Cover
Cover - shares | 9 Months Ended | |
Mar. 31, 2023 | Apr. 30, 2023 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2023 | |
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, $0.01 par value | |
Trading Symbol | COTY | |
Security Exchange Name | NYSE | |
Entity Common Stock, Shares Outstanding (in shares) | 852,796,812 | |
Amendment Flag | false | |
Entity Central Index Key | 0001024305 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --06-30 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Income Statement [Abstract] | ||||
Net revenues | $ 1,288.9 | $ 1,186.2 | $ 4,202.5 | $ 4,136.1 |
Cost of sales | 478.1 | 423.1 | 1,504.7 | 1,489 |
Gross profit | 810.8 | 763.1 | 2,697.8 | 2,647.1 |
Selling, general and administrative expenses | 720.4 | 659.3 | 2,145.4 | 2,154.5 |
Amortization expense | 48.2 | 50.2 | 143.1 | 158.6 |
Restructuring costs | (1.3) | (6.8) | (5.4) | 1.5 |
Acquisition- and divestiture-related costs | 0 | 3.3 | 0 | 14.2 |
Operating income | 43.5 | 57.1 | 414.7 | 318.3 |
Interest expense, net | 58.8 | 62.9 | 185.7 | 183.6 |
Other income, net | (156.9) | (60.6) | (397) | (572.9) |
Income from continuing operations before income taxes | 141.6 | 54.8 | 626 | 707.6 |
Provision for income taxes on continuing operations | 29.8 | 0.5 | 138.3 | 164.5 |
Net income from continuing operations | 111.8 | 54.3 | 487.7 | 543.1 |
Net income from discontinued operations | 0 | 0.7 | 0 | 4.5 |
Net income | 111.8 | 55 | 487.7 | 547.6 |
Net income (loss) attributable to noncontrolling interests | 1 | (0.9) | (0.4) | (2.3) |
Net income attributable to redeemable noncontrolling interests | 2.4 | 2.3 | 12.8 | 8.9 |
Net income attributable to Coty Inc. | 108.4 | 53.6 | 475.3 | 541 |
Amounts attributable to Coty Inc. | ||||
Net income from continuing operations | 108.4 | 52.9 | 475.3 | 536.5 |
Convertible Series B Preferred Stock dividends | (3.3) | (3.3) | (9.9) | (195) |
Net income from continuing operations attributable to common stockholders | 105.1 | 49.6 | 465.4 | 341.5 |
Net income from discontinued operations | 0 | 0.7 | 0 | 4.5 |
Net income attributable to common stockholders | 105.1 | 50.3 | 465.4 | 346 |
Net income attributable to common stockholders | $ 105.1 | $ 50.3 | $ 465.4 | $ 346 |
Earnings per common share: | ||||
Earnings from continuing operations per common share - basic (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.55 | $ 0.42 |
Earnings from continuing operations per common share - diluted (in dollars per share) | 0.12 | 0.06 | 0.54 | 0.42 |
Earnings per common share - basic (in dollars per share) | 0.12 | 0.06 | 0.55 | 0.42 |
Earnings per common share - diluted (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.54 | $ 0.42 |
Weighted-average common shares outstanding: | ||||
Basic (in shares) | 851.6 | 838.4 | 848.1 | 814.8 |
Diluted (in shares) | 865.2 | 852.9 | 885.8 | 827.5 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Net income | $ 111.8 | $ 55 | $ 487.7 | $ 547.6 |
Other comprehensive income (loss): | ||||
Foreign currency translation adjustment | 80.8 | 35.4 | 35.7 | (215.4) |
Net unrealized derivative gain (loss) on cash flow hedges, net of taxes of $0.9 and $(0.8), and $1.6 and $(4.2) during the three and nine months ended, respectively | (2.1) | 4.6 | (5.1) | 14.5 |
Pension and other post-employment benefits adjustment, net of tax of $0.4 and $(0.6), and $0.4 and $(0.6) during the three and nine months ended, respectively | (0.6) | (0.2) | (2.3) | 2.1 |
Total other comprehensive income (loss), net of tax | 78.1 | 39.8 | 28.3 | (198.8) |
Comprehensive income | 189.9 | 94.8 | 516 | 348.8 |
Comprehensive income attributable to noncontrolling interests: | ||||
Net income (loss) | 1 | (0.9) | (0.4) | (2.3) |
Foreign currency translation adjustment | (0.2) | (0.1) | 0.1 | (0.4) |
Total comprehensive income (loss) attributable to noncontrolling interests | 0.8 | (1) | (0.3) | (2.7) |
Comprehensive income attributable to redeemable noncontrolling interests: | ||||
Net income | 2.4 | 2.3 | 12.8 | 8.9 |
Foreign currency translation adjustment | 0 | 0 | 0.1 | 0 |
Total comprehensive income attributable to noncontrolling interests | 2.4 | 2.3 | 12.9 | 8.9 |
Comprehensive income attributable to Coty Inc. | $ 186.7 | $ 93.5 | $ 503.4 | $ 342.6 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) (Parentheticals) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||||
Change in derivative gains on cash flow hedges, tax expense (benefit) | $ 0.9 | $ (0.8) | $ 1.6 | $ (4.2) |
Pension and other post-employment benefits (losses), tax expense (benefit) | $ 0.4 | $ (0.6) | $ 0.4 | $ (0.6) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Current assets: | ||
Cash and cash equivalents | $ 245 | $ 233.3 |
Restricted cash | 32 | 30.5 |
Trade receivables—less allowances of $32.7 and $53.4, respectively | 400.8 | 364.6 |
Inventories | 798.1 | 661.5 |
Prepaid expenses and other current assets | 438.6 | 392 |
Total current assets | 1,914.5 | 1,681.9 |
Property and equipment, net | 697.2 | 715.5 |
Goodwill | 3,974.4 | 3,914.7 |
Other intangible assets, net | 3,853.1 | 3,902.8 |
Equity investments | 1,049.8 | 842.6 |
Operating lease right-of-use assets | 289.6 | 320.9 |
Deferred income taxes | 638.2 | 651.8 |
Other noncurrent assets | 288.7 | 85.9 |
TOTAL ASSETS | 12,705.5 | 12,116.1 |
Current liabilities: | ||
Accounts payable | 1,407.7 | 1,268.3 |
Accrued expenses and other current liabilities | 1,105.4 | 1,097.1 |
Short-term debt and current portion of long-term debt | 68.3 | 23 |
Current operating lease liabilities | 61.1 | 67.8 |
Income and other taxes payable | 114.8 | 109.4 |
Total current liabilities | 2,757.3 | 2,565.6 |
Long-term debt, net | 4,225 | 4,409.1 |
Long-term operating lease liabilities | 254.4 | 282.2 |
Pension and other post-employment benefits | 300.5 | 292.2 |
Deferred income taxes | 730.7 | 669 |
Other noncurrent liabilities | 301.1 | 340 |
Total liabilities | 8,569 | 8,558.1 |
COMMITMENTS AND CONTINGENCIES (See Note 19) | ||
CONVERTIBLE SERIES B PREFERRED STOCK, $0.01 par value; 1.0 shares authorized; 0.1 and 0.1 issued and outstanding at March 31, 2023 and June 30, 2022, respectively | 142.4 | 142.4 |
REDEEMABLE NONCONTROLLING INTERESTS | 69.1 | 69.8 |
EQUITY: | ||
Preferred Stock, $0.01 par value; 20.0 shares authorized, 1.5 issued and outstanding at March 31, 2023 and June 30, 2022 | 0 | 0 |
Class A Common Stock, $0.01 par value; 1,250.0 shares authorized, 919.1 and 905.5 issued and 852.7 and 839.2 outstanding at March 31, 2023 and June 30, 2022, respectively | 9.1 | 9 |
Additional paid-in capital | 10,885.4 | 10,805.8 |
Accumulated deficit | (5,020.8) | (5,496.1) |
Accumulated other comprehensive loss | (689.8) | (717.9) |
Treasury stock—at cost, shares: 66.4 and 66.3 at March 31, 2023 and June 30, 2022, respectively | (1,446.3) | (1,446.3) |
Total Coty Inc. stockholders’ equity | 3,737.6 | 3,154.5 |
Noncontrolling interests | 187.4 | 191.3 |
Total equity | 3,925 | 3,345.8 |
