interest rate swap portfolio from 2021 through 2023. These interest rate swaps are designated and qualify as cash flow hedges. As of September 30, 2020 and June 30, 2020, the Company had interest rate swap contracts designated as effective hedges in the notional amount of $3,000.0 and $3,000.0, respectively. Derivative and non-derivative financial instruments which are designated as hedging instruments: The accumulated gain on foreign currency borrowings classified as net investment hedges in the foreign currency translation adjustment component of AOCI/(L) was $88.8 and $261.9 as of September 30, 2020 and June 30, 2020, respectively. The accumulated loss on derivative instruments classified as net investment hedges in the foreign currency translation adjustment component of AOCI/(L) was $(37.6) and $(12.5) as of September 30, 2020 and June 30, 2020, respectively. The amount of gains and losses recognized in Other comprehensive income (loss) (“OCI”) in the Condensed Consolidated Balance Sheets related to the Company’s derivative and non-derivative financial instruments which are designated as hedging instruments is presented below: Gain (Loss) Recognized in OCI Three Months Ended 2020 2019 Foreign exchange forward contracts $ (1.2) $ 0.4 Interest rate swap contracts 0.2 (0.5) Cross-currency swap contracts (25.1) 3.9 Net investment hedge (173.1) 157.3 The accumulated loss on derivative instruments classified as cash flow hedges in AOCI/(L), net of tax, was $(37.3) and $(43.0) as of September 30, 2020 and June 30, 2020, respectively. The estimated net loss related to these effective hedges that is expected to be reclassified from AOCI/(L) into earnings, net of tax, within the next twelve months is $(23.4). As of September 30, 2020, all of the Company’s remaining foreign currency forward contracts designated as hedges were highly effective. The amount of gains and losses reclassified from AOCI/(L) to the Condensed Consolidated Statements of Operations related to the Company’s derivative financial instruments which are designated as hedging instruments is presented below: Location and Amount of Gain (Loss) Recognized in Income on Cash Flow Hedging Relationships Three Months Ended September 30, 2020 2019 Net revenues Interest expense, net Net revenues Interest expense, net Foreign exchange forward contracts: Amount of gain (loss) reclassified from AOCI into income $ 1.0 $ — $ — $ — Interest rate swap contracts: Amount of gain (loss) reclassified from AOCI into income — (9.8) — 0.9 Derivatives not designated as hedging: The amount of gains and losses related to the Company’s derivative financial instruments not designated as hedging instruments is presented below: Condensed Consolidated Statements of Operations Three Months Ended 2020 2019 Foreign exchange contracts Selling, general and administrative expenses $ 0.1 $ (0.5) Foreign exchange contracts Interest expense, net 5.3 4.7 Foreign exchange contracts Other expense, net (0.3) (0.1) |
EQUITY AND CONVERTIBLE PREFERRE
EQUITY AND CONVERTIBLE PREFERRED STOCK | 3 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
EQUITY AND CONVERTIBLE PREFERRED STOCK | EQUITY AND CONVERTIBLE PREFERRED STOCK Common Stock As of September 30, 2020, the Company’s common stock consisted of Class A Common Stock with a par value of $0.01 per share. The holders of Class A Common Stock are entitled to one vote per share. As of September 30, 2020 , total authorized shares of Class A Common Stock was 1,250.0 million and total outstanding shares of Class A Common Stock wa s 765.7 million. As of September 30, 2020, the Company’s largest stockholder was Cottage Holdco B.V., which owned approximately 61% of Coty’s outstanding Class A Common Stock. Cottage Holdco B.V., a wholly-owned subsidiary of JAB Cosmetics B.V. (“JABC”), is indirectly controlled by Lucresca SE, Agnaten SE and JAB Holdings B.V. (“JAB”). During the three months ended September 30, 2020, JABC did not acquire any shares of Class A Common Stock. Series A and A-1 Preferred Stock As of September 30, 2020, total authorized shares of preferred stock are 20.0 million. There are two classes of Preferred Stock, Series A Preferred Stock and Series A-1 Preferred Stock, both with a par value of $0.01 per share. As of September 30, 2020, total authorized, issued and outstanding shares of Series A Preferred Stock were 1.5 million, and Series A-1 Preferred Stock were nil. Series A Preferred Stock and Series A-1 Preferred Stock are not entitled to receive any dividends and have no voting rights except as required by law. As of September 30, 2020, the Company has nil Series A and Series A-1 Preferred Stock classified as equity or as a liability recorded in Other noncurrent liabilities in the Condensed Consolidated Balance Sheet. Convertible Series B Preferred Stock On May 11, 2020, the Company entered into an Investment Agreement with KKR Aggregator (the “Investor”), relating to the issuance and sale by the Company to the Investor of up to 1,000,000 shares of the Company’s new Convertible Series B Preferred Stock, par value $0.01 per share (the “Series B Preferred Stock”), for an aggregate purchase price of up to $1,000.0, or $1,000 per share (the “Issuance”). The Issuance was proposed to be issued in two tranches: (i) an initial issuance of 750,000 shares of Series B Preferred Stock (the “Initial Issuance”) and (ii) a subsequent issuance of 250,000 shares of Series B Preferred Stock (the “Second Issuance”), which was subject to the execution and delivery of a definitive purchase agreement between the Company and the Investor or certain of its affiliates in respect of the Wella Business. On May 26, 2020 (the “Closing Date”), the Company and the Investor completed the issuance and sale of 750,000 shares of the Company’s Series B Preferred Stock for an aggregate purchase price of $750.0. On July 31, 2020, the Company completed the previously announced issuance and sale of 250,000 shares of the Company’s Series B Preferred Stock to the Investor for an aggregate purchase price of $250.0. Cumulative preferred dividends accrue daily on the Series B Preferred Stock at a rate of 9.0% per year. The Series B Preferred Stock had accrued unpaid dividends of $27.3 and $6.5 as of September 30, 2020 and June 30, 2020, respectively. There were no dividends paid in relation to the Series B Preferred Stock in the three months ended September 30, 2020. Treasury Stock Share Repurchase Program Since February 2014, the Board has authorized the Company to repurchase its Class A Common Stock under approved repurchase programs. On February 3, 2016, the Board authorized the Company to repurchase up to $500.0 of its Class A Common Stock (the “Incremental Repurchase Program”). Repurchases may be made from time to time at the Company’s discretion, based on ongoing assessments of the capital needs of the business, the market price of its Class A Common Stock, and general market conditions. For the three months ended September 30, 2020, the Company did not repurchase any shares of its Class A Common Stock. As of September 30, 2020, the Company had authority for $396.8 remaining under the Incremental Repurchase Program. Other Repurchases There were no other stock repurchases during the three months ended September 30, 2020. The Company repurchased 0.5 million shares of its Class A Common Stock for $4.5 during the three months ended September 30, 2019 in connection with the exit of an executive in September 2019. Dividend s On April 29, 2020, the Board of Directors suspended the payment of dividends, in keeping with the 2018 Coty Credit Agreement, as amended, which is expected to last through April 21, 2021 or until such later date that a Net debt to Adjusted EBITDA of 4x is reached. During fiscal 2020, prior to the Board’s decision to suspend the payment of dividends, the Company maintained a Stock Dividend Reinvestment Program and had registered a total of 19.3 shares of Class A Common Stock for purchase under the program. All holders of records of Class A Common Stock had the opportunity to participate in the program; if a holder elected to participate in the program fifty percent (50%) of their cash dividends were reinvested in additional shares of Class A Common Stock. The change in dividends accrued recorded to additional paid-in capital (“APIC”) in the Condensed Consolidated Balance Sheet as of September 30, 2020 were $0.8, consisting of $0.8 of dividends no longer expected to vest as a result of forfeitures of outstanding RSUs. In addition to the activity noted above, the Company made a payment of $0.8 for the previously accrued dividends on RSUs that vested during the three months ended September 30, 2020. Thus, total dividends settled in cash during the three months ended September 30, 2020 were $0.8. Total accrued dividends on unvested RSUs and phantom units of $2.0 and $3.0 are included in Accrued expenses and other current liabilities and Other noncurrent liabilities, respectively, in the Condensed Consolidated Balance Sheet as of September 30, 2020. Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Loss on Cash Flow Hedges Gain (loss) on Net Investment Hedge Other Foreign Currency Translation Adjustments Pension and Other Post-Employment Benefit Plans (a) Total Balance—July 1, 2020 $ (43.0) $ 261.9 $ (683.8) $ 8.7 $ (456.2) Other comprehensive (loss) income before reclassifications (1.0) (210.7) 200.3 — (11.4) Net amounts reclassified from AOCI/(L) 6.7 — — (1.2) 5.5 Net current-period other comprehensive income (loss) 5.7 (210.7) 200.3 (1.2) (5.9) Balance—September 30, 2020 $ (37.3) $ 51.2 $ (483.5) $ 7.5 $ (462.1) (a) For the three months ended September 30, 2020, net amounts reclassified from AOCI/(L) related to pensions and other post-employment benefit plans included amortization of prior service credits and actuarial loss of $1.2, net of tax of $0.0. Foreign Currency Translation Adjustments Loss on Cash Flow Hedges Gain on Net Investment Hedge Other Foreign Currency Translation Adjustments Pension and Other Post-Employment Benefit Plans Total Balance—July 1, 2019 $ (13.3) $ 214.8 $ (257.4) $ (2.9) $ (58.8) Other comprehensive (loss) income before reclassifications (0.5) 161.2 (283.8) — (123.1) Net amounts reclassified from AOCI/(L) (0.7) — — (0.8) (1.5) Net current-period other comprehensive (loss) income (1.2) 161.2 (283.8) (0.8) (124.6) Balance—September 30, 2019 $ (14.5) $ 376.0 $ (541.2) $ (3.7) $ (183.4) |
SHARE-BASED COMPENSATION PLANS
SHARE-BASED COMPENSATION PLANS | 3 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
SHARE-BASED COMPENSATION PLANS | SHARE-BASED COMPENSATION PLANS Share-based compensation expense is recognized on a straight-line basis over the requisite service period. Total share-based compensation is shown in the table below: Three Months Ended 2020 2019 Equity plan expense (a) $ 4.9 $ 4.4 Equity plan modified and cash settled 0.9 — Liability plan (income) expense (0.1) — Total share-based compensation expense $ 5.7 $ 4.4 (a) Equity Plan shared-based compensation expense of $6.2 and $6.3 were recorded to additional paid in capital and presented in the Condensed Consolidated Statement of Equity for the three months ended September 30, 2020 and 2019, respectively. Of the $6.2 and $6.3, $1.3 and $1.9 were reclassified to discontinued operations. The share-based compensation expense for the three months ended September 30, 2020 and 2019, respectively, of $5.7 and $4.4 includes $6.4 and $6.9 expense offset by $(0.7) and $(2.5), respectively, primarily due to significant executive forfeitures of share-based compensation instruments. As of September 30, 2020, the total unrecognized share-based compensation expense related to stock options, Series A Preferred Stock, restricted stock, restricted stock units and other share awards is $20.4, $0.0, $0.0 and $60.0, respectively. The unrecognized share-based compensation expense related to stock options, Series A Preferred stock, restricted stock, restricted stock units and other share awards is expected to be recognized over a weighted-average period of 3.19, 0.00, 0.00 and 3.24 years, respectively. Restricted Share Units and Other Share Awards The Company granted nil shares of RSUs and other share awards during the three months ended September 30, 2020. The Company recognized share-based compensation expense of $5.3 and $3.6 for the three months ended September 30, 2020 and 2019, respectively. Restricted Stock The Company granted no shares of restricted stock and other share awards during the three months ended September 30, 2020. The Company recognized share-based compensation expense of $(0.1) and nil for the three months ended September 30, 2020 and 2019, respectively. Series A Preferred Stock and Series A-1 Preferred Stock The Company granted no shares of Series A Preferred Stock and no shares of Series A-1 Preferred Stock during the three months ended September 30, 2020. The Company recognized share-based compensation expense (income) of $(0.1) and $0.5 for the three months ended September 30, 2020 and 2019, respectively. Non-Qualified Stock Options The Company granted no non-qualified stock options during the three months ended September 30, 2020. The Company recognized share-based compensation expense of $0.6 and $0.3 for the three months ended September 30, 2020 and 2019, respectively. |
NET INCOME ATTRIBUTABLE TO COTY
NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE | 3 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE | NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE Reconciliation between the numerators and denominators of the basic and diluted income per share (“EPS”) computations is presented below: Three Months Ended 2020 2019 (in millions, except per share data) Amounts attributable to Coty Inc.: Net income from continuing operations 116.7 12.8 Convertible Series B Preferred Stock dividends (20.8) — Net income from continuing operations attributable to common stockholders 95.9 12.8 Net income from discontinued operations, net of tax 104.7 39.5 Net income attributable to common stockholders $ 200.6 $ 52.3 Weighted-average common shares outstanding: Weighted-average common shares outstanding—Basic 763.9 754.2 Effect of dilutive stock options and Series A/A-1 Preferred Stock (a) — 1.1 Effect of restricted stock and RSUs (b) 1.4 3.6 Effect of Convertible Series B Preferred Stock 151.4 — Weighted-average common shares outstanding—Diluted 916.7 758.9 Earnings per common share Earnings from continued operations per common share - basic $ 0.13 $ 0.02 Earnings from continued operations per common share - diluted $ 0.13 $ 0.02 Earnings from discontinued operations - basic $ 0.13 $ 0.05 Earnings from discontinued operations - diluted $ 0.11 $ 0.05 Earnings per common share - basic $ 0.26 $ 0.07 Earnings per common share - diluted $ 0.24 $ 0.07 (a) For the three months ended September 30, 2020 and 2019, outstanding stock options and Series A Preferred Stock with purchase or conversion rights to purchase 16.8 and 24.3 million shares of Common Stock, respectively, were excluded from the computation of diluted EPS as their inclusion would be anti-dilutive. |
MANDATORILY REDEEMABLE FINANCIA
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS | 3 Months Ended |
Sep. 30, 2020 | |
Noncontrolling Interest [Abstract] | |
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS | MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS Mandatorily Redeemable Financial Interest United Arab Emirates subsidiary The Company is required under a shareholders agreement (the "U.A.E. Shareholders Agreement) to purchase all of the shares held by the noncontrolling interest holder equal to 25% of the outstanding shares of a certain subsidiary in the United Arab Emirates (the “U.A.E. subsidiary”) at the termination of the agreement on December 31, 2020. The Company has determined such shares to be a mandatorily redeemable financial interest (“MRFI”) that is recorded as a liability. The liability is calculated based upon a pre-determined formula in accordance with the related U.A.E. Shareholders Agreement. As of September 30, 2020 and June 30, 2020, the liability amounted to $7.5 and $8.8, respectively. Redeemable Noncontrolling Interests Subsidiary in the Middle East As of September 30, 2020, the noncontrolling interest holder in the Company’s subsidiary in the Middle East (“Middle East Subsidiary”) had a 25% ownership share. The Company adjusts the RNCI to redemption value at the end of each reporting period with changes recognized as adjustments to APIC. The Company recognized $83.1 and $79.1 as the RNCI balances as of September 30, 2020 and June 30, 2020, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 3 Months Ended |
Sep. 30, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
COMMITMENTS AND CONTINGENCIES | COMMITMENTS AND CONTINGENCIES Legal Matters The Company is involved, from time to time, in various litigation, administrative and other legal proceedings, including regulatory actions, incidental or related to its business, including consumer class or collective actions, personal injury (including asbestos related claims), intellectual property, competition, compliance and advertising claims litigation and disputes, among others (collectively, “Legal Proceedings”). While the Company cannot predict any final outcomes relating thereto, management believes that the outcome of current Legal Proceedings will not have a material effect upon its business, prospects, financial condition, results of operations, cash flows or the trading price of the Company’s securities. However, management’s assessment of the Company’s current Legal Proceedings is ongoing, and could change in light of the discovery of additional facts with respect to Legal Proceedings not presently known to the Company, further legal analysis, or determinations by judges, arbitrators, juries or other finders of fact or deciders of law which are not in accord with management’s evaluation of the probable liability or outcome of such Legal Proceedings. From time to time, the Company is in discussions with regulators, including discussions initiated by the Company, about actual or potential violations of law in order to remediate or mitigate associated legal or compliance risks and liabilities or penalties. As the outcomes of such proceedings are unpredictable, the Company can give no assurance that the results of any such proceedings will not materially affect its reputation, business, prospects, financial condition, results of operations, cash flows or the trading price of its securities. Certain Litigation . A purported stockholder class action complaint concerning the tender offer by Cottage Holdco B.V. (the “Cottage Tender Offer”) and the Schedule 14D-9, captioned Rumsey v. Coty, Inc., et al., Case No. 1:19-cv-00650-LPS, was filed by a putative stockholder against the Company and certain current and former directors of the Company in the U.S. District Court for the District of Delaware, but has not yet been served. The plaintiff alleges that the Company’s Schedule 14D-9 omits certain information, including, among other things, certain financial data and certain analyses underlying the opinion of Centerview Partners LLC. The plaintiff asserts claims under the federal securities laws and seeks, among other things, injunctive and/or monetary relief. A second consolidated purported stockholder class action and derivative complaint concerning the Cottage Tender Offer and the Schedule 14D-9 is pending against certain current and former directors of the Company, JAB Holding Company, S.à.r.l., JAB Holdings B.V., JAB Cosmetics B.V., and Cottage Holdco B.V. in the Court of Chancery of the State of Delaware. The Company was named as a nominal defendant. The case, which was filed on May 6, 2019, was captioned Massachusetts Laborers’ Pension Fund v. Harf et.al., Case No. 2019-0336-AGB. On June 14, 2019, plaintiffs in the consolidated action filed a Verified Amended Class Action and Derivative Complaint (“Amended Complaint”). After defendants responded to the Amended Complaint, on October 21, 2019, plaintiffs filed a Verified Second Amended Class Action and Derivative Complaint (the “Second Amended Complaint”), alleging that the directors and JAB Holding Company, S.à.r.l., JAB Holdings B.V., JAB Cosmetics B.V., and Cottage Holdco B.V. breached their fiduciary duties to the Company’s stockholders and breached the Stockholders Agreement. The Second Amended Complaint seeks, among other things, monetary relief. On November 21, 2019, the defendants moved to dismiss certain claims asserted in the Second Amended Complaint, and certain of the director defendants also answered the complaint. On May 7, 2020, plaintiffs stipulated to the dismissal without prejudice of JAB Holding Company, S.à.r.l. from the action. On August 17, 2020, the court denied the remaining motions to dismiss. A further scheduling order has not yet been entered. A purported stockholder class action complaint, alleging violations of the US securities laws in connection with the P&G beauty brands acquisition and the King Kylie transaction is pending against the Company as well as certain current and former officers of the Company in the U.S. District Court for the Southern District of New York. The case, which was filed on September 4, 2020, was captioned Crystal Garrett-Evans v. Coty Inc. et.al., Case No. 1:20-cv-07277. The plaintiff asserts claims under the federal securities laws and seeks, among other things, injunctive and/or monetary relief. This case remains at an early stage. At this time, we cannot reasonably estimate a range of loss, if any, not covered by available insurance, that may result given the current status of these lawsuits. Brazilian Tax Assessments In connection with a local tax audit of one of the Company’s subsidiaries in Brazil, the Company was notified of tax assessments issued in March of 2018. The assessments relate to local sales tax credits, which the Treasury Office of the State of Goiás considers as improperly registered for 2016-2017 tax periods. These tax assessments, including estimated interest and penalties, through September 30, 2020 amount to a total of R$249.0 million (approximately $44.2 as of September 30, 2020). Additionally, the Company received tax assessments related to tax years 2017-2019 during August 2020. These additional tax assessments, including estimated interest and penalties, through September 30, 2020 amount to a total R$579.0 million (approximately $102.8 as of September 30, 2020). The Company is seeking a favorable administrative decision on the tax enforcement actions filed by the Treasury Office of the State of Goiás. The Company believes it has meritorious defenses and it has not recognized a loss for these assessments as the Company does not believe a loss is probable. In connection with a federal tax audit of one of the Company’s subsidiaries in Brazil, the Company was notified of tax assessments issued in October of 2020. The assessments relate to federal excise taxes, which the Treasury Office of the Brazil’s Internal Revenue Service considers as improperly calculated for the period from February 2016 to December 2017. These tax assessments, including estimated interest and penalties, through September 30, 2020 amount to a total of R$334.8 million (approximately $59.4 as of September 30, 2020). The Company is seeking a favorable administrative decision on the tax enforcement actions filed by the Treasury Office of the Brazil’s Internal Revenue Service. The Company believes it has meritorious defenses and it has not recognized a loss for these assessments as the Company does not believe a loss is probable. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 3 Months Ended |
Sep. 30, 2020 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Contribution Agreement In July 2020, in connection with a one-time sign-on award of restricted stock units to be granted to the Chief Executive Officer ("CEO") in January 2021, Cottage Holdco B.V., has agreed to transfer to the CEO (either directly or through contributing to the Company) one-half of the total number of shares of Common Stock owed to the CEO if and when the award vests. Relationship with KKR As noted in Note 15—Equity and Convertible Preferred Stock., in fiscal 2020 KKR Aggregator purchased Series B Preferred Stock. This preferred stock conveys to KKR Aggregator the right to designate two directors to the Company’s Board of Directors and voting rights on an as-converted basis. Assuming full conversion of the preferred stock and no other changes to the Company’s capitalization, KKR Aggregator would be the second largest shareholder, with a 17% stake. In June of 2020, KKR Bidco and Coty entered into a separate definitive agreement regarding a strategic transaction (“Wella Transaction”) for the sale of the Company’s Professional and Retail Hair business. KKR will own 60% of this separately managed entity and Coty will own the remaining 40%. During fiscal 2021, fees of $7.6 were incurred with KKR in connection with the second closing of the Series B Preferred Stock; these fees reduced the carrying value of the stock. The Company also entered into agreements with KKR for potential consulting and advisory services. No fees were incurred under such agreements in fiscal 2021. From time to time, certain funds held by KKR may hold the Company’s Notes. These funds may receive principal and interest payments on the same terms as other investors in the Company’s Notes. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 3 Months Ended |
Sep. 30, 2020 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSThe Company was notified of tax assessments issued in October 2020 in connection with a federal tax audit of the Company's subsidiaries in Brazil. See Note 19—Commitments and Contingencies for more information. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 3 Months Ended |
Sep. 30, 2020 | |
Accounting Policies [Abstract] | |
Fiscal Period | The Company operates on a fiscal year basis with a year-end of June 30. Unless otherwise noted, any reference to a year preceded by the word “fiscal” refers to the fiscal year ended June 30 of that year. For example, references to “fiscal 2021” refer to the fiscal year ending June 30, 2021. |