TOTAL LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY | $ 12,705.5 | $ 12,116.1 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parentheticals) - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Statement of Financial Position [Abstract] | ||
Trade receivables, allowances | $ 32.7 | $ 53.4 |
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) | 100,000 | 100,000 |
Convertible Series B preferred stock, shares outstanding (in shares) | 100,000 | 100,000 |
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) | 919,100,000 | 905,500,000 |
Common stock, shares outstanding (in shares) | 852,700,000 | 839,200,000 |
Treasury stock, at cost, shares (in shares) | 66,400,000 | 66,300,000 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY - USD ($) shares in Millions, $ in Millions | Total | Total Coty Inc. Stockholders’ Equity | Preferred Stock | Common Stock Class A Common Stock | Additional Paid-in Capital | (Accumulated Deficit) | Accumulated Other Comprehensive (Loss) Income | Treasury Stock | Noncontrolling Interests |
Beginning balance (in shares) at Jun. 30, 2021 | 1.5 | ||||||||
Balance, beginning of period at Jun. 30, 2021 | $ 3,062.2 | $ 2,860.7 | $ 0 | $ 8.3 | $ 10,376.2 | $ (5,755.6) | $ (321.9) | $ (1,446.3) | $ 201.5 |
Beginning balance (in shares) at Jun. 30, 2021 | 832.3 | ||||||||
Beginning balance (in shares) at Jun. 30, 2021 | 66.3 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of employee stock options and restricted stock units (in shares) | 51 | ||||||||
Shares withheld for employee taxes | (4.2) | (4.2) | (4.2) | ||||||
Share-based compensation expense | 107.8 | 107.8 | 107.8 | ||||||
Changes in dividends accrued | 0.5 | 0.5 | 0.5 | ||||||
Conversion of Convertible Series B Preferred Stock | 307.9 | 307.9 | $ 0.5 | 307.4 | |||||
Dividends Accrued - Convertible Series B Preferred Stock | (22.7) | (22.7) | (22.7) | ||||||
Deemed Dividends - Conversion of Convertible Series B Preferred Stock | (6.7) | (6.7) | (6.7) | ||||||
Deemed Dividends - Exchange Agreement | (93.6) | (93.6) | (93.6) | ||||||
Net income (loss) | 225.5 | 226 | 226 | (0.5) | |||||
Other comprehensive loss | (138.2) | (138) | (138) | (0.2) | |||||
Adjustment of redeemable noncontrolling interests to redemption value | 4.1 | 4.1 | 4.1 | ||||||
Equity Investment contribution for share-based compensation | 1.6 | 1.6 | 1.6 | ||||||
Ending balance (in shares) at Sep. 30, 2021 | 1.5 | ||||||||
Ending balance at Sep. 30, 2021 | 3,444.2 | 3,243.4 | $ 0 | $ 8.8 | 10,670.4 | (5,529.6) | (459.9) | $ (1,446.3) | 200.8 |
Ending balance (in shares) at Sep. 30, 2021 | 883.3 | ||||||||
Ending balance (in shares) at Sep. 30, 2021 | 66.3 | ||||||||
Balance, beginning of period at Jun. 30, 2021 | 84.1 | ||||||||
Balance, beginning of period at Jun. 30, 2021 | 1,036.3 | ||||||||
Redeemable Noncontrolling Interests | |||||||||
Conversion of Convertible Series B Preferred Stock | (307.9) | (307.9) | $ (0.5) | (307.4) | |||||
Reclassification to Mandatorily redeemable Convertible Series B Preferred Stock | (394.2) | ||||||||
Dividends Accrued - Convertible Series B Preferred Stock | 22.7 | ||||||||
Deemed Dividends - Conversion of Convertible Series B Preferred Stock | 6.7 | ||||||||
Deemed Dividends - Exchange Agreement | 93.6 | ||||||||
Dividends Paid - Convertible Series B Preferred Stock | (3.5) | ||||||||
Net income (loss) | 3.4 | ||||||||
Adjustment of redeemable noncontrolling interests to redemption value | (4.1) | ||||||||
Balance, end of period at Sep. 30, 2021 | 83.4 | ||||||||
Balance, end of period at Sep. 30, 2021 | 453.7 | ||||||||
Beginning balance (in shares) at Jun. 30, 2021 | 1.5 | ||||||||
Balance, beginning of period at Jun. 30, 2021 | 3,062.2 | 2,860.7 | $ 0 | $ 8.3 | 10,376.2 | (5,755.6) | (321.9) | $ (1,446.3) | 201.5 |
Beginning balance (in shares) at Jun. 30, 2021 | 832.3 | ||||||||
Beginning balance (in shares) at Jun. 30, 2021 | 66.3 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Other comprehensive loss | (198.8) | ||||||||
Ending balance (in shares) at Mar. 31, 2022 | 1.5 | ||||||||
Ending balance at Mar. 31, 2022 | 3,792.9 | 3,598.7 | $ 0 | $ 9 | 10,770.9 | (5,214.6) | (520.3) | $ (1,446.3) | 194.2 |
Ending balance (in shares) at Mar. 31, 2022 | 905.5 | ||||||||
Ending balance (in shares) at Mar. 31, 2022 | 66.3 | ||||||||
Balance, beginning of period at Jun. 30, 2021 | 84.1 | ||||||||
Balance, beginning of period at Jun. 30, 2021 | 1,036.3 | ||||||||
Balance, end of period at Mar. 31, 2022 | 71.9 | ||||||||
Balance, end of period at Mar. 31, 2022 | 142.4 | ||||||||
Beginning balance (in shares) at Sep. 30, 2021 | 1.5 | ||||||||
Balance, beginning of period at Sep. 30, 2021 | 3,444.2 | 3,243.4 | $ 0 | $ 8.8 | 10,670.4 | (5,529.6) | (459.9) | $ (1,446.3) | 200.8 |
Beginning balance (in shares) at Sep. 30, 2021 | 883.3 | ||||||||
Beginning balance (in shares) at Sep. 30, 2021 | 66.3 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of employee stock options and restricted stock units (in shares) | (48.2) | ||||||||
Shares withheld for employee taxes | (7.1) | (7.1) | (7.1) | ||||||
Share-based compensation expense | 26.9 | 26.9 | 26.9 | ||||||
Changes in dividends accrued | 0.2 | 0.2 | 0.2 | ||||||
Conversion of Convertible Series B Preferred Stock (in shares) | 69.9 | ||||||||
Conversion of Convertible Series B Preferred Stock | 121.6 | 121.6 | $ 0.2 | 121.4 | |||||
Dividends Accrued - Convertible Series B Preferred Stock | (5.9) | (5.9) | (5.9) | ||||||
Deemed Dividends - Conversion of Convertible Series B Preferred Stock | (0.8) | (0.8) | (0.8) | ||||||
Deemed Dividends - Redemption of Convertible Series B Preferred Stock | (66.4) | (66.4) | (66.4) | ||||||
Deemed Contributions - Convertible Series B Preferred Stock | 4.4 | 4.4 | 4.4 | ||||||
Net income (loss) | 260.5 | 261.4 | 261.4 | (0.9) | |||||
Other comprehensive loss | (100.4) | (100.3) | (100.3) | (0.1) | |||||
Distribution to noncontrolling interests, net | (2.7) | (2.7) | |||||||
Adjustment of redeemable noncontrolling interests to redemption value | (2.9) | (2.9) | (2.9) | ||||||
Equity Investment contribution for share-based compensation | (3) | (3) | (3) | ||||||
Ending balance (in shares) at Dec. 31, 2021 | 1.5 | ||||||||
Ending balance at Dec. 31, 2021 | 3,668.6 | 3,471.5 | $ 0 | $ 9 | 10,737.2 | (5,268.2) | (560.2) | $ (1,446.3) | 197.1 |
Ending balance (in shares) at Dec. 31, 2021 | 905 | ||||||||
Ending balance (in shares) at Dec. 31, 2021 | 66.3 | ||||||||
Balance, beginning of period at Sep. 30, 2021 | 83.4 | ||||||||
Balance, beginning of period at Sep. 30, 2021 | 453.7 | ||||||||
Redeemable Noncontrolling Interests | |||||||||
Conversion of Convertible Series B Preferred Stock | (121.6) | (121.6) | $ (0.2) | (121.4) | |||||
Dividends Accrued - Convertible Series B Preferred Stock | 5.9 | ||||||||
Deemed Dividends - Conversion of Convertible Series B Preferred Stock | 0.8 | ||||||||
Dividends Paid - Convertible Series B Preferred Stock | (45.7) | ||||||||
Exchange Transaction | (212.7) | ||||||||
Deemed Dividends - Redemption of Convertible Series B Preferred Stock | 66.4 | ||||||||
Deemed Contributions - Convertible Series B Preferred Stock | (4.4) | ||||||||
Net income (loss) | 3.2 | ||||||||
Distribution to noncontrolling interests, net | (5.8) | ||||||||
Adjustment of redeemable noncontrolling interests to redemption value | 2.9 | ||||||||
Balance, end of period at Dec. 31, 2021 | 83.7 | ||||||||
Balance, end of period at Dec. 31, 2021 | 142.4 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of employee stock options and restricted stock units (in shares) | 0.5 | ||||||||
Shares withheld for employee taxes | (0.7) | (0.7) | (0.7) | ||||||
Share-based compensation expense | 29.1 | 29.1 | 29.1 | ||||||
Changes in dividends accrued | 0.1 | 0.1 | 0.1 | ||||||
Dividends Accrued - Convertible Series B Preferred Stock | (3.3) | (3.3) | (3.3) | ||||||
Net income (loss) | 52.7 | 53.6 | 53.6 | (0.9) | |||||
Other comprehensive loss | 39.8 | 39.9 | 39.9 | (0.1) | |||||
Distribution to noncontrolling interests, net | (1.9) | (1.9) | |||||||
Adjustment of redeemable noncontrolling interests to redemption value | 7.5 | 7.5 | 7.5 | ||||||
Equity Investment contribution for share-based compensation | 1 | 1 | 1 | ||||||
Ending balance (in shares) at Mar. 31, 2022 | 1.5 | ||||||||
Ending balance at Mar. 31, 2022 | 3,792.9 | 3,598.7 | $ 0 | $ 9 | 10,770.9 | (5,214.6) | (520.3) | $ (1,446.3) | 194.2 |
Ending balance (in shares) at Mar. 31, 2022 | 905.5 | ||||||||
Ending balance (in shares) at Mar. 31, 2022 | 66.3 | ||||||||
Redeemable Noncontrolling Interests | |||||||||
Dividends Accrued - Convertible Series B Preferred Stock | 3.3 | ||||||||
Dividends Paid - Convertible Series B Preferred Stock | (3.3) | ||||||||
Net income (loss) | 2.3 | ||||||||
Distribution to noncontrolling interests, net | (6.6) | ||||||||
Adjustment of redeemable noncontrolling interests to redemption value | (7.5) | ||||||||
Balance, end of period at Mar. 31, 2022 | 71.9 | ||||||||
Balance, end of period at Mar. 31, 2022 | $ 142.4 | ||||||||
Beginning balance (in shares) at Jun. 30, 2022 | 1.5 | 1.5 | |||||||
Balance, beginning of period at Jun. 30, 2022 | $ 3,345.8 | 3,154.5 | $ 0 | $ 9 | 10,805.8 | (5,496.1) | (717.9) | $ (1,446.3) | 191.3 |
Beginning balance (in shares) at Jun. 30, 2022 | 905.5 | 905.5 | |||||||
Beginning balance (in shares) at Jun. 30, 2022 | 66.3 | 66.3 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Reacquired Class A Common Stock for employee taxes (in shares) | 0.1 | ||||||||
Exercise of employee stock options and restricted stock units (in shares) | 10.2 | ||||||||
Shares withheld for employee taxes | $ (1.1) | (1.1) | (1.1) | ||||||
Share-based compensation expense | 31.4 | 31.4 | 31.4 | ||||||
Dividends Accrued - Convertible Series B Preferred Stock | (3.3) | (3.3) | (3.3) | ||||||
Net income (loss) | 128.6 | 128.6 | 128.6 | ||||||
Other comprehensive loss | (266.2) | (266.2) | (266.2) | ||||||
Adjustment of redeemable noncontrolling interests to redemption value | 6.2 | 6.2 | 6.2 | ||||||
Equity Investment contribution for share-based compensation | 1.7 | 1.7 | 1.7 | ||||||
Ending balance (in shares) at Sep. 30, 2022 | 1.5 | ||||||||
Ending balance at Sep. 30, 2022 | 3,243.1 | 3,051.8 | $ 0 | $ 9 | 10,840.7 | (5,367.5) | (984.1) | $ (1,446.3) | 191.3 |
Ending balance (in shares) at Sep. 30, 2022 | 915.7 | ||||||||
Ending balance (in shares) at Sep. 30, 2022 | 66.4 | ||||||||
Balance, beginning of period at Jun. 30, 2022 | 69.8 | ||||||||
Balance, beginning of period at Jun. 30, 2022 | 142.4 | ||||||||
Redeemable Noncontrolling Interests | |||||||||
Dividends Accrued - Convertible Series B Preferred Stock | 3.3 | ||||||||
Dividends Paid - Convertible Series B Preferred Stock | (3.3) | ||||||||
Net income (loss) | 5.9 | ||||||||
Other comprehensive loss | (0.2) | ||||||||
Adjustment of redeemable noncontrolling interests to redemption value | (6.2) | ||||||||
Balance, end of period at Sep. 30, 2022 | 69.3 | ||||||||
Balance, end of period at Sep. 30, 2022 | $ 142.4 | ||||||||
Beginning balance (in shares) at Jun. 30, 2022 | 1.5 | 1.5 | |||||||
Balance, beginning of period at Jun. 30, 2022 | $ 3,345.8 | 3,154.5 | $ 0 | $ 9 | 10,805.8 | (5,496.1) | (717.9) | $ (1,446.3) | 191.3 |
Beginning balance (in shares) at Jun. 30, 2022 | 905.5 | 905.5 | |||||||
Beginning balance (in shares) at Jun. 30, 2022 | 66.3 | 66.3 | |||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Other comprehensive loss | $ 28.3 | ||||||||
Ending balance (in shares) at Mar. 31, 2023 | 1.5 | 1.5 | |||||||
Ending balance at Mar. 31, 2023 | $ 3,925 | 3,737.6 | $ 0 | $ 9.1 | 10,885.4 | (5,020.8) | (689.8) | $ (1,446.3) | 187.4 |
Ending balance (in shares) at Mar. 31, 2023 | 919.1 | 919.1 | |||||||
Ending balance (in shares) at Mar. 31, 2023 | 66.4 | 66.4 | |||||||
Balance, beginning of period at Jun. 30, 2022 | $ 69.8 | ||||||||
Balance, beginning of period at Jun. 30, 2022 | 142.4 | ||||||||
Balance, end of period at Mar. 31, 2023 | 69.1 | ||||||||
Balance, end of period at Mar. 31, 2023 | 142.4 | ||||||||
Beginning balance (in shares) at Sep. 30, 2022 | 1.5 | ||||||||
Balance, beginning of period at Sep. 30, 2022 | 3,243.1 | 3,051.8 | $ 0 | $ 9 | 10,840.7 | (5,367.5) | (984.1) | $ (1,446.3) | 191.3 |
Beginning balance (in shares) at Sep. 30, 2022 | 915.7 | ||||||||
Beginning balance (in shares) at Sep. 30, 2022 | 66.4 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of employee stock options and restricted stock units (in shares) | 3.2 | ||||||||
Exercise of employee stock options and restricted stock units | $ 0.1 | (0.1) | |||||||
Shares withheld for employee taxes | (10.5) | (10.5) | (10.5) | ||||||
Share-based compensation expense | 33.6 | 33.6 | 33.6 | ||||||
Changes in dividends accrued | 0.1 | 0.1 | 0.1 | ||||||
Dividends Accrued - Convertible Series B Preferred Stock | (3.3) | (3.3) | (3.3) | ||||||
Net income (loss) | 236.9 | 238.3 | 238.3 | (1.4) | |||||
Other comprehensive loss | 216.3 | 216 | 216 | 0.3 | |||||
Adjustment of redeemable noncontrolling interests to redemption value | 4.4 | 4.4 | 4.4 | ||||||
Equity Investment contribution for share-based compensation | 1 | 1 | 1 | ||||||
Ending balance (in shares) at Dec. 31, 2022 | 1.5 | ||||||||
Ending balance at Dec. 31, 2022 | 3,721.6 | 3,531.4 | $ 0 | $ 9.1 | 10,865.9 | (5,129.2) | (768.1) | $ (1,446.3) | 190.2 |
Ending balance (in shares) at Dec. 31, 2022 | 918.9 | ||||||||
Ending balance (in shares) at Dec. 31, 2022 | 66.4 | ||||||||
Balance, beginning of period at Sep. 30, 2022 | 69.3 | ||||||||
Balance, beginning of period at Sep. 30, 2022 | 142.4 | ||||||||
Redeemable Noncontrolling Interests | |||||||||
Dividends Accrued - Convertible Series B Preferred Stock | 3.3 | ||||||||
Dividends Paid - Convertible Series B Preferred Stock | (3.3) | ||||||||
Net income (loss) | 4.5 | ||||||||
Other comprehensive loss | 0.3 | ||||||||
Adjustment of redeemable noncontrolling interests to redemption value | (4.4) | ||||||||
Balance, end of period at Dec. 31, 2022 | 69.7 | ||||||||