Basis of Presentation | Basis of Presentation The unaudited interim Condensed Consolidated Financial Statements are presented in accordance with accounting principles generally accepted in the United States of America (“GAAP”) for interim financial information and include the Company’s consolidated domestic and international subsidiaries. Certain information and disclosures normally included in consolidated financial statements prepared in accordance with GAAP have been condensed or omitted. Accordingly, these unaudited interim Condensed Consolidated Financial Statements and accompanying footnotes should be read in conjunction with the Company’s Consolidated Financial Statements as of and for the year ended June 30, 2020. In the opinion of management, all adjustments, of a normal recurring nature, considered necessary for a fair presentation have been included in the Condensed Consolidated Financial Statements. The results of operations for the three months ended September 30, 2020 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2021. All dollar amounts (other than per share amounts) in the following discussion are in millions of United States (“U.S.”) dollars, unless otherwise indicated. |
Restricted Cash | Restricted CashRestricted cash represents funds that are not readily available for general purpose cash needs due to contractual limitations. Restricted cash is classified as a current or long-term asset based on the timing and nature of when or how the cash is expected to be used or when the restrictions are expected to lapse.Restricted cash is included as a component of Cash, cash equivalents and restricted cash in the Condensed Consolidated Statement of Cash Flows. |
Use of Estimates | Use of Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and revenues and expenses during the period reported. Significant accounting policies that contain subjective management estimates and assumptions include those related to revenue recognition, the market value of inventory, the fair value of acquired assets and liabilities associated with acquisitions, the assessment of goodwill, other intangible assets and long-lived assets for impairment and income taxes. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, and makes adjustments when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from those estimates and assumptions. Significant changes, if any, in those estimates and assumptions resulting from continuing changes in the economic environment will be reflected in the Condensed Consolidated Financial Statements in future periods. |
Tax Information | Tax Information The effective income tax rate for the three months ended September 30, 2020 and 2019 was 200.2% and 1,300.0%. The positive effective tax rate for both periods results from reporting losses before income taxes and a benefit for income taxes. The change in the effective tax rate for the three months ended September 30, 2020, as compared with the three months ended September 30, 2019, is primarily due to a preliminary benefit of $220.5 recorded in the current period and the US GAAP treatment of the Younique disposition in the prior period. The benefit recorded in the current period is the result of a tax rate differential on the deferred taxes recognized on the transfer of assets and liabilities, following the relocation of the Company's main principal location from Geneva to Amsterdam. This amount will be finalized when negotiations with the tax authorities are completed. The effective income tax rates vary from the U.S. federal statutory rate of 21% due to the effect of (i) jurisdictions with different statutory rates, (ii) adjustments to the Company’s unrealized tax benefits (“UTBs”) and accrued interest, (iii) non-deductible expenses, (iv) audit settlements and (v) valuation allowance changes. |
Factoring of Receivables | Factoring of Receivables The Company factors a portion of its trade receivables with unrelated third-party factoring companies on both a recourse and non-recourse basis. The Company has entered into factoring agreements with financial institutions and eligible trade receivables are purchased by the relevant financial institution for cash at net invoice value less a factoring fee. Pursuant to the factoring agreements, the Company acts as collections agent for the financial institution and is responsible for the collection and remittance to the financial institution of all customer payments related to trade receivables factored under these arrangements. For certain customer receivables factored, the Company will retain a recourse obligation of up to 10 percent of the respective invoice’s net invoice value, payable to the financial institution if the customer’s payment is not received by the contractual due date. The Company accounts for trade receivable transfers under the factoring agreements as sales and derecognizes the sold receivables from the Condensed Consolidated Balance Sheets. The fair value of sold receivables approximated their book value due to their short-term nature. The Company estimated that the fair value of its servicing responsibilities was not material. Cash received from the selling of receivables under the factoring arrangements is presented as a change in trade receivables within the operating activities section of the Condensed Consolidated Statements of Cash Flows. |
Recently Adopted Accounting Pronouncements | Recently Adopted Accounting Pronouncements In June 2016, the FASB issued ASU No. 2016-13 and ASU 2018-19, Financial Instruments-Credit Losses (Topic 326) : M easurement of Credit Losses on Financial Instruments (“ASU No. 2016-13”), which requires that a financial asset (or a group of financial assets) measured at an amortized cost basis be presented at the net amount expected to be collected. This approach to estimating credit losses applies to most financial assets measured at amortized cost and certain other instruments, including but not limited to, trade and other receivables. The Company adopted this guidance in the first quarter of fiscal 2021 and the cumulative effect adjustment from adoption was immaterial to the Company's Condensed Consolidated Financial Statements. On initial recognition, the Company recorded an after-tax cumulative effect decrease to retained earnings of $5.7 ($6.6 pre-tax) as of the beginning of fiscal 2021. On July 1, 2020, the Company adopted Accounting Standards Update No. 2018-13, Changes to Disclosure Requirements for Fair Value Measurements (Topic 820) , which improved the effectiveness of disclosure requirements for recurring and nonrecurring fair value measurements. The standard removes, modifies, and adds certain disclosure requirements. The adoption of this new standard had no impact on the Company's Condensed Consolidated Financial Statements. |
Derivative Instruments | Foreign Exchange Risk Management The Company is exposed to foreign currency exchange fluctuations through its global operations. The Company may reduce its exposure to fluctuations in the cash flows associated with changes in foreign exchange rates by creating offsetting positions through the use of derivative instruments and also by designating foreign currency denominated borrowings and cross-currency swaps as hedges of net investments in foreign subsidiaries. The Company expects that through hedging, any gain or loss on the derivative instruments would generally offset the expected increase or decrease in the value of the underlying forecasted transactions. The Company entered into foreign exchange forward contracts for which hedge accounting treatment has been applied, which the Company anticipates realizing in the Condensed Consolidated Statements of Operations through fiscal 2021. In September 2020, the Company terminated its existing net investment cross currency swap derivatives with notional amount of $550.0 in exchange for cash payment of $37.6. Cash paid due to the termination of the cross currency swap derivatives is included in investing activities in the Condensed Consolidated Statements of Cash Flows. The related loss from this termination is included in AOCI/(L) until the sale or substantial liquidation of the underlying net investments. Interest Rate Risk Management The Company is exposed to interest rate fluctuations related to its variable rate debt instruments. The Company may reduce its exposure to fluctuations in the cash flows associated with changes in the variable interest rates by entering into offsetting positions through the use of derivative instruments, such as interest rate swap contracts. The interest rate swap contracts result in recognizing a fixed interest rate for the portion of the Company’s variable rate debt that was hedged. This will reduce the negative and positive impacts of changes in the variable rates over the term of the contracts. Hedge effectiveness of interest rate swap contracts is based on a long-haul hypothetical derivative methodology and includes all changes in value. |
DISCONTINUED OPERATIONS (Tables
DISCONTINUED OPERATIONS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Schedule of discontinued operations | The following table has selected financial information included in Net income from discontinued operations for the Wella Business. Three Months Ended 2020 2019 Net revenues $ 566.4 $ 531.6 Cost of sales 181.0 176.5 Gross profit 385.4 $ 355.1 Selling, general and administrative expenses 240.0 265.9 Amortization expense — 26.0 Restructuring costs — 1.2 Operating income 145.4 62.0 Interest expense, net (a) 11.8 14.3 Other (income) expense, net 0.1 (0.1) Income from discontinued operations before income taxes 133.5 47.8 Income tax on discontinued operations 28.8 8.3 Net income from discontinued operations $ 104.7 $ 39.5 (a) Interest expense was allocated to the discontinued operations due to a requirement in our Credit Agreement that cash generated from the divestiture of any businesses through March 31, 2021 will be utilized to reduce our debt, other than a maximum of $500.0 that will be used to fund operations. The following is selected financial information included in cash flows from discontinued operations for the Wella Business held for sale: Three Months Ended 2020 2019 NON-CASH OPERATING ITEMS Depreciation and amortization $ — $ 36.3 CASH FLOW FROM INVESTING ACTIVITIES Capital Expenditures $ 4.7 $ 7.9 The major components of assets and liabilities of the Wella Business held for sale are provided below. The assets and liabilities held for sale will evolve up to the closing date for normal operational changes as well as contractual adjustments including the finalization of local implementation agreements impacting the separation of the Wella Business in various countries. September 30, 2020 (a) June 30, 2020 (a) ASSETS Trade receivables $ 239.3 $ 168.0 Inventories 252.8 269.2 Prepaid expenses and other current assets 138.1 134.9 Property and equipment, net 246.1 241.3 Goodwill 900.4 874.8 Other intangible assets, net 2,801.1 2,770.4 Operating lease right of use asset 115.4 73.4 Deferred income taxes 21.8 25.5 Other noncurrent assets 48.4 55.6 TOTAL ASSETS HELD FOR SALE $ 4,763.4 $ 4,613.1 LIABILITIES Accounts payable $ 111.9 $ 128.3 Accrued expenses and other current liabilities 233.4 236.4 Current operating lease liabilities 24.0 17.2 Income and other taxes payable 17.5 15.8 Long-term operating lease liabilities 92.9 65.9 Noncurrent deferred tax liabilities 322.3 324.8 Pension and other post-employment benefits 154.0 140.8 Other noncurrent liabilities 29.1 27.5 TOTAL LIABILITIES HELD FOR SALE $ 985.1 $ 956.7 (a) The Company expects that the transaction will clo se in the second quarter of fiscal 2021. As such, for the periods ending September 30, 2020 and June 30, 2020, all assets and liabilities held for sale are reported as current assets and |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Segment Reporting [Abstract] | |
Schedule of reportable segments | Three Months Ended SEGMENT DATA 2020 2019 Net revenues: Americas $ 470.6 $ 488.8 EMEA 530.4 676.7 Asia Pacific 123.1 190.2 Other — 55.5 Total $ 1,124.1 $ 1,411.2 Operating income (loss): Americas 21.3 (17.5) EMEA 13.0 28.2 Asia Pacific (19.0) 8.5 Other — (10.9) Corporate (81.3) 55.7 Total $ (66.0) $ 64.0 Reconciliation: Operating (loss) income (66.0) 64.0 Interest expense, net 62.1 63.1 Other (income) expense, net (5.8) 2.3 Loss from continuing operations before income taxes $ (122.3) $ (1.4) |
Schedule of percentage of revenues associated with product categories | Presented below are the percentage of revenues associated with the Company’s product categories: Three Months Ended PRODUCT CATEGORY 2020 2019 Fragrance 55.8 % 58.0 % Color Cosmetics 30.2 29.4 Hair Care 0.3 0.3 Skin & Body Care 13.7 12.3 Total Coty Inc. 100.0 % 100.0 % |
BUSINESS COMBINATIONS, ASSET _2
BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Business Combinations [Abstract] | |
Schedule of estimated allocation of purchase price to net assets | The following table summarizes the estimated allocation of the purchase price to the net assets as of the January 6, 2020 acquisition date: Estimated fair value (a) Measurement period adjustments (b) Estimated fair Estimated useful life (in years) Cash and cash equivalents $ 7.8 — 7.8 Receivables 1.0 — 1.0 Inventories 2.5 — 2.5 Property, plant and equipment 3.6 — 3.6 Collaboration agreement 369.0 — 369.0 20 License agreement 280.0 — 280.0 20 Customer relationships 27.0 — 27.0 1.5 Goodwill 128.6 — 128.6 Indefinite Net other liabilities (6.6) — (6.6) Total value $ 812.9 — 812.9 Noncontrolling interest 212.9 212.9 Total purchase price $ 600.0 $ 600.0 (a) As previously reported in the Company’s Annual Report on Form 10-K for the fiscal year ended June 30, 2020. (b) The Company recorded no measurement period adjustments in the first quarter of fiscal 2021. |
RESTRUCTURING COSTS (Tables)
RESTRUCTURING COSTS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Restructuring and Related Activities [Abstract] | |