Balance, end of period at Dec. 31, 2022 | 142.4 | ||||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||||
Exercise of employee stock options and restricted stock units (in shares) | 0.2 | ||||||||
Shares withheld for employee taxes | (0.2) | (0.2) | (0.2) | ||||||
Share-based compensation expense | 32.7 | 32.7 | 32.7 | ||||||
Dividends Accrued - Convertible Series B Preferred Stock | (3.3) | (3.3) | (3.3) | ||||||
Net income (loss) | 109.4 | 108.4 | 108.4 | 1 | |||||
Other comprehensive loss | 78.1 | 78.3 | 78.3 | (0.2) | |||||
Distribution to noncontrolling interests, net | (3.6) | (3.6) | |||||||
Adjustment of redeemable noncontrolling interests to redemption value | (10.8) | (10.8) | (10.8) | ||||||
Equity Investment contribution for share-based compensation | $ 1.1 | 1.1 | 1.1 | ||||||
Ending balance (in shares) at Mar. 31, 2023 | 1.5 | 1.5 | |||||||
Ending balance at Mar. 31, 2023 | $ 3,925 | $ 3,737.6 | $ 0 | $ 9.1 | $ 10,885.4 | $ (5,020.8) | $ (689.8) | $ (1,446.3) | $ 187.4 |
Ending balance (in shares) at Mar. 31, 2023 | 919.1 | 919.1 | |||||||
Ending balance (in shares) at Mar. 31, 2023 | 66.4 | 66.4 | |||||||
Redeemable Noncontrolling Interests | |||||||||
Dividends Accrued - Convertible Series B Preferred Stock | $ 3.3 | ||||||||
Dividends Paid - Convertible Series B Preferred Stock | (3.3) | ||||||||
Net income (loss) | 2.4 | ||||||||
Distribution to noncontrolling interests, net | (13.8) | ||||||||
Adjustment of redeemable noncontrolling interests to redemption value | 10.8 | ||||||||
Balance, end of period at Mar. 31, 2023 | 69.1 | ||||||||
Balance, end of period at Mar. 31, 2023 | $ 142.4 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF EQUITY (Parentheticals) | 3 Months Ended |
Dec. 31, 2021 $ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends declared (in dollars per share) | $ 0.125 |
CONDENSED CONSOLIDATED STATEM_6
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Millions | 9 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income | $ 487.7 | $ 547.6 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Depreciation and amortization | 317.8 | 389.5 |
Non-cash lease expense | 48 | 55.6 |
Deferred income taxes | 89.3 | 48.6 |
(Releases) provision for bad debts | (12.8) | 2.6 |
Provision for pension and other post-employment benefits | 6.9 | 11.9 |
Share-based compensation | 98.9 | 164.3 |
Losses (gains) on disposals of long-term assets, net | 4.9 | (111.1) |
Gain on sale of business in discontinued operations | 0 | (6.1) |
Realized and unrealized gains from equity investments, net | (207.2) | (576.7) |
Foreign exchange effects | 27.5 | 1 |
Deferred financing fees write-offs | 0.8 | 3.8 |
Unrealized gains on forward repurchase contracts, net | (185.5) | 0 |
Other | 27.7 | 11.5 |
Change in operating assets and liabilities | ||
Trade receivables | (10.5) | (161.4) |
Inventories | (123.9) | (10.1) |
Prepaid expenses and other current assets | (51.1) | 23 |
Accounts payable | 114.9 | 137.3 |
Accrued expenses and other current liabilities | (9.8) | 246.4 |
Operating lease liabilities | (47.3) | (54.8) |
Income and other taxes payable | 12.4 | 59.9 |
Other noncurrent assets | (9.6) | (8.5) |
Other noncurrent liabilities | (58.3) | (14.8) |
Net cash provided by operating activities | 520.8 | 759.5 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Capital expenditures | (156) | (133) |
Proceeds from sale of long-term assets and license terminations | 58.3 | 169.7 |
Proceeds from contingent consideration from sale of discontinued business | 0 | 34 |
Return of capital from equity investments | 0 | 210.7 |
Net cash (used in) provided by investing activities | (97.7) | 281.4 |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Proceeds from short-term debt, original maturity more than three months | 0 | 4.8 |
Proceeds from revolving loan facilities | 1,109.7 | 444.3 |
Repayments of revolving loan facilities | (1,129.6) | (1,114.7) |
Proceeds from issuance of other long-term debt | 0 | 500 |
Repayments of term loans and other long-term debt | (194.5) | (256.1) |
Dividend payments on Class A Common Stock and Class B Preferred Stock | (10.4) | (53.8) |
Net payments of foreign currency contracts | (139.3) | (94.1) |
Purchase of remaining mandatorily redeemable noncontrolling interest | 0 | (7.1) |
Distributions to noncontrolling interests, redeemable noncontrolling interests and mandatorily redeemable financial instruments | (17.4) | (15.1) |
Payment of deferred financing fees | 0 | (39.3) |
All other | (16.1) | (11.6) |
Net cash used in financing activities | (397.6) | (642.7) |
EFFECT OF EXCHANGE RATES ON CASH, CASH EQUIVALENTS AND RESTRICTED CASH | (12.3) | (8.4) |
NET INCREASE IN CASH, CASH EQUIVALENTS AND RESTRICTED CASH | 13.2 | 389.8 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH—Beginning of period | 263.8 | 310.4 |
CASH, CASH EQUIVALENTS AND RESTRICTED CASH—End of period | 277 | 700.2 |
SUPPLEMENTAL DISCLOSURE OF CASH FLOWS INFORMATION: | ||
Cash paid during the period for interest | 157.9 | 120.7 |
Net cash paid for income taxes | 45.8 | 68.1 |
SUPPLEMENTAL DISCLOSURE OF NON-CASH INVESTING AND FINANCING ACTIVITIES: | ||
Accrued capital expenditure additions | 93.1 | 65.4 |
Redemption of Series B Preferred Stock in exchange for Wella Equity Investment | 0 | 603.3 |
Conversion of Series B Preferred Stock into Class A Common Stock | 0 | 429.5 |
Non-cash Series B Preferred Stock dividends and deemed dividends (contributions) | $ 0 | $ (1.1) |
DESCRIPTION OF BUSINESS
DESCRIPTION OF BUSINESS | 9 Months Ended |
Mar. 31, 2023 | |
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 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 2023” refer to the fiscal year ending June 30, 2023. 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. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 9 Months Ended |
Mar. 31, 2023 | |
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, 2022. 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 and nine months ended March 31, 2023 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2023. 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 March 31, 2023 and June 30, 2022, the Company had restricted cash of $32.0 and $30.5, respectively, included in Restricted cash in the Condensed Consolidated Balance Sheets. The Restricted cash balance as of March 31, 2023 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 March 31, 2023. Restricted cash is included as a component of Cash, cash equivalents and restricted cash in the Condensed Consolidated Statement of Cash Flows. Equity Investments The Company elected the fair value option to account for its investment in Rainbow JVCO LTD and subsidiaries (together, "Wella" or the “Wella Company”) to align with the Company’s strategy for this investment. The fair value is updated on a quarterly basis. The investment is classified within Level 3 in the fair value hierarchy because the Company estimates the fair value of the investment using a combination of the income approach, the market approach and private transactions, when applicable. Changes in the fair value of equity investment under the fair value option are recorded in Other income, net within the Condensed Consolidated Statements of Operations (see Note 8—Equity Investments). 