Restructuring costs | Restructuring costs for the three months ended September 30, 2020 and 2019 are presented below: Three Months Ended 2020 2019 Transformation Plan $ 31.2 $ 7.6 Other Restructuring (1.1) (2.8) Total $ 30.1 $ 4.8 The following table presents aggregate restructuring charges for the program: Severance and Employee Benefits Fixed Asset Write-offs Other Exit Costs Total Fiscal 2020 $ 151.2 $ (1.1) $ 6.5 $ 156.6 Fiscal 2021 31.3 (0.4) 0.3 31.2 Cumulative through September 30, 2020 $ 182.5 $ (1.5) $ 6.8 $ 187.8 |
Schedule of related liability balance and restructuring costs | The related liability balance and activity for the Transformation Plan restructuring costs are presented below: Severance and Employee Benefits Fixed Asset Write-offs Other Exit Costs Total Balance—July 1, 2020 $ 131.9 $ — $ 0.7 $ 132.6 Restructuring charges 33.5 (0.4) 0.3 33.4 Payments (19.6) — — (19.6) Changes in estimates (2.2) — — (2.2) Non-cash utilization — 0.4 — 0.4 Adjustment for liabilities reclassified to held for sale (2.2) — — (2.2) Effect of exchange rates 4.0 — — 4.0 Balance—September 30, 2020 $ 145.4 $ — $ 1.0 $ 146.4 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories as of September 30, 2020 and June 30, 2020 are presented below: September 30, June 30, Raw materials $ 145.7 $ 148.6 Work-in-process 8.4 11.1 Finished goods 573.6 518.5 Total inventories $ 727.7 $ 678.2 |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Goodwill as of September 30, 2020 and June 30, 2020 is presented below: Americas EMEA APAC Total Gross balance at June 30, 2020 $ 3,112.2 $ 3,638.9 $ 1,262.9 $ 8,014.0 Accumulated impairments (1,768.7) (1,857.3) (414.1) (4,040.1) Net balance at June 30, 2020 $ 1,343.5 $ 1,781.6 $ 848.8 $ 3,973.9 Changes during the period ended September 30, 2020 Foreign currency translation 11.9 24.4 13.5 49.8 Gross balance at September 30, 2020 $ 3,124.1 $ 3,663.3 $ 1,276.4 $ 8,063.8 Accumulated impairments (1,768.7) (1,857.3) (414.1) (4,040.1) Net balance at September 30, 2020 $ 1,355.4 $ 1,806.0 $ 862.3 $ 4,023.7 |
Schedule of indefinite-lived intangible assets | Other intangible assets, net as of September 30, 2020 and June 30, 2020 are presented below: September 30, June 30, Indefinite-lived other intangible assets $ 1,012.6 $ 995.5 Finite-lived other intangible assets, net 3,410.9 3,376.6 Total Other intangible assets, net $ 4,423.5 $ 4,372.1 The changes in the carrying amount of indefinite-lived other intangible assets are presented below: Trademarks Total Gross balance at June 30, 2020 $ 1,909.0 1,909.0 Accumulated impairments (913.5) (913.5) Net balance at June 30, 2020 $ 995.5 995.5 Changes during the period ended September 30, 2020 Foreign currency translation $ 17.1 17.1 Gross balance at September 30, 2020 $ 1,926.1 1,926.1 Accumulated impairments (913.5) (913.5) Net balance at September 30, 2020 $ 1,012.6 1,012.6 |
Schedule of finite-lived intangible assets | Other intangible assets, net as of September 30, 2020 and June 30, 2020 are presented below: September 30, June 30, Indefinite-lived other intangible assets $ 1,012.6 $ 995.5 Finite-lived other intangible assets, net 3,410.9 3,376.6 Total Other intangible assets, net $ 4,423.5 $ 4,372.1 Intangible assets subject to amortization are presented below: Cost Accumulated Amortization Accumulated Impairment Net June 30, 2020 License agreements and collaboration agreements (a) $ 3,861.2 $ (1,021.1) $ (19.6) $ 2,820.5 Customer relationships (a) 786.1 (427.3) (5.5) 353.3 Trademarks 325.7 (154.0) (0.5) 171.2 Product formulations and technology 86.2 (54.6) — 31.6 Total $ 5,059.2 $ (1,657.0) $ (25.6) $ 3,376.6 September 30, 2020 License agreements and collaboration agreements $ 3,972.8 $ (1,080.4) $ (19.6) $ 2,872.8 Customer relationships 795.9 (453.4) (5.5) 337.0 Trademarks 329.4 (159.8) (0.5) 169.1 Product formulations and technology 88.2 (56.2) — 32.0 Total $ 5,186.3 $ (1,749.8) $ (25.6) $ 3,410.9 (a) Includes License agreements and Customer relationships of $649.0 and $27.0, respectively resulting from the King Kylie acquisition on January 6, 2020 (Refer to Note 5 —Business Combinations, Asset Acquisitions and Divestitures). |
LEASES (Tables)
LEASES (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Leases [Abstract] | |
Schedule of lease cost | The following chart provides additional information about the Company’s operating leases for the three months ended September 30, 2020: Three Months Ended Lease Cost: 2020 2019 Operating lease cost $ 19.2 $ 26.4 Short-term lease cost 0.2 0.6 Variable lease cost 13.9 10.3 Sublease income (1.5) (2.2) Net lease cost $ 31.8 $ 35.1 Other information: Operating cash outflows from operating leases $ (31.4) $ (26.6) Right-of-use assets obtained in exchange for lease obligations $ 8.0 $ (26.1) Weighted-average remaining lease term - real estate 6.8 years 7.6 years Weighted-average discount rate - real estate leases 3.20 % 3.92 % |
Schedule of future minimum lease payments for operating leases | Future minimum lease payments for the Company’s operating leases as of September 30, 2020 are as follows: Fiscal Year Ending June 30, 2021, remaining $ 82.5 2022 83.6 2023 57.8 2024 46.0 2025 35.5 Thereafter 116.5 Total future lease payments 421.9 Less: imputed interest (40.1) Total present value of lease liabilities 381.8 Current operating lease liabilities 92.6 Long-term operating lease liabilities 289.2 Total operating lease liabilities $ 381.8 Table excludes obligations for leases with original terms of 12 months or less which have not been recognized as ROU assets or liabilities in the Condensed Consolidated Balance Sheets. |
DEBT (Tables)
DEBT (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The Company’s debt balances consisted of the following as of September 30, 2020 and June 30, 2020, respectively: September 30, 2020 June 30, Short-term debt $ 1.7 $ — 2018 Coty Credit Agreement 2018 Coty Revolving Credit Facility due April 2023 1,560.2 1,438.8 2018 Coty Term A Facility due April 2023 3,006.1 2,959.0 2018 Coty Term B Facility due April 2025 2,343.2 2,308.5 Senior Unsecured Notes 2026 Dollar Notes due April 2026 550.0 550.0 2023 Euro Notes due April 2023 645.2 618.3 2026 Euro Notes due April 2026 293.3 281.1 Other long-term debt and capital lease obligations 0.5 0.6 Total debt 8,400.2 8,156.3 Less: Short-term debt and current portion of long-term debt (195.4) (188.3) Total Long-term debt 8,204.8 7,968.0 Less: Unamortized debt issuance costs (61.4) (66.9) Less: Discount on Long-term debt (8.6) (9.0) Total Long-term debt, net $ 8,134.8 $ 7,892.1 |
Summary total net leverage ratio requirement | In the case of the 2018 Coty Revolving Credit Facility and the 2018 Coty Term A Facility, the applicable margin means the lesser of a percentage per annum to be determined in accordance with the leverage-based pricing grid and the debt rating-based grid below: Pricing Tier Total Net Leverage Ratio: LIBOR plus: Alternative Base Rate Margin: 1.0 Greater than or equal to 4.75:1 2.000% 1.000% 2.0 Less than 4.75:1 but greater than or equal to 4.00:1 1.750% 0.750% 3.0 Less than 4.00:1 but greater than or equal to 2.75:1 1.500% 0.500% 4.0 Less than 2.75:1 but greater than or equal to 2.00:1 1.250% 0.250% 5.0 Less than 2.00:1 but greater than or equal to 1.50:1 1.125% 0.125% 6.0 Less than 1.50:1 1.000% —% Pricing Tier Debt Ratings S&P/Moody’s: LIBOR plus: Alternative Base Rate Margin: 5.0 Less than BB+/Ba1 2.000% 1.000% 4.0 BB+/Ba1 1.750% 0.750% 3.0 BBB-/Baa3 1.500% 0.500% 2.0 BBB/Baa2 1.250% 0.250% 1.0 BBB+/Baa1 or higher 1.125% 0.125% The 2018 Coty Credit Agreement contains affirmative and negative covenants. The negative covenants include, among other things, limitations on debt, liens, dispositions, investments, fundamental changes, restricted payments and affiliate transactions. With certain exceptions as described below, the 2018 Coty Credit Agreement, as amended, includes a financial covenant that requires us to maintain a Total Net Leverage Ratio (as defined below), equal to or less than the ratios shown below for each respective test period. Quarterly Test Period Ending Total Net Leverage Ratio (as amended April 29, 2020) (a) September 30, 2020 through March 31, 2021 N/A (not tested) (b) June 30, 2021 through December 31, 2021 5.25 to 1.00 March 31, 2022 5.00 to 1.00 June 30, 2022 4.75 to 1.00 September 30, 2022 4.50 to 1.00 December 31, 2022 4.25 to 1.00 March 31, 2023 through June 30, 2023 4.00 to 1.00 (a) Total Net Leverage Ratio means, as of any date of determination, the ratio of: (a) (i) Total Indebtedness minus (ii) unrestricted and Cash Equivalents of the Parent Borrower and its Restricted Subsidiaries as determined in accordance with GAAP to (b) Adjusted EBITDA for the most recently ended Test Period (each of the defined terms, including Adjusted EBITDA, used within the definition of Total Net Leverage Ratio have the meanings ascribed to them within the 2018 Coty Credit Agreement, as amended). Adjusted EBITDA, as defined in the 2018 Coty Credit Agreement, as amended, includes certain add backs related to cost savings, unusual events such as COVID-19, operating expense reductions and future unrealized synergies subject to certain limits and conditions as specified in the 2018 Coty Credit Agreement, as amended. (b) The 2018 Coty Credit Agreement, as amended, establishes a quarterly minimum liquidity covenant for this period of $350.0. As of September 30, 2020, the current immediate liquidity was $1,721.7. |
Schedule of line of credit facilities | Fair Value of Debt September 30, 2020 June 30, 2020 Carrying Fair Carrying Fair 2018 Coty Credit Agreement $ 6,909.5 $ 6,334.3 $ 6,706.3 $ 5,962.3 Senior Unsecured Notes 1,488.5 1,206.6 1,449.4 1,270.3 |
Schedule of maturities of long-term debt | Aggregate maturities of the Company’s long-term debt, including the current portion of long-term debt and excluding capital lease obligations as of September 30, 2020, are presented below: Fiscal Year Ending June 30, 2021, remaining $ 145.0 2022 193.3 2023 4,939.0 2024 24.0 2025 2,253.4 Thereafter 843.3 Total $ 8,398.0 |
INTEREST EXPENSE, NET (Tables)
INTEREST EXPENSE, NET (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Interest Income (Expense), Net [Abstract] | |
Interest expense, net | Interest expense, net for the three months ended September 30, 2020 and 2019 is presented below: Three Months Ended 2020 2019 Interest expense $ 59.0 $ 61.2 Foreign exchange losses, net of derivative contracts 4.4 3.8 Interest income (1.3) (1.9) Total interest expense, net $ 62.1 $ 63.1 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Retirement Benefits [Abstract] | |
Schedule of net benefit costs | The components of net periodic benefit cost for pension plans and other post-employment benefit plans recognized in the Condensed Consolidated Statements of Operations are presented below: Three Months Ended September 30, Pension Plans Other Post- Employment Benefits U.S. International Total 2020 2019 2020 2019 2020 2019 2020 2019 Service cost $ — $ — $ 6.7 $ 9.5 $ 0.3 $ 0.5 $ 7.0 $ 10.0 Interest cost 0.1 0.1 2.5 2.3 0.3 0.4 2.9 2.8 Expected return on plan assets — — (1.9) (2.1) — — (1.9) (2.1) Amortization of prior service credit — — (0.1) (0.2) (0.9) (1.6) (1.0) (1.8) Amortization of net loss 0.4 0.1 — — — — 0.4 0.1 Curtailment gain recognized — — (5.3) — — — (5.3) — Net periodic benefit cost (credit) $ 0.5 $ 0.2 $ 1.9 $ 9.5 $ (0.3) $ (0.7) $ 2.1 $ 9.0 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Amount of gains and losses recognized in Other comprehensive income (loss) | The amount of gains and losses recognized in Other comprehensive income (loss) (“OCI”) in the Condensed Consolidated Balance Sheets related to the Company’s derivative and non-derivative financial instruments which are designated as hedging instruments is presented below: Gain (Loss) Recognized in OCI Three Months Ended 2020 2019 Foreign exchange forward contracts $ (1.2) $ 0.4 Interest rate swap contracts 0.2 (0.5) Cross-currency swap contracts (25.1) 3.9 Net investment hedge (173.1) 157.3 |
Amount of gains and losses recognized in Other comprehensive income (loss) | The amount of gains and losses recognized in Other comprehensive income (loss) (“OCI”) in the Condensed Consolidated Balance Sheets related to the Company’s derivative and non-derivative financial instruments which are designated as hedging instruments is presented below: Gain (Loss) Recognized in OCI Three Months Ended 2020 2019 Foreign exchange forward contracts $ (1.2) $ 0.4 Interest rate swap contracts 0.2 (0.5) Cross-currency swap contracts (25.1) 3.9 Net investment hedge (173.1) 157.3 |
Amount of gains and losses reclassified from AOCI(L) | The amount of gains and losses reclassified from AOCI/(L) to the Condensed Consolidated Statements of Operations related to the Company’s derivative financial instruments which are designated as hedging instruments is presented below: Location and Amount of Gain (Loss) Recognized in Income on Cash Flow Hedging Relationships Three Months Ended September 30, 2020 2019 Net revenues Interest expense, net Net revenues Interest expense, net Foreign exchange forward contracts: Amount of gain (loss) reclassified from AOCI into income $ 1.0 $ — $ — $ — Interest rate swap contracts: Amount of gain (loss) reclassified from AOCI into income — (9.8) — 0.9 |