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 net realizable value of inventory, the fair value of acquired assets and liabilities associated with acquisitions, the fair value of equity investments, 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 and nine months ended March 31, 2023 and 2022 was 21.0% and 0.9%, respectively, and 22.1% and 23.2%, respectively. The change in the effective tax rate for the three months ended March 31, 2023, as compared with the three months ended March 31, 2022, was primarily due to fair value gains related to the investment in the Wella business in the prior period. The change in the effective tax rate for the nine months ended March 31, 2023, as compared with the nine months ended March 31, 2022, was primarily due to foreign exchange loss recognized on the current year repatriation of funds that were previously taxed as part of the Tax Cuts and Job Acts of 2017. 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 March 31, 2023 and June 30, 2022, the gross amount of UTBs was $237.1 and $251.6, respectively. As of March 31, 2023, the total amount of UTBs that, if recognized, would impact the effective income tax rate is $158.5. As of March 31, 2023 and June 30, 2022, the liability associated with UTBs, including accrued interest and penalties, was $189.8 and $191.8, respectively, which was recorded in Income and other taxes payable and Other noncurrent liabilities in the Condensed Consolidated Balance Sheets. The total interest and penalties recorded in the Condensed Consolidated Statements of Operations related to UTBs was $3.5 and $1.3 for the three months ended March 31, 2023 and 2022, respectively, and $4.9 and $1.0 for the nine months ended March 31, 2023 and 2022, respectively. The total gross accrued interest and penalties recorded in the Condensed Consolidated Balance Sheets as of March 31, 2023 and June 30, 2022 was $31.3 and $26.4, respectively. On the basis of the information available as of March 31, 2023, it is reasonably possible that a decrease of up to $18.3 in UTBs may occur within twelve months as a result of projected resolutions of global tax examinations and a potential lapse of the applicable statutes of limitations. Russia Market Exit In connection with the Company’s Board of Director’s decision to wind down operations in Russia, the Company recognized total pre-tax gains in the Condensed Consolidated Statements of Operations of $1.3 and $17.0, respectively, in the three and nine months ended March 31, 2023. These amounts are primarily related to a bad debt accrual release due to better than expected collections. The Company recognized $0.3 of income tax benefits associated with the decision to exit Russia in the three and nine months ended March 31, 2023. The Company anticipates incurring up to $7.5 of additional costs through completion of the wind down. Additionally, management anticipates derecognizing the cumulative translation adjustment balance pertaining to the Russian subsidiary. The Company has substantially completed its commercial activities in Russia. However, the Company anticipates that the process related to the liquidation of the Russian legal entity will take an extended period of time. Lacoste Fragrances License Termination On December 19, 2022, the Company entered into an agreement with Lacoste S.A.S, Sporloisirs S.A., and Lacoste Alligator S.A., (collectively, “Lacoste”) to early terminate the existing Lacoste fragrances licensing agreement, effective June 30, 2023. In exchange, Lacoste has agreed to make termination payments to the Company. During the second quarter of fiscal 2023, Lacoste advanced to the Company a portion of the termination payment totaling €52.5 million (approximately $55.6). The amount advanced to the Company has been reflected as deferred income, within Accrued expenses and other current liabilities, until the termination effective date, June 30, 2023. Recently Adopted Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40) , which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The Company adopted this guidance using the modified retrospective method in the first quarter of fiscal year 2023. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. In July 2021, the FASB issued ASU No. 2021-05, Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments , which requires a lessor to classify a lease with variable lease payments that do not depend on an index or rate as an operating lease on the commencement date of the lease if specified criteria are met. The Company adopted this guidance in the first quarter of fiscal year 2023. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements The FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting in March 2020 and ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope in January 2021. The new guidance under these ASUs provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. On December 21, 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 , which extended the period of time entities can utilize the reference rate reform relief guidance under ASU No. 2020-04 from December 31, 2022 to December 31, 2024. As of March 31, 2023, the Company has not applied any of the optional expedients or exceptions allowed under these ASUs, but will continue to monitor the effects of reference rate reform, if any, on any new or amended contracts through December 31, 2024. The Company does not believe that these ASUs will have a material impact on its consolidated financial position, results of operations or cash flows. The FASB issued ASU No. 2023-01, Leases (Topic 842) - Common Control Arrangements , which clarifies the accounting for leasehold improvements associated with common control leases. The guidance will be effective for the Company in fiscal 2025 with early adoption permitted. The Company does not expect this ASU will have a material effect on its consolidated financial position, results of operations or cash flows. |
DISCONTINUED OPERATIONS
DISCONTINUED OPERATIONS | 9 Months Ended |
Mar. 31, 2023 | |
Discontinued Operations and Disposal Groups [Abstract] | |