Derivatives not designated as hedging | The amount of gains and losses related to the Company’s derivative financial instruments not designated as hedging instruments is presented below: Condensed Consolidated Statements of Operations Three Months Ended 2020 2019 Foreign exchange contracts Selling, general and administrative expenses $ 0.1 $ (0.5) Foreign exchange contracts Interest expense, net 5.3 4.7 Foreign exchange contracts Other expense, net (0.3) (0.1) |
EQUITY AND CONVERTIBLE PREFER_2
EQUITY AND CONVERTIBLE PREFERRED STOCK (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Loss on Cash Flow Hedges Gain (loss) on Net Investment Hedge Other Foreign Currency Translation Adjustments Pension and Other Post-Employment Benefit Plans (a) Total Balance—July 1, 2020 $ (43.0) $ 261.9 $ (683.8) $ 8.7 $ (456.2) Other comprehensive (loss) income before reclassifications (1.0) (210.7) 200.3 — (11.4) Net amounts reclassified from AOCI/(L) 6.7 — — (1.2) 5.5 Net current-period other comprehensive income (loss) 5.7 (210.7) 200.3 (1.2) (5.9) Balance—September 30, 2020 $ (37.3) $ 51.2 $ (483.5) $ 7.5 $ (462.1) (a) For the three months ended September 30, 2020, net amounts reclassified from AOCI/(L) related to pensions and other post-employment benefit plans included amortization of prior service credits and actuarial loss of $1.2, net of tax of $0.0. Foreign Currency Translation Adjustments Loss on Cash Flow Hedges Gain on Net Investment Hedge Other Foreign Currency Translation Adjustments Pension and Other Post-Employment Benefit Plans Total Balance—July 1, 2019 $ (13.3) $ 214.8 $ (257.4) $ (2.9) $ (58.8) Other comprehensive (loss) income before reclassifications (0.5) 161.2 (283.8) — (123.1) Net amounts reclassified from AOCI/(L) (0.7) — — (0.8) (1.5) Net current-period other comprehensive (loss) income (1.2) 161.2 (283.8) (0.8) (124.6) Balance—September 30, 2019 $ (14.5) $ 376.0 $ (541.2) $ (3.7) $ (183.4) |
SHARE-BASED COMPENSATION PLANS
SHARE-BASED COMPENSATION PLANS (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Share-based compensation expense | Share-based compensation expense is recognized on a straight-line basis over the requisite service period. Total share-based compensation is shown in the table below: Three Months Ended 2020 2019 Equity plan expense (a) $ 4.9 $ 4.4 Equity plan modified and cash settled 0.9 — Liability plan (income) expense (0.1) — Total share-based compensation expense $ 5.7 $ 4.4 (a) Equity Plan shared-based compensation expense of $6.2 and $6.3 were recorded to additional paid in capital and presented in the Condensed Consolidated Statement of Equity for the three months ended September 30, 2020 and 2019, respectively. Of the $6.2 and $6.3, $1.3 and $1.9 were reclassified to discontinued operations. |
NET INCOME ATTRIBUTABLE TO CO_2
NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE (Tables) | 3 Months Ended |
Sep. 30, 2020 | |
Earnings Per Share [Abstract] | |
Reconciliation of numerators and denominators of basic and diluted EPS computations | Reconciliation between the numerators and denominators of the basic and diluted income per share (“EPS”) computations is presented below: Three Months Ended 2020 2019 (in millions, except per share data) Amounts attributable to Coty Inc.: Net income from continuing operations 116.7 12.8 Convertible Series B Preferred Stock dividends (20.8) — Net income from continuing operations attributable to common stockholders 95.9 12.8 Net income from discontinued operations, net of tax 104.7 39.5 Net income attributable to common stockholders $ 200.6 $ 52.3 Weighted-average common shares outstanding: Weighted-average common shares outstanding—Basic 763.9 754.2 Effect of dilutive stock options and Series A/A-1 Preferred Stock (a) — 1.1 Effect of restricted stock and RSUs (b) 1.4 3.6 Effect of Convertible Series B Preferred Stock 151.4 — Weighted-average common shares outstanding—Diluted 916.7 758.9 Earnings per common share Earnings from continued operations per common share - basic $ 0.13 $ 0.02 Earnings from continued operations per common share - diluted $ 0.13 $ 0.02 Earnings from discontinued operations - basic $ 0.13 $ 0.05 Earnings from discontinued operations - diluted $ 0.11 $ 0.05 Earnings per common share - basic $ 0.26 $ 0.07 Earnings per common share - diluted $ 0.24 $ 0.07 (a) For the three months ended September 30, 2020 and 2019, outstanding stock options and Series A Preferred Stock with purchase or conversion rights to purchase 16.8 and 24.3 million shares of Common Stock, respectively, were excluded from the computation of diluted EPS as their inclusion would be anti-dilutive. |
DESCRIPTION OF BUSINESS (Detail
DESCRIPTION OF BUSINESS (Details) - Discontinued Operations, Held-for-sale or Disposed of by Sale - Coty's Professional And Retail Hair Business - USD ($) $ in Millions | Dec. 31, 2020 | Jun. 01, 2020 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Consideration to be received from divestment | $ 4,300 | |
Forecast | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Ownership percentage after transaction | 40.00% | |
KKR | Forecast | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Ownership percentage after transaction | 60.00% |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Restricted cash | $ 39.6 | $ 43.7 | |
Effective income tax rate, percentage | 200.20% | 1300.00% | |
Preliminary income tax benefit | $ 220.5 | ||
Gross unrecognized tax benefits | 281.2 | 277.9 | |
Unrecognized tax benefits that would impact effective tax rate | 154.5 | ||
Unrecognized tax benefits, net | 175.3 | 170.7 | |
Interest and penalties expense | 1.3 | $ 1.4 | |
Gross accrued interest and penalties | 20.8 | 19.3 | |
Reasonably possible decrease in UTBs (up to) | $ 36 | ||
Recourse obligation, percentage of net invoice value (up to) | 10.00% | ||
Decrease in retained earnings | $ 5,332.9 | 5,548.6 | |
Cumulative Effect, Period of Adoption, Adjustment | Adjustment due to the adoption of ASU No. 2016-13 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Decrease in retained earnings | 5.7 | ||
Cumulative Effect, Period Of Adoption, Pre-Tax Adjustment | Adjustment due to the adoption of ASU No. 2016-13 | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Decrease in retained earnings | $ 6.6 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) | 3 Months Ended | ||||
Sep. 30, 2020 | Sep. 30, 2019 | Dec. 31, 2020 | Jun. 30, 2020 | Jun. 01, 2020 | |
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
Net income from discontinued operations | $ 104,700,000 | $ 39,500,000 | |||
Working capital, maximum required for operations | 500,000,000 | ||||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Coty's Professional And Retail Hair Business | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Consideration to be received from divestment | $ 4,300,000,000 | ||||
Disposal Group, Including Discontinued Operation, Income Statement Disclosures [Abstract] | |||||
Net revenues | 566,400,000 | 531,600,000 | |||
Cost of sales | 181,000,000 | 176,500,000 | |||
Gross profit | 385,400,000 | 355,100,000 | |||
Selling, general and administrative expenses | 240,000,000 | 265,900,000 | |||
Amortization expense | 0 | 26,000,000 | |||
Restructuring costs | 0 | 1,200,000 | |||
Operating income | 145,400,000 | 62,000,000 | |||
Interest expense, net | 11,800,000 | 14,300,000 | |||
Other (income) expense, net | 100,000 | ||||
Other (income) expense, net | (100,000) | ||||
Income from discontinued operations before income taxes | 133,500,000 | 47,800,000 | |||
Income tax on discontinued operations | 28,800,000 | 8,300,000 | |||
Net income from discontinued operations | 104,700,000 | 39,500,000 | |||
NON-CASH OPERATING ITEMS | |||||
Depreciation and amortization | 0 | 36,300,000 | |||
CASH FLOW FROM INVESTING ACTIVITIES | |||||
Capital Expenditures | 4,700,000 | $ 7,900,000 | |||
ASSETS | |||||
Trade receivables | 239,300,000 | $ 168,000,000 | |||
Inventories | 252,800,000 | 269,200,000 | |||
Prepaid expenses and other current assets | 138,100,000 | 134,900,000 | |||
Property and equipment, net | 246,100,000 | 241,300,000 | |||
Goodwill | 900,400,000 | 874,800,000 | |||
Other intangible assets, net | 2,801,100,000 | 2,770,400,000 | |||
Operating lease right of use asset | 115,400,000 | 73,400,000 | |||
Deferred income taxes | 21,800,000 | 25,500,000 | |||
Other noncurrent assets | 48,400,000 | 55,600,000 | |||
TOTAL ASSETS HELD FOR SALE | 4,763,400,000 | 4,613,100,000 | |||
LIABILITIES | |||||
Accounts payable | 111,900,000 | 128,300,000 | |||
Accrued expenses and other current liabilities | 233,400,000 | 236,400,000 | |||
Current operating lease liabilities | 24,000,000 | 17,200,000 | |||
Income and other taxes payable | 17,500,000 | 15,800,000 | |||
Long-term operating lease liabilities | 92,900,000 | 65,900,000 | |||
Noncurrent deferred tax liabilities | 322,300,000 | 324,800,000 | |||
Pension and other post-employment benefits | 154,000,000 | 140,800,000 | |||
Other noncurrent liabilities | 29,100,000 | 27,500,000 | |||
TOTAL LIABILITIES HELD FOR SALE | $ 985,100,000 | $ 956,700,000 | |||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Coty's Professional And Retail Hair Business | Forecast | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Ownership percentage after transaction | 40.00% | ||||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Coty's Professional And Retail Hair Business | KKR | Forecast | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Ownership percentage after transaction | 60.00% |
SEGMENT REPORTING - Reporting S
SEGMENT REPORTING - Reporting Segments (Details) $ in Millions | 3 Months Ended | |
Sep. 30, 2020USD ($)segment | Sep. 30, 2019USD ($) | |
Segment Reporting Information [Line Items] | ||
Number of operating segments | segment | 3 | |
Net revenues | $ 1,124.1 | $ 1,411.2 |
Operating (loss) income | (66) | 64 |
Interest expense, net | 62.1 | 63.1 |
Other (income) expense, net | (5.8) | 2.3 |
Loss from continuing operations before income taxes | (122.3) | (1.4) |
Operating Segments | Americas | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 470.6 | 488.8 |
Operating (loss) income | 21.3 | (17.5) |
Operating Segments | EMEA | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 530.4 | 676.7 |
Operating (loss) income | 13 | 28.2 |
Operating Segments | Asia Pacific | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 123.1 | 190.2 |
Operating (loss) income | (19) | 8.5 |
Other | ||
Segment Reporting Information [Line Items] | ||
Net revenues | 0 | 55.5 |
Operating (loss) income | 0 | (10.9) |
Corporate | ||
Segment Reporting Information [Line Items] | ||
Operating (loss) income | $ (81.3) | $ 55.7 |
SEGMENT REPORTING - Reportable
SEGMENT REPORTING - Reportable Segments, Revenue by Product Category (Details) - Product Concentration Risk - Sales Revenue | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Segment Reporting Information [Line Items] | ||
Percentage of consolidated revenues | 100.00% | 100.00% |
Fragrance | ||
Segment Reporting Information [Line Items] | ||
Percentage of consolidated revenues | 55.80% | 58.00% |
Color Cosmetics | ||
Segment Reporting Information [Line Items] | ||
Percentage of consolidated revenues | 30.20% | 29.40% |
Hair Care | ||
Segment Reporting Information [Line Items] | ||
Percentage of consolidated revenues | 0.30% | 0.30% |
Skin & Body Care | ||
Segment Reporting Information [Line Items] | ||
Percentage of consolidated revenues | 13.70% | 12.30% |
BUSINESS COMBINATIONS, ASSET _3
BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES - King Kylie Transaction (Details) - King Kylie $ in Millions | Jan. 06, 2020USD ($) |
Business Acquisition [Line Items] | |
Percentage of equity interests acquired | 51.00% |
Base purchase price | $ 600 |
BUSINESS COMBINATIONS, ASSET _4
BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES - Schedule of Purchase Price Allocation (Details) - USD ($) $ in Millions | Jan. 06, 2020 | Sep. 30, 2020 | Jun. 30, 2020 |
Estimated fair value | |||
Goodwill | $ 4,023.7 | $ 3,973.9 | |
King Kylie | |||
Estimated fair value | |||
Cash and cash equivalents | 7.8 | 7.8 | |
Receivables | 1 | 1 | |
Inventories | 2.5 | 2.5 | |
Property, plant and equipment | 3.6 | 3.6 | |
Goodwill | 128.6 | 128.6 | |
Net other liabilities | (6.6) | (6.6) | |
Total value | 812.9 | 812.9 | |
Noncontrolling interest | 212.9 | 212.9 | |
Total purchase price | 600 | 600 | |
Measurement period adjustments | |||
Cash and cash equivalents | 0 | ||
Receivables | 0 | ||
Inventories | 0 | ||
Property, plant and equipment | 0 | ||
Goodwill | 0 | ||
Net other liabilities | 0 | ||
Total value | 0 | ||
King Kylie | Collaboration agreement | |||
Estimated fair value | |||
Intangibles | 369 | 369 | |
Measurement period adjustments | |||
Intangibles | 0 | ||
Estimated useful life (in years) | 20 years | ||
King Kylie | License agreement | |||
Estimated fair value | |||
Intangibles | 280 | 280 | |
Measurement period adjustments | |||
Intangibles | 0 | ||
Estimated useful life (in years) | 20 years | ||
King Kylie | Customer relationships | |||
Estimated fair value | |||
Intangibles | 27 | $ 27 | |
Measurement period adjustments | |||
Intangibles | $ 0 | ||
Estimated useful life (in years) | 1 year 6 months |
BUSINESS COMBINATIONS, ASSET _5
BUSINESS COMBINATIONS, ASSET ACQUISITIONS AND DIVESTITURES - Business Divestitures (Details) - USD ($) $ in Millions | Sep. 16, 2019 | Sep. 30, 2020 | Sep. 30, 2019 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Gain on divestitures and sale of brand assets | $ 0 | $ (84.5) | |