DISCONTINUED OPERATIONS | DISCONTINUED OPERATIONS On June 1, 2020, the Comp any entered into a definitive agreement with Rainbow UK Bidco Limited (“KKR Bidco”) (an affiliate of funds and/or separately managed accounts (“KKR Funds”) advised and/or managed by Kohlberg Kravis Roberts & Co. L.P. and its affiliates (“KKR”)), for the sale of a majority stake in Coty’s Professional and Retail Hair businesses, including the Wella, Clairol, OPI and ghd brands, (together, the “Wella Business”), regarding a strategic transaction for the sale of the Wella Business. The transaction was completed on November 30, 2020 and Coty retained an initial ownership of 40% of the Wella Business. As of March 31, 2023, the Company owned a 25.9% stake in Wella. See Note 8—Equity Investments for additional information. 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 have been excluded from both continuing operations and segment results for all periods presented. For the three and nine months ended March 31, 2022, the Company recognized gains of $1.3 and $6.1 reflecting certain working capital adjustments and provisions of $0.6 and $1.6 in related income tax impact, which are presented as components of Net income from discontinued operations within the Condensed Consolidated Statements of Operation. |
SEGMENT REPORTING
SEGMENT REPORTING | 9 Months Ended |
Mar. 31, 2023 | |
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 ("CEO") as the CODM. Certain income and shared costs and the results of corporate initiatives are managed by Corporate. Corporate primarily includes stock compensation expense, restructuring and realignment costs, costs related to acquisition, divestiture and license termination activities, and impairments of long-lived assets, goodwill and intangibles that are not attributable to ongoing operating activities of the segments. 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 Nine Months Ended SEGMENT DATA 2023 2022 2023 2022 Net revenues: Prestige $ 799.7 $ 726.4 $ 2,620.9 $ 2,605.1 Consumer Beauty 489.2 459.8 1,581.6 1,531.0 Total $ 1,288.9 $ 1,186.2 $ 4,202.5 $ 4,136.1 Operating income (loss): Prestige 102.4 83.8 437.3 357.5 Consumer Beauty (27.9) (20.4) 53.3 34.3 Corporate (31.0) (6.3) (75.9) (73.5) Total $ 43.5 $ 57.1 $ 414.7 $ 318.3 Reconciliation: Operating income 43.5 57.1 414.7 318.3 Interest expense, net 58.8 62.9 185.7 183.6 Other income, net (156.9) (60.6) (397.0) (572.9) Income from continuing operations before income taxes $ 141.6 $ 54.8 $ 626.0 $ 707.6 Presented below are the percentage of revenues associated with the Company’s product categories: Three Months Ended Nine Months Ended PRODUCT CATEGORY 2023 2022 2023 2022 Fragrance 59.2 % 57.6 % 60.3 % 60.3 % Color Cosmetics 29.2 29.6 27.4 27.8 Body Care & Other 6.7 7.3 7.5 7.0 Skincare 4.9 5.5 4.8 4.9 Total 100.0 % 100.0 % 100.0 % 100.0 % |
ACQUISITION- AND DIVESTITURE-RE
ACQUISITION- AND DIVESTITURE-RELATED COSTS | 9 Months Ended |
Mar. 31, 2023 | |
Business Combination and Asset Acquisition [Abstract] | |
ACQUISITION- AND DIVESTITURE-RELATED COSTS | ACQUISITION- AND DIVESTITURE-RELATED COSTS Acquisition-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 no acquisition-related costs for the three and nine months ended March 31, 2023 and 2022. Divestiture-related costs, which are expensed as incurred, represent non-restructuring costs directly related to divesting and selling an entity, including partial sales, 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, the Company includes write-offs of assets that are no longer recoverable and contract related costs due to the divestiture. The Company recognized divestiture-related costs of $0.0 and $3.3 for the three months ended March 31, 2023 and 2022, respectively, and $0.0 and $14.2 for the nine months ended March 31, 2023 and 2022, respectively. Divestiture-related costs incurred during the three and nine months ended March 31, 2022 were primarily related to the strategic transaction with KKR Bidco, for the sale of a majority stake in the Wella Business. |
RESTRUCTURING COSTS
RESTRUCTURING COSTS | 9 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
RESTRUCTURING COSTS | RESTRUCTURING COSTS Restructuring costs for the three and nine months ended March 31, 2023 and 2022 are presented below: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Transformation Plan $ (1.3) $ (6.8) $ (5.4) $ 1.5 Total $ (1.3) $ (6.8) $ (5.4) $ 1.5 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 $217.9 related to approved initiatives through March 31, 2023, which have been recorded in Corporate. Over the next fiscal year, the Company expects to incur approximately $2.0 of additional restructuring charges pertaining to the approved actions, primarily related to employee termination benefits. 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 73.4 (0.5) 0.3 73.2 Fiscal 2022 (6.2) — (0.3) (6.5) Fiscal 2023 (5.4) — — (5.4) Cumulative through March 31, 2023 $ 213.0 $ (1.6) $ 6.5 $ 217.9 The related liability balance and activity of restructuring costs for the Transformation Plan restructuring costs are presented below: Severance and Employee Benefits Total Balance—July 1, 2022 $ 55.2 $ 55.2 Restructuring charges 3.3 3.3 Payments (35.9) (35.9) Changes in estimates (8.7) (8.7) Effect of exchange rates (1.1) (1.1) Balance—March 31, 2023 $ 12.8 $ 12.8 The Company currently estimates that the total remaining accrual of $12.8 will result in cash expenditures of approximately $5.6, $6.0 and $1.2 in fiscal 2023, 2024 and thereafter, respectively. |
INVENTORIES
INVENTORIES | 9 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | INVENTORIES Inventories as of March 31, 2023 and June 30, 2022 are presented below: March 31, June 30, Raw materials $ 213.9 $ 171.5 Work-in-process 10.4 13.2 Finished goods 573.8 476.8 Total inventories $ 798.1 $ 661.5 |
EQUITY INVESTMENTS
EQUITY INVESTMENTS | 9 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
EQUITY INVESTMENTS | EQUITY INVESTMENTS The Company's equity investments, classified as Equity investments in the Condensed Consolidated Balance Sheets are represented by the following: March 31, June 30, Equity method investments: KKW Holdings (a) $ 9.8 $ 12.6 Equity investments at fair value: Wella (b) $ 1,040.0 $ 830.0 Total equity investments 1,049.8 $ 842.6 (a) On January 4, 2021, the Company completed its purchase of 20% of the outstanding equity of KKW Holdings. The Company accounts for this minority investment under the equity method, given it has the ability to exercise significant influence over, but not control, the investee. The carrying value of the Company’s investment includes basis differences allocated to amortizable intangible assets. The Company recognized $0.8 and $0.9, respectively, during the three months ended March 31, 2023 and 2022 and $2.8 and $2.3, respectively, during the nine months ended March 31, 2023 and 2022 representing its share of the investee’s net loss in Other income, net within the Condensed Consolidated Statements of Operations. (b) As of March 31, 2023 and June 30, 2022, the Company's stake in Wella was 25.9%. For the nine months ended March 31, 2023, the impact of Wella's Briogeo acquisition was included for valuation purposes. The following table presents summarized financial information of the Company’s equity method investees for the period ending March 31, 2023. Amounts presented represent combined totals at the investee level and not the Company’s proportionate share: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Summarized Statements of Operations information: Net revenues $ 587.0 $ 552.8 $ 1,844.2 $ 1,916.3 Gross profit 382.7 376.4 1,197.6 1,314.5 Operating income 16.5 18.1 133.0 119.9 Income before income taxes (33.5) (50.6) (13.2) 6.3 Net (loss) income (27.5) (31.5) (13.0) 10.5 The following table summarizes movements in equity investments with fair value option that are classified within Level 3 for the period ended March 31, 2023. There were no internal movements to or from Level 3 and Level 1 or Level 2 for the period ended March 31, 2023. Equity investments at fair value: Balance as of June 30, 2022 $ 830.0 Total gains included in earnings 210.0 Balance as of March 31, 2023 $ 1,040.0 Level 3 significant unobservable inputs sensitivity The following table summarizes the significant unobservable inputs used in Level 3 valuation of the Company's investments carried at fair value as of March 31, 2023. Included in the table are the inputs or range of possible inputs that have an effect on the overall valuation of the financial instruments. Fair value Valuation technique Unobservable Range Equity investments at fair value $ 1,040.0 Discounted cash flows Discount rate 10.75% (a) Growth rate 1.8% - 7.2% (a) Market multiple Revenue multiple 2.7x – 3.0x (b) EBITDA multiple 12.1x – 14.5x (b) (a) The primary unobservable inputs used in the fair value measurement of the Company's equity investments with fair value option, when using a discounted cash flow method, are the discount rate and revenue growth rate. Significant increases (decreases) in the discount rate in isolation would result in a significantly lower (higher) fair value measurement. The Company estimates the discount rate based on the investees' projected cost of equity and debt. The revenue growth rate is forecasted for future years by the investee based on their best estimates. Significant increases (decreases) in the revenue growth rate in isolation would result in a significantly higher (lower) fair value measurement. (b) The primary unobservable inputs used in the fair value measurement of the Company's equity investments with fair value option, when using a market multiple method, are the revenue multiple and EBITDA multiple. Significant increases (decreases) in the revenue multiple or EBITDA multiple in isolation would result in a significantly higher (lower) fair value measurement. The market multiples are derived from a group of guideline public companies. |
GOODWILL AND OTHER INTANGIBLE A
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | 9 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL AND OTHER INTANGIBLE ASSETS, NET | GOODWILL AND OTHER INTANGIBLE ASSETS, NET Goodwill Goodwill as of March 31, 2023 and June 30, 2022 is presented below: Prestige Consumer Beauty Total Gross balance at June 30, 2022 $ 6,220.7 $ 1,734.1 $ 7,954.8 Accumulated impairments (3,110.3) (929.8) (4,040.1) Net balance at June 30, 2022 $ 3,110.4 $ 804.3 $ 3,914.7 Changes during the period ended March 31, 2023 Foreign currency translation 48.1 11.6 59.7 Gross balance at March 31, 2023 $ 6,268.8 $ 1,745.7 $ 8,014.5 Accumulated impairments (3,110.3) (929.8) (4,040.1) Net balance at March 31, 2023 $ 3,158.5 $ 815.9 $ 3,974.4 Other Intangible Assets, net Other intangible assets, net as of March 31, 2023 and June 30, 2022 are presented below: March 31, June 30, Indefinite-lived other intangible assets $ 952.0 $ 936.6 Finite-lived other intangible assets, net 2,901.1 2,966.2 Total Other intangible assets, net $ 3,853.1 $ 3,902.8 The changes in the carrying amount of indefinite-lived other intangible assets are presented below: Trademarks Total Gross balance at June 30, 2022 $ 1,881.5 $ 1,881.5 Accumulated impairments (944.9) (944.9) Net balance at June 30, 2022 $ 936.6 $ 936.6 Changes during the period ended March 31, 2023 Foreign currency translation 15.4 15.4 Gross balance at March 31, 2023 $ 1,896.9 $ 1,896.9 Accumulated impairments (944.9) (944.9) Net balance at March 31, 2023 $ 952.0 $ 952.0 Intangible assets subject to amortization are presented below: Cost Accumulated Amortization Accumulated Impairment Net June 30, 2022 License agreements and collaboration agreements $ 3,861.9 $ (1,302.2) $ (19.6) $ 2,540.1 Customer relationships 740.0 (473.5) (5.5) 261.0 Trademarks 320.5 (177.1) (0.5) 142.9 Product formulations and technology 83.9 (61.7) — 22.2 Total $ 5,006.3 $ (2,014.5) $ (25.6) $ 2,966.2 March 31, 2023 License agreements and collaboration agreements $ 3,965.2 $ (1,447.4) $ (19.6) $ 2,498.2 Customer relationships 750.5 (499.5) (5.5) 245.5 Trademarks 322.6 (187.1) (0.5) 135.0 Product formulations and technology 85.6 (63.2) — 22.4 Total $ 5,123.9 $ (2,197.2) $ (25.6) $ 2,901.1 Amortization expense was $48.2 and $50.2 for the three months ended March 31, 2023 and 2022, respectively and $143.1 and $158.6 for the nine months ended March 31, 2023 and 2022, respectively. |
LEASES
LEASES | 9 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
LEASES | LEASESThe Company leases office facilities under non-cancelable operating leases with terms generally ranging between 5 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: Three Months Ended Nine Months Ended Lease Cost: 2023 2022 2023 2022 Operating lease cost $ 19.0 $ 22.1 $ 57.5 $ 64.2 Short-term lease cost 0.1 0.4 0.6 1.0 Variable lease cost 10.8 9.9 27.6 28.8 Sublease income (4.3) (5.1) (12.0) (15.8) Net lease cost $ 25.6 $ 27.3 $ 73.7 $ 78.2 Other information: Operating cash outflows from operating leases $ (16.8) $ (18.7) $ (57.2) $ (64.0) Right-of-use assets obtained in exchange for lease obligations $ 0.4 $ 73.1 $ 14.2 $ 100.1 Weighted-average remaining lease term - real estate 7.4 years 7.8 years Weighted-average discount rate - real estate leases 4.09 % 3.81 % Future minimum lease payments for the Company’s operating leases are as follows: Fiscal Year Ending June 30, 2023, remaining $ 21.7 2024 68.7 2025 57.7 2026 46.5 2027 39.4 Thereafter 137.9 Total future lease payments 371.9 Less: imputed interest (56.4) Total present value of lease liabilities 315.5 Current operating lease liabilities 61.1 Long-term operating lease liabilities 254.4 Total operating lease liabilities $ 315.5 Table excludes obligations for leases with original terms of twelve months or less, which have not been recognized as ROU assets or liabilities in the Condensed Consolidated Balance Sheets. |
DEBT
DEBT | 9 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