Discontinued Operations, Disposed of by Sale | Younique, LLC | |||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||
Proceeds from divestiture | $ 50 | ||
Promissory note face value | $ 27.9 | ||
Gain on sale of business | $ 111.5 |
ACQUISITION AND DIVESTITURE-R_2
ACQUISITION AND DIVESTITURE-RELATED COSTS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Business Combinations [Abstract] | ||
Acquisition-related costs | $ 0 | $ 0 |
Divestiture-related costs | $ 46.3 | $ 0 |
RESTRUCTURING COSTS - Restructu
RESTRUCTURING COSTS - Restructuring Costs by Program (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 30.1 | $ 4.8 | |
Transformation Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 31.2 | 7.6 | $ 156.6 |
Other Restructuring | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ (1.1) | $ (2.8) |
RESTRUCTURING COSTS - Narrative
RESTRUCTURING COSTS - Narrative (Details) - USD ($) $ in Millions | Jul. 01, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2023 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 |
Turnaround Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring and related activities, plan term | 4 years | ||||||
Transformation Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs incurred to date | $ 187.8 | ||||||
Additional restructuring charges | 140 | ||||||
Restructuring reserve | 146.4 | $ 132.6 | |||||
Payments for restructuring | 19.6 | ||||||
Transformation Plan | Forecast | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Payments for restructuring | $ 0.8 | $ 26.3 | $ 119.3 | ||||
Global Integration Activities | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring reserve | 9.1 | 10.4 | |||||
Restructuring income (expense) | (0.6) | $ (2.2) | |||||
Global Integration Activities | Forecast | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Payments for restructuring | $ 2.3 | 1.2 | 5.6 | ||||
Other Restructuring Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring reserve | 4.4 | $ 4.1 | |||||
Restructuring income (expense) | $ (0.5) | $ (0.6) | |||||
Other Restructuring Plan | Forecast | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Payments for restructuring | $ 0.2 | $ 4.2 |
RESTRUCTURING COSTS - Restruc_2
RESTRUCTURING COSTS - Restructuring Costs by Type (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | $ 30.1 | $ 4.8 | |
Transformation Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 31.2 | $ 7.6 | $ 156.6 |
Cumulative through September 30, 2020 | 187.8 | ||
Severance and Employee Benefits | Transformation Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 31.3 | 151.2 | |
Cumulative through September 30, 2020 | 182.5 | ||
Fixed Asset Write-offs | Transformation Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | (0.4) | (1.1) | |
Cumulative through September 30, 2020 | (1.5) | ||
Other Exit Costs | Transformation Plan | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring costs | 0.3 | $ 6.5 | |
Cumulative through September 30, 2020 | $ 6.8 |
RESTRUCTURING COSTS - Restruc_3
RESTRUCTURING COSTS - Restructuring Roll Forward (Details) - Transformation Plan $ in Millions | 3 Months Ended |
Sep. 30, 2020USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 132.6 |
Restructuring charges | 33.4 |
Payments | (19.6) |
Changes in estimates | (2.2) |
Non-cash utilization | 0.4 |
Adjustment for liabilities reclassified to held for sale | (2.2) |
Effect of exchange rates | 4 |
Ending balance | 146.4 |
Severance and Employee Benefits | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 131.9 |
Restructuring charges | 33.5 |
Payments | (19.6) |
Changes in estimates | (2.2) |
Non-cash utilization | 0 |
Adjustment for liabilities reclassified to held for sale | (2.2) |
Effect of exchange rates | 4 |
Ending balance | 145.4 |
Fixed Asset Write-offs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 0 |
Restructuring charges | (0.4) |
Payments | 0 |
Changes in estimates | 0 |
Non-cash utilization | 0.4 |
Adjustment for liabilities reclassified to held for sale | 0 |
Effect of exchange rates | 0 |
Ending balance | 0 |
Other Exit Costs | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 0.7 |
Restructuring charges | 0.3 |
Payments | 0 |
Changes in estimates | 0 |
Non-cash utilization | 0 |
Adjustment for liabilities reclassified to held for sale | 0 |
Effect of exchange rates | 0 |
Ending balance | $ 1 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 145.7 | $ 148.6 |
Work-in-process | 8.4 | 11.1 |
Finished goods | 573.6 | 518.5 |
Total inventories | $ 727.7 | $ 678.2 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Changes in Goodwill (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Jun. 30, 2020 | |
Goodwill [Roll Forward] | ||
Gross beginning balance | $ 8,014 | |
Accumulated impairments | (4,040.1) | $ (4,040.1) |
Net beginning balance | 3,973.9 | |
Foreign currency translation | 49.8 | |
Gross ending balance | 8,063.8 | |
Accumulated impairments | (4,040.1) | (4,040.1) |
Net ending balance | 4,023.7 | |
Americas | ||
Goodwill [Roll Forward] | ||
Gross beginning balance | 3,112.2 | |
Accumulated impairments | (1,768.7) | (1,768.7) |
Net beginning balance | 1,343.5 | |
Foreign currency translation | 11.9 | |
Gross ending balance | 3,124.1 | |
Accumulated impairments | (1,768.7) | (1,768.7) |
Net ending balance | 1,355.4 | |
EMEA | ||
Goodwill [Roll Forward] | ||
Gross beginning balance | 3,638.9 | |
Accumulated impairments | (1,857.3) | (1,857.3) |
Net beginning balance | 1,781.6 | |
Foreign currency translation | 24.4 | |
Gross ending balance | 3,663.3 | |
Accumulated impairments | (1,857.3) | (1,857.3) |
Net ending balance | 1,806 | |
Asia Pacific | ||
Goodwill [Roll Forward] | ||
Gross beginning balance | 1,262.9 | |
Accumulated impairments | (414.1) | (414.1) |
Net beginning balance | 848.8 | |
Foreign currency translation | 13.5 | |
Gross ending balance | 1,276.4 | |
Accumulated impairments | (414.1) | $ (414.1) |
Net ending balance | $ 862.3 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Other Intangible Assets, Net (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Indefinite-lived other intangible assets | $ 1,012.6 | $ 995.5 |
Finite-lived other intangible assets, net | 3,410.9 | 3,376.6 |
Total Other intangible assets, net | $ 4,423.5 | $ 4,372.1 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Schedule of Indefinite Lived Intangible Assets (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Jun. 30, 2020 | |
Indefinite-lived Intangible Assets [Roll Forward] | ||
Gross beginning balance | $ 1,909 | |
Accumulated impairments | (913.5) | $ (913.5) |
Net beginning balance | 995.5 | |
Foreign currency translation | 17.1 | |
Gross ending balance | 1,926.1 | |
Accumulated impairments | (913.5) | (913.5) |
Net ending balance | 1,012.6 | |
Trademarks | ||
Indefinite-lived Intangible Assets [Roll Forward] | ||
Gross beginning balance | 1,909 | |
Accumulated impairments | (913.5) | (913.5) |
Net beginning balance | 995.5 | |
Foreign currency translation | 17.1 | |
Gross ending balance | 1,926.1 | |
Accumulated impairments | (913.5) | $ (913.5) |
Net ending balance | $ 1,012.6 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Schedule of Intangible Assets Subject to Amortization (Details) - USD ($) $ in Millions | Jan. 06, 2020 | Sep. 30, 2020 | Jun. 30, 2020 |
Finite-Lived Intangible Assets [Line Items] | |||
Cost | $ 5,186.3 | $ 5,059.2 | |
Accumulated Amortization | (1,749.8) | (1,657) | |
Accumulated Impairment | (25.6) | (25.6) | |
Net | 3,410.9 | 3,376.6 | |
License agreement | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 3,972.8 | 3,861.2 | |
Accumulated Amortization | (1,080.4) | (1,021.1) | |
Accumulated Impairment | (19.6) | (19.6) | |
Net | 2,872.8 | 2,820.5 | |
License agreement | King Kylie | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired | $ 649 | ||
Customer relationships | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 795.9 | 786.1 | |
Accumulated Amortization | (453.4) | (427.3) | |
Accumulated Impairment | (5.5) | (5.5) | |
Net | 337 | 353.3 | |
Customer relationships | King Kylie | |||
Finite-Lived Intangible Assets [Line Items] | |||
Intangible assets acquired | $ 27 | ||
Trademarks | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 329.4 | 325.7 | |
Accumulated Amortization | (159.8) | (154) | |
Accumulated Impairment | (0.5) | (0.5) | |
Net | 169.1 | 171.2 | |
Product formulations and technology | |||
Finite-Lived Intangible Assets [Line Items] | |||
Cost | 88.2 | 86.2 | |
Accumulated Amortization | (56.2) | (54.6) | |
Accumulated Impairment | 0 | 0 | |
Net | $ 32 | $ 31.6 |
GOODWILL AND OTHER INTANGIBLE_7
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $ 65.4 | $ 58.3 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Sep. 30, 2020 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, term of contract | 10 years |
Maximum | |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, term of contract | 25 years |
LEASES - Lease cost (Details)
LEASES - Lease cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Lease Cost: | ||
Operating lease cost | $ 19.2 | $ 26.4 |
Short-term lease cost | 0.2 | 0.6 |
Variable lease cost | 13.9 | 10.3 |
Sublease income | (1.5) | (2.2) |
Net lease cost | 31.8 | 35.1 |
Other information: | ||
Operating cash outflows from operating leases | (31.4) | (26.6) |
Right-of-use assets obtained in exchange for lease obligations | $ (26.1) | |
Right-of-use assets obtained in exchange for lease obligations | $ 8 | |
Weighted-average remaining lease term - real estate | 6 years 9 months 18 days | 7 years 7 months 6 days |
Weighted-average discount rate - real estate leases | 3.20% | 3.92% |
LEASES - Minimum lease payments
LEASES - Minimum lease payments (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Minimum lease payments | ||
2021, remaining | $ 82.5 | |
2022 | 83.6 | |
2023 | 57.8 | |
2024 | 46 | |
2025 | 35.5 | |
Thereafter | 116.5 | |
Total future lease payments | 421.9 | |
Less: imputed interest | (40.1) | |
Total present value of lease liabilities | 381.8 | |
Current operating lease liabilities | 92.6 | $ 105 |
Long-term operating lease liabilities | 289.2 | $ 317.4 |
Total operating lease liabilities | $ 381.8 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
Debt Instrument [Line Items] | ||
Short-term debt | $ 1.7 | $ 0 |
Long-term debt | 8,398 | |
Other long-term debt and capital lease obligations | 0.5 | 0.6 |
Total debt | 8,400.2 | 8,156.3 |
Less: Short-term debt and current portion of long-term debt | (195.4) | (188.3) |
Total Long-term debt | 8,204.8 | 7,968 |
Less: Unamortized debt issuance costs | (61.4) | (66.9) |
Less: Discount on Long-term debt | (8.6) | (9) |
Total Long-term debt, net | 8,134.8 | 7,892.1 |
Line of Credit | 2018 Coty Revolving Credit Facility due April 2023 | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,560.2 | 1,438.8 |
Line of Credit | 2018 Coty Term A Facility due April 2023 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 3,006.1 | 2,959 |
Line of Credit | 2018 Coty Term B Facility due April 2025 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 2,343.2 | 2,308.5 |
Line of Credit | 2026 Dollar Notes due April 2026 | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 550 | 550 |
Line of Credit | 2023 Euro Notes due April 2023 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 645.2 | 618.3 |
Line of Credit | 2026 Euro Notes due April 2026 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 293.3 | $ 281.1 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | Sep. 30, 2020USD ($)quarter | Jun. 27, 2019USD ($) | Jun. 26, 2019 | Apr. 05, 2018USD ($) | Sep. 30, 2020USD ($)quarter | Jun. 30, 2020USD ($) | Apr. 29, 2020USD ($) | Apr. 05, 2018EUR (€) |
Debt Instrument [Line Items] | ||||||||
Short-term debt | $ 1,700,000 | $ 1,700,000 | $ 0 | |||||
Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Undrawn letters of credit and bank guarantees | 8,500,000 | 8,500,000 | 6,000,000 | |||||
Bank Guarantee | ||||||||
Debt Instrument [Line Items] | ||||||||
Undrawn letters of credit and bank guarantees | $ 45,200,000 | $ 45,200,000 | $ 45,700,000 | |||||
Incurrence Incremental Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Net leverage ratio | 5 | 5.25 | ||||||
2018 Coty Term A Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | € | € 2,035,000,000 | |||||||
2018 Coty Term B Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | € | € 850,000,000 | |||||||
Coty Term Loan B Facility due October 2022 | ||||||||
Debt Instrument [Line Items] | ||||||||
LIBOR floor | 0.00% | 0.00% | ||||||
Coty Term Loan B Facility due October 2022 | LIBOR | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate, percentage | 2.25% | |||||||
Coty Term Loan B Facility due October 2022 | Alternative Base Rate | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate, percentage | 1.25% | |||||||
Coty Term Loan B Facility due October 2022 | Euro Interbank Offered Rate (Euribor) | ||||||||
Debt Instrument [Line Items] | ||||||||
Basis spread on variable rate, percentage | 2.50% | |||||||
Senior Unsecured Notes | 2026 Dollar Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount of term loan facility | $ 550,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 6.50% | 6.50% | ||||||
Senior Unsecured Notes | 2026 Euro Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount of term loan facility | € | € 250,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 4.75% | 4.75% | ||||||
Line of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 2,750,000,000 | |||||||
Decrease in total commitments | $ 500,000,000 | |||||||
Quarterly minimum liquidity covenant | $ 350,000,000 | |||||||
Total Net Leverage Ratio, material acquisition, number of fiscal quarters | quarter | 4 | 4 | ||||||
Total Net Leverage Ratio, material acquisition, number of fiscal quarters, no greater than the maximum Total Net Leverage Ratio | quarter | 2 | 2 | ||||||
Line of Credit | Maximum | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable leverage ratio following the closing of any material acquisition | 5.95 | |||||||
Line of Credit | Minimum | ||||||||
Debt Instrument [Line Items] | ||||||||
Applicable leverage ratio following the closing of any material acquisition | 1 | |||||||
Line of Credit | 2023 Euro Notes | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Amount of term loan facility | € | € 550,000,000 | |||||||
Debt instrument, interest rate, stated percentage | 4.00% | 4.00% | ||||||
Line of Credit | 2018 Coty Term A Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 1,000,000,000 | |||||||
Line of Credit | 2018 Coty Term A Facility | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Quarterly repayment percentage | 1.25% | |||||||
Line of Credit | 2018 Coty Term B Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 1,400,000,000 | |||||||
Discount percentage | 0.25% | 0.25% | ||||||
Line of Credit | 2018 Coty Term B Facility | Term Loan | ||||||||
Debt Instrument [Line Items] | ||||||||
Quarterly repayment percentage | 0.25% | |||||||
Line of Credit | 2018 Coty Revolving Credit Facility | Letter of Credit | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 150,000,000 | |||||||
Line of Credit | 2018 Coty Revolving Credit Facility | Revolving Credit Facility | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | 3,250,000,000 | |||||||
Line of Credit | 2018 Coty Revolving Credit Facility | Swingline loans | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | 150,000,000 | |||||||
Line of Credit | 2018 Coty Revolving Credit Facility | Incurrence Incremental Facilities | ||||||||
Debt Instrument [Line Items] | ||||||||
Aggregate principal amount | $ 1,700,000,000 | |||||||
Net leverage ratio | 3 | |||||||
Senior Unsecured Notes | ||||||||
Debt Instrument [Line Items] | ||||||||
Debt instrument, redemption price, percentage | 101.00% |
DEBT - Pricing Tiers (Details)
DEBT - Pricing Tiers (Details) | 3 Months Ended |
Sep. 30, 2020 | |
Pricing Tier Five | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 2.00% |
Pricing Tier Five | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.00% |
Pricing Tier Four | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.75% |
Pricing Tier Four | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.75% |
Pricing Tier Three | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.50% |
Pricing Tier Three | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.50% |
Pricing Tier Two | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.25% |
Pricing Tier Two | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.25% |
Pricing Tier One | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.125% |
Pricing Tier One | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.125% |
Pricing Tier One | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 2.00% |
Pricing Tier One | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.00% |
Pricing Tier Two | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.75% |
Pricing Tier Two | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.75% |
Pricing Tier Three | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.50% |
Pricing Tier Three | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.50% |
Pricing Tier Four | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.25% |
Pricing Tier Four | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.25% |
Pricing Tier Five | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.125% |
Pricing Tier Five | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.125% |
Pricing Tier Six | LIBOR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1.00% |
Pricing Tier Six | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0.00% |
Minimum | Pricing Tier One | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 4.75 |
Minimum | Pricing Tier Two | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 4 |
Minimum | Pricing Tier Three | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 2.75 |
Minimum | Pricing Tier Four | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 2 |
Minimum | Pricing Tier Five | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 1.50 |
Maximum | Pricing Tier Two | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 4.75 |
Maximum | Pricing Tier Three | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 4 |
Maximum | Pricing Tier Four | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 2.75 |
Maximum | Pricing Tier Five | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 2 |
Maximum | Pricing Tier Six | |
Debt Instrument [Line Items] | |
Net Leverage Ratio | 1.50 |
DEBT - Schedule of Fair Value o
DEBT - Schedule of Fair Value of Debt (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
2018 Coty Credit Agreement | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Fair value of debt | $ 6,909.5 | $ 6,706.3 |
2018 Coty Credit Agreement | Fair Value | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 6,334.3 | 5,962.3 |
Senior Unsecured Notes | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 1,488.5 | 1,449.4 |
Senior Unsecured Notes | Fair Value | ||
Debt Instrument [Line Items] | ||
Fair value of debt | $ 1,206.6 | $ 1,270.3 |
DEBT - Schedule of Maturities o
DEBT - Schedule of Maturities of Long-Term Debt (Details) $ in Millions | Sep. 30, 2020USD ($) |
Debt Disclosure [Abstract] | |
2021, remaining | $ 145 |
2022 | 193.3 |
2023 | 4,939 |
2024 | 24 |
2025 | 2,253.4 |
Thereafter | 843.3 |
Total | $ 8,398 |
DEBT - Total Net Leverage Ratio
DEBT - Total Net Leverage Ratio (Details) | Apr. 29, 2020USD ($) | Sep. 30, 2020USD ($) |
Debt Instrument [Line Items] | ||
Immediate Liquidity | $ 1,721,700,000 | |
Line of Credit | ||
Debt Instrument [Line Items] | ||
Quarterly minimum liquidity covenant | $ 350,000,000 | |
June 30, 2021 through December 31, 2021 | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 5.25 | |
March 31, 2022 | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 5 | |
June 30, 2022 | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 4.75 | |
September 30, 2022 | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 4.50 | |
December 31, 2022 | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 4.25 | |
March 31, 2023 through June 30, 2023 | ||
Debt Instrument [Line Items] | ||
Net leverage ratio | 4 |
INTEREST EXPENSE, NET (Details)
INTEREST EXPENSE, NET (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Interest Income (Expense), Net [Abstract] | ||
Interest expense | $ 59 | $ 61.2 |
Foreign exchange losses, net of derivative contracts | 4.4 | 3.8 |
Interest income | (1.3) | (1.9) |
Total interest expense, net | $ 62.1 | $ 63.1 |
EMPLOYEE BENEFIT PLANS - Narrat
EMPLOYEE BENEFIT PLANS - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Curtailment gain | $ 5.3 | $ 0 |
Net periodic benefit cost | 2.1 | 9 |
Discontinued Operations | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Net periodic benefit cost | 3.7 | 3.6 |
International | Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Curtailment gain | 5.3 | 0 |
Net periodic benefit cost | 1.9 | $ 9.5 |
Turnaround Plan | International | Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Curtailment gain | $ 5.3 |
EMPLOYEE BENEFIT PLANS - Schedu
EMPLOYEE BENEFIT PLANS - Schedule of Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | $ 7 | $ 10 |
Interest cost | 2.9 | 2.8 |
Expected return on plan assets | (1.9) | (2.1) |
Amortization of prior service credit | (1) | (1.8) |
Amortization of net loss | 0.4 | 0.1 |
Curtailment gain recognized | (5.3) | 0 |
Net periodic benefit cost (credit) | 2.1 | 9 |
Other Post- Employment Benefits | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0.3 | 0.5 |
Interest cost | 0.3 | 0.4 |
Expected return on plan assets | 0 | 0 |
Amortization of prior service credit | (0.9) | (1.6) |
Amortization of net loss | 0 | 0 |
Curtailment gain recognized | 0 | 0 |
Net periodic benefit cost (credit) | (0.3) | (0.7) |
U.S. | Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 0 | 0 |
Interest cost | 0.1 | 0.1 |
Expected return on plan assets | 0 | 0 |
Amortization of prior service credit | 0 | 0 |
Amortization of net loss | 0.4 | 0.1 |
Curtailment gain recognized | 0 | 0 |
Net periodic benefit cost (credit) | 0.5 | 0.2 |
International | Pension Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Service cost | 6.7 | 9.5 |
Interest cost | 2.5 | 2.3 |
Expected return on plan assets | (1.9) | (2.1) |
Amortization of prior service credit | (0.1) | (0.2) |
Amortization of net loss | 0 | 0 |
Curtailment gain recognized | (5.3) | 0 |
Net periodic benefit cost (credit) | $ 1.9 | $ 9.5 |
DERIVATIVE INSTRUMENTS - Narrat
DERIVATIVE INSTRUMENTS - Narrative (Details) - USD ($) | 1 Months Ended | 3 Months Ended | |||
Sep. 30, 2020 | Sep. 30, 2019 | Sep. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2020 | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Payment for termination of derivative | $ 37,600,000 | $ 0 | |||
Accumulated other comprehensive income (loss) | $ (462,100,000) | (462,100,000) | $ (456,200,000) | ||
Other Foreign Currency Translation Adjustments | Net investment hedge | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Accumulated other comprehensive income (loss) | 88,800,000 | 88,800,000 | 261,900,000 | ||
Cross-currency swap contracts | Net investment hedge | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Notional amount | 550,000,000 | 550,000,000 | |||
Payment for termination of derivative | 37,600,000 | ||||
Interest rate swap contracts | Interest Rate Risk | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Notional amount | 3,000,000,000 | 3,000,000,000 | 3,000,000,000 | ||
Derivative, incremental notional amount | $ 1,000,000,000 | ||||
Foreign exchange forward contracts | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Cash flow hedges in AOCI, net of tax | (37,300,000) | (37,300,000) | (43,000,000) | ||
Cash flow hedge to be reclassified during next 12 months | (23,400,000) | (23,400,000) | |||
Foreign exchange forward contracts | Other Foreign Currency Translation Adjustments | Net investment hedge | |||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||
Accumulated other comprehensive income (loss) | $ (37,600,000) | $ (37,600,000) | $ (12,500,000) |
DERIVATIVE INSTRUMENTS - Gains
DERIVATIVE INSTRUMENTS - Gains and Losses Recognized in OCI (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | $ (173.1) | $ 157.3 |
Foreign exchange forward contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | (1.2) | 0.4 |
Interest rate swap contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | 0.2 | (0.5) |
Cross-currency swap contracts | ||
Derivative [Line Items] | ||
Gain (Loss) Recognized in OCI | $ (25.1) | $ 3.9 |
DERIVATIVE INSTRUMENTS - Amount
DERIVATIVE INSTRUMENTS - Amount of Gains and Losses Reclassified from AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Net revenues | Foreign exchange forward contracts | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Amount of gain (loss) reclassified from AOCI into income | $ 1 | $ 0 |
Net revenues | Interest rate swap contracts | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Amount of gain (loss) reclassified from AOCI into income | 0 | 0 |
Interest expense, net | Foreign exchange forward contracts | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Amount of gain (loss) reclassified from AOCI into income | 0 | 0 |
Interest expense, net | Interest rate swap contracts | ||
Reclassification Adjustment out of Accumulated Other Comprehensive Income on Derivatives [Line Items] | ||
Amount of gain (loss) reclassified from AOCI into income | $ (9.8) | $ 0.9 |
DERIVATIVE INSTRUMENTS - Deriva
DERIVATIVE INSTRUMENTS - Derivatives Not Designated as Hedging (Details) - Foreign exchange forward contracts - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Selling, general and administrative expenses | ||
Derivative [Line Items] | ||
Gain (loss) recognized in operations | $ 0.1 | $ (0.5) |
Interest expense, net | ||
Derivative [Line Items] | ||
Gain (loss) recognized in operations | 5.3 | 4.7 |
Other expense, net | ||
Derivative [Line Items] | ||
Gain (loss) recognized in operations | $ (0.3) | $ (0.1) |
EQUITY AND CONVERTIBLE PREFER_3
EQUITY AND CONVERTIBLE PREFERRED STOCK - Narrative (Details) | Jul. 31, 2020USD ($)shares | May 26, 2020USD ($)shares | May 11, 2020USD ($)$ / sharesshares | Sep. 30, 2020USD ($)voteclass$ / sharesshares | Sep. 30, 2019USD ($)shares | Jun. 30, 2020USD ($)$ / sharesshares | Apr. 29, 2020shares | Feb. 03, 2016USD ($) |
Class of Stock [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Common stock, shares authorized (in shares) | 1,250,000,000 | 1,250,000,000 | ||||||
Common stock, shares outstanding (in shares) | 765,700,000 | 765,100,000 | ||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | ||||||
Number of classes of preferred stock | class | 2 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | ||||||
Preferred stock, shares issued (in shares) | 1,500,000 | 1,500,000 | ||||||
Preferred stock, shares outstanding (in shares) | 1,500,000 | 1,500,000 | ||||||
Preferred stock classified as equity | $ | $ 0 | $ 0 | ||||||
Payments of dividends | $ | $ 800,000 | |||||||
Number of shares repurchased (in shares) | 0 | 500,000 | ||||||
Treasury stock, value, acquired, cost method | $ | $ 4,500,000 | |||||||
Changes in dividends accrued | $ | $ 800,000 | |||||||
Restricted Stock Units | ||||||||
Class of Stock [Line Items] | ||||||||
Dividends, common stock, no longer expected to vest, forfeitures | $ | 800,000 | |||||||
Payment for previously accrued dividends | $ | 800,000 | |||||||
Restricted Stock Units and Phantom Units | Accrued Expenses and Other Current Liabilities | ||||||||
Class of Stock [Line Items] | ||||||||
Dividends payable | $ | 2,000,000 | |||||||
Restricted Stock Units and Phantom Units | Other Noncurrent Liabilities | ||||||||
Class of Stock [Line Items] | ||||||||
Dividends payable | $ | $ 3,000,000 | |||||||
Common Class A | ||||||||
Class of Stock [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Votes per share | vote | 1 | |||||||
Common stock, shares authorized (in shares) | 1,250,000,000 | |||||||
Common stock, shares outstanding (in shares) | 765,700,000 | |||||||
Shares registered for purchase (in shares) | 19,300,000 | |||||||
Option to receive dividend, percentage reinvested in common stock | 50.00% | |||||||
Common Class A | Cottage Holdco B.V. | ||||||||
Class of Stock [Line Items] | ||||||||
Parent ownership percentage | 61.00% | |||||||
Common Class A | Incremental Repurchase Program | ||||||||
Class of Stock [Line Items] | ||||||||
Authorized repurchase amount | $ | $ 500,000,000 | |||||||
Number of shares repurchased (in shares) | 0 | |||||||
Share repurchase program, remaining authorized repurchase amount | $ | $ 396,800,000 | |||||||
Series A Preferred Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Votes per share | vote | 0 | |||||||
Preferred stock, shares authorized (in shares) | 1,500,000 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Preferred stock, shares issued (in shares) | 1,500,000 | |||||||
Preferred stock, shares outstanding (in shares) | 1,500,000 | |||||||
Series A-1 Preferred Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Votes per share | vote | 0 | |||||||
Preferred stock, shares authorized (in shares) | 0 | |||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Preferred stock, shares issued (in shares) | 0 | |||||||
Preferred stock, shares outstanding (in shares) | 0 | |||||||
Series B Preferred Stock | ||||||||
Class of Stock [Line Items] | ||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | |||||||
Sale of stock, shares authorized (in shares) | 1,000,000 | |||||||
Sale of stock, maximum purchase price received | $ | $ 1,000,000,000 | |||||||
Sale of stock, price per share (in dollars per share) | $ / shares | $ 1,000 | |||||||
Sale of stock, number of shares issued (in shares) | 250,000 | 750,000 | ||||||
Sale of stock, consideration received | $ | $ 250,000,000 | $ 750,000,000 | ||||||
Preferred stock, dividend rate | 9.00% | 9.00% | ||||||
Dividends payable | $ | $ 27,300,000 | $ 6,500,000 | ||||||
Payments of dividends | $ | $ 0 | |||||||
Series B Preferred Stock | Sale Of Stock, Initial Issuance | ||||||||
Class of Stock [Line Items] | ||||||||
Sale of stock, shares authorized (in shares) | 750,000 | |||||||
Series B Preferred Stock | Sale Of Stock, Second Issuance | ||||||||
Class of Stock [Line Items] | ||||||||
Sale of stock, shares authorized (in shares) | 250,000 |
EQUITY AND CONVERTIBLE PREFER_4
EQUITY AND CONVERTIBLE PREFERRED STOCK - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | $ 3,228.8 | $ 4,593.4 |
Other comprehensive (loss) income before reclassifications | (11.4) | (123.1) |
Net amounts reclassified from AOCI/(L) | 5.5 | (1.5) |
Net current-period other comprehensive income (loss) | (5.9) | (124.6) |
Balance, end of period | 3,425.6 | 4,464.3 |
Total | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | (456.2) | (58.8) |
Balance, end of period | (462.1) | (183.4) |
Loss on Cash Flow Hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | (43) | (13.3) |
Other comprehensive (loss) income before reclassifications | (1) | (0.5) |
Net amounts reclassified from AOCI/(L) | 6.7 | (0.7) |
Net current-period other comprehensive income (loss) | 5.7 | (1.2) |
Balance, end of period | (37.3) | (14.5) |
Gain (loss) on Net Investment Hedge | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | 261.9 | 214.8 |
Other comprehensive (loss) income before reclassifications | (210.7) | 161.2 |
Net amounts reclassified from AOCI/(L) | 0 | 0 |
Net current-period other comprehensive income (loss) | (210.7) | 161.2 |
Balance, end of period | 51.2 | 376 |
Other Foreign Currency Translation Adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | (683.8) | (257.4) |
Other comprehensive (loss) income before reclassifications | 200.3 | (283.8) |
Net amounts reclassified from AOCI/(L) | 0 | 0 |
Net current-period other comprehensive income (loss) | 200.3 | (283.8) |
Balance, end of period | (483.5) | (541.2) |
Pension and Other Post-Employment Benefit Plans | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | 8.7 | (2.9) |
Other comprehensive (loss) income before reclassifications | 0 | 0 |
Net amounts reclassified from AOCI/(L) | (1.2) | (0.8) |
Net current-period other comprehensive income (loss) | (1.2) | (0.8) |
Balance, end of period | 7.5 | $ (3.7) |
Reclassification from accumulated other comprehensive income (loss), current period, before tax | (1.2) | |
Other comprehensive income (loss), tax | $ 0 |
SHARE-BASED COMPENSATION PLAN_2
SHARE-BASED COMPENSATION PLANS - Schedule Of Share-based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 5.7 | $ 4.4 |
Share-based compensation expense | 6.2 | 6.2 |
Additional Paid-in Capital | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 6.2 | 6.2 |
Equity plan expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | 4.9 | 4.4 |
Equity plan expense | Additional Paid-in Capital | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 6.2 | 6.3 |
Equity plan expense | Additional Paid-in Capital | Discontinued Operations | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Share-based compensation expense | 1.3 | 1.9 |
Equity plan modified and cash settled | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | 0.9 | 0 |
Liability plan (income) expense | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ (0.1) | $ 0 |
SHARE-BASED COMPENSATION PLAN_3
SHARE-BASED COMPENSATION PLANS - Narrative (Details) - USD ($) | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 5,700,000 | $ 4,400,000 |
Forfeitures of share-based compensation instruments | (700,000) | (2,500,000) |
Stock Option | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total unrecognized share-based compensation expense | $ 20,400,000 | |
Weighted-average period for unrecognized share-based compensation | 3 years 2 months 8 days | |
Restricted Stock Units | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total unrecognized share-based compensation expense | $ 0 | |
Weighted-average period for unrecognized share-based compensation | 0 years | |
Restricted Stock Units and Other Share Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 5,300,000 | 3,600,000 |
Total unrecognized share-based compensation expense | $ 60,000,000 | |
Weighted-average period for unrecognized share-based compensation | 3 years 2 months 26 days | |
Awards granted (in shares) | 0 | |
Restricted Stock and Other Share Awards | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ (100,000) | 0 |
Awards granted (in shares) | 0 | |
Non-Qualified Options | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 600,000 | 300,000 |
Options granted (in shares) | 0 | |
Series A Preferred Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total unrecognized share-based compensation expense | $ 0 | |
Weighted-average period for unrecognized share-based compensation | 0 years | |
Awards granted (in shares) | 0 | |
Series A-1 Preferred Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Awards granted (in shares) | 0 | |
Series A and A-1 Preferred Stock | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ (100,000) | 500,000 |
Selling, general and administrative expenses | ||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||
Total share-based compensation expense | $ 6,400,000 | $ 6,900,000 |
NET INCOME ATTRIBUTABLE TO CO_3
NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | |
Sep. 30, 2020 | Sep. 30, 2019 | |
Amounts attributable to Coty Inc. | ||
Net income from continuing operations | $ 116.7 | $ 12.8 |
Convertible Series B Preferred Stock dividends | (20.8) | 0 |
Net income from continuing operations attributable to common stockholders | 95.9 | 12.8 |
Net income from discontinued operations | 104.7 | 39.5 |
Net income attributable to common stockholders | $ 200.6 | $ 52.3 |
Weighted-average common shares outstanding: | ||
Weighted-average common shares outstanding—Basic (in shares) | 763.9 | 754.2 |
Effect of dilutive stock options and Series A/A-1 Preferred Stock (in shares) | 0 | 1.1 |
Effect of restricted stock and RSUs (in shares) | 1.4 | 3.6 |
Effect of Convertible Series B Preferred Stock (in shares) | 151.4 | 0 |
Weighted-average common shares outstanding—Diluted (in shares) | 916.7 | 758.9 |
Earnings per common share | ||
Earnings from continued operations per common share - basic (in dollars per share) | $ 0.13 | $ 0.02 |
Earnings from continued operations per common share - diluted (in dollars per share) | 0.13 | 0.02 |
Earnings from discontinued operations - basic (in dollars per share) | 0.13 | 0.05 |
Earnings from discontinued operations - diluted (in dollars per share) | 0.11 | 0.05 |
Earnings per common share - basic (in dollars per share) | 0.26 | 0.07 |
Earnings per common share - diluted (in dollars per share) | $ 0.24 | $ 0.07 |
Stock options and Series A preferred stock | ||
Earnings per common share | ||
Anti-dilutive shares (in shares) | 16.8 | 24.3 |
RSUs | ||
Earnings per common share | ||
Anti-dilutive shares (in shares) | 10.9 | 0.6 |
MANDATORILY REDEEMABLE FINANC_2
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS - Mandatorily Redeemable Financial Interest (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 |
United Arab Emirates Joint Venture | ||
Noncontrolling Interest [Line Items] | ||
Ownership percentage by noncontrolling owners | 25.00% | |
United Arab Emirates Joint Venture | ||
Noncontrolling Interest [Line Items] | ||
Mandatorily redeemable financial instrument, noncontrolling interest | $ 7.5 | $ 8.8 |
MANDATORILY REDEEMABLE FINANC_3
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS - Redeemable Noncontrolling Interests (Details) - USD ($) $ in Millions | Sep. 30, 2020 | Jun. 30, 2020 | Sep. 30, 2019 | Jun. 30, 2019 |
Redeemable Noncontrolling Interest [Line Items] | ||||
Non-cash redeemable noncontrolling interest for business combinations | $ 83.1 | $ 79.1 | $ 94.6 | $ 451.8 |
Middle East Subsidiary | ||||
Redeemable Noncontrolling Interest [Line Items] | ||||
Ownership percentage by noncontrolling owners | 25.00% | |||
Non-cash redeemable noncontrolling interest for business combinations | $ 83.1 | $ 79.1 |
COMMITMENTS AND CONTINGENCIES -
COMMITMENTS AND CONTINGENCIES - Narrative (Details) R$ in Millions, $ in Millions | 3 Months Ended | |||
Sep. 30, 2020USD ($) | Sep. 30, 2020BRL (R$) | Sep. 30, 2020BRL (R$) | Jun. 30, 2020USD ($) | |
Loss Contingencies [Line Items] | ||||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 20.8 | $ 19.3 | ||
Brazilian Tax Assessments | Pending Litigation | Tax Years 2016 And 2017 | ||||
Loss Contingencies [Line Items] | ||||
Unrecognized tax benefits, income tax penalties and interest accrued | 44.2 | R$ 249.0 | ||
Brazilian Tax Assessments | Pending Litigation | Tax Years 2017 Through 2019 | ||||
Loss Contingencies [Line Items] | ||||
Unrecognized tax benefits, income tax penalties and interest accrued | 102.8 | R$ 579.0 | ||
Brazilian Tax Assessments | Pending Litigation | Tax Period February 2016 Through December 2017 | ||||
Loss Contingencies [Line Items] | ||||
Tax assessments, including estimated interest and penalties | $ 59.4 | R$ 334.8 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) | 1 Months Ended | 3 Months Ended | ||
Jul. 31, 2020 | Sep. 30, 2020USD ($) | Dec. 31, 2020 | Jun. 30, 2020 | |
CEO | ||||
Related Party Transaction [Line Items] | ||||
Contribution agreement, percentage of total number of shares of common stock owed, to be transferred upon vesting | 0.50 | |||
KKR | Closing of Convertible Preferred Stock | ||||
Related Party Transaction [Line Items] | ||||
Expenses | $ 7,600,000 | |||
KKR | Consulting and Advisory Services | ||||
Related Party Transaction [Line Items] | ||||
Expenses | $ 0 | |||
KKR | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage assuming full conversion of preferred stock | 17.00% | |||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Coty's Professional And Retail Hair Business | Forecast | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage after transaction | 40.00% | |||
Discontinued Operations, Held-for-sale or Disposed of by Sale | Coty's Professional And Retail Hair Business | KKR | Forecast | ||||
Related Party Transaction [Line Items] | ||||
Ownership percentage after transaction | 60.00% |