DEBT | DEBT The Company’s debt balances consisted of the following as of March 31, 2023 and June 30, 2022, respectively: March 31, June 30, Short-term debt $ — $ — Senior Secured Notes 2026 Dollar Senior Secured Notes due April 2026 900.0 900.0 2026 Euro Senior Secured Notes due April 2026 763.5 731.8 2029 Dollar Senior Secured Notes due January 2029 500.0 500.0 2018 Coty Credit Agreement 2021 Coty Revolving Credit Facility due April 2025 254.5 273.6 2018 Coty Term B Facility due April 2025 1,206.2 1,239.2 Senior Unsecured Notes 2026 Dollar Notes due April 2026 473.0 550.0 2026 Euro Notes due April 2026 196.7 261.4 Brazilian Credit Facilities 42.4 42.4 Other long-term debt and finance lease obligations 7.7 0.1 Total debt 4,344.0 4,498.5 Less: Short-term debt and current portion of long-term debt (68.3) (23.0) Total Long-term debt 4,275.7 4,475.5 Less: Unamortized financing fees (32.6) (41.8) Less: Discount on long-term debt (18.1) (24.6) Total Long-term debt, net $ 4,225.0 $ 4,409.1 Short-Term Debt The Company maintains short-term lines of credit and other short-term debt with financial institutions around the world. As of March 31, 2023, total short-term debt remained constant at nil from June 30, 2022. In addition, the Company had undrawn letters of credit of $11.8 and $14.3, and bank guarantees of $16.0 and $17.2 as of March 31, 2023 and June 30, 2022, respectively. Long-Term Debt Senior Secured Notes On April 21, 2021, the Company issued an aggregate principal amount of $900.0 of 5.00% senior secured notes due 2026 (the “2026 Dollar Senior Secured Notes” and, together with the 2026 Euro Senior Secured Notes and 2029 Dollar Senior Secured Notes, the “Senior Secured Notes”). Coty received gross proceeds of $900.0 in connection with the offering of the 2026 Dollar Senior Secured Notes. On June 16, 2021, the Company issued an aggregate principal amount of €700.0 million of 3.875% senior secured notes due 2026 (the “2026 Euro Senior Secured Notes”) in a private offering. Coty received gross proceeds of €700.0 million in connection with the offering of the 2026 Euro Senior Secured Notes. On November 30, 2021, the Company issued an aggregate principal amount of $500.0 of 4.75% senior secured notes due 2029 ("2029 Dollar Senior Secured Notes"). Coty received gross proceeds of $500.0 in connection with the offering of the 2029 Dollar Senior Secured Notes. Coty used the gross proceeds of the offerings of the Senior Secured Notes to repay a portion of the term loans outstanding under the existing credit facilities and to pay related fees and expenses thereto. The Senior Secured Notes are senior secured obligations of Coty and are guaranteed on a senior secured basis by each of Coty’s wholly-owned domestic subsidiaries that guarantees Coty’s obligations under its existing senior secured credit facilities and are secured by first priority liens on the same collateral that secures Coty’s obligations under its existing senior secured credit facilities, as described below. The Senior Secured Notes and the guarantees are equal in right of payment with all of Coty’s and the guarantors’ respective existing and future senior indebtedness and are pari passu with all of Coty’s and the guarantors’ respective existing and future indebtedness that is secured by a first priority lien on the collateral, including the existing senior secured credit facilities, to the extent of the value of such collateral. Optional Redemption Applicable Premium The indentures governing the Senior Secured Notes specify the Applicable Premium (as defined in the respective indentures) to be paid upon early redemption of some or all of the Senior Secured Notes prior to, and on or after, April 15, 2023 for the 2026 Euro Senior Secured Notes and 2026 Dollar Senior Secured Notes, and January 15, 2025 for the 2029 Dollar Senior Secured Notes (the "Early Redemption Dates"). The Applicable Premium related to the respective Senior Secured Notes on any redemption date and as calculated by the Company is the greater of: (1) 1.0% of the then outstanding principal amount of the respective Senior Secured Notes; and (2) the excess, if any, of (a) the present value at such redemption date of (i) the redemption price of such respective Senior Secured Notes that would apply if such respective notes were redeemed on the respective Early Redemption Dates, (such redemption price is expressed as a percentage of the principal amount being set forth in the table appearing in the Redemption Pricing section below), plus (ii) all remaining scheduled payments of interest due on the respective Senior Secured Notes to and including the respective Early Redemption Dates, (excluding accrued but unpaid interest, if any, to, but excluding, the redemption date), with respect to each of subclause (i) and (ii), computed using a discount rate equal to the Treasury Rate in the case of the 2026 Dollar Senior Secured Notes and 2029 Dollar Senior Secured Notes, or Bund Rate in the case of the 2026 Euro Senior Secured Notes (both Treasury Rate and Bund Rate as defined in the respective indentures) as of such redemption date plus 50 basis points; over (b) the principal amount of the respective Senior Secured Notes. Redemption Pricing At any time and from time to time prior to the Early Redemption Dates, the Company may redeem some or all of the respective notes at redemption prices equal to 100% of the respective principal amounts being redeemed plus the Applicable Premium, plus accrued and unpaid interest, if any, to, but excluding, the redemption dates. At any time on or after the Early Redemption Dates, the Company may redeem some or all of the respective notes at the redemption prices (expressed in percentage of principal amount) set forth below, plus accrued and unpaid interest, if any, to, but excluding, the redemption dates, if redeemed during the twelve-month period beginning on respective dates of each of the years indicated below: Price For the period beginning 2026 Dollar Senior Secured Notes 2026 Euro Senior Secured Notes 2029 Dollar Senior Secured Notes Year April 15, January 15, 2023 102.500% 101.938% N/A 2024 101.250% 100.969% N/A 2025 100.000% 100.000% 102.375% 2026 N/A N/A 101.188% 2027 and thereafter N/A N/A 100.000% 2018 Coty Credit Agreement On April 5, 2018, the Company entered into an amended and restated credit agreement (the "2018 Coty Credit Agreement"), which, as previously disclosed, was amended in June 2019, September 2021 and November 2021. On March 7, 2023, the Company further amended the 2018 Coty Credit Agreement to effectuate the transition of the underlying variable interest rate from LIBOR to the Secured Overnight Financing Rate ("SOFR"). As amended and restated through March 2023, the 2018 Coty Credit Agreement matures on April 5, 2025 and 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 million 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 $2,000.0 denominated in U.S. dollars, specified alternative currencies or other currencies freely convertible into U.S. dollars (the “2021 Coty Revolving Credit Facility”) (as amended through March 2023, the 2018 Coty Term A Facility, together with the 2018 Coty Term B Facility and the 2021 Coty Revolving Credit Facility, the “2018 Coty Credit Facilities”). The 2018 Coty Credit Agreement provides that with respect to the 2021 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. As previously disclosed, the Company utilized proceeds from certain transactions to pay down portions of the outstanding balances of the 2018 Coty Term A Facility and 2018 Coty Term B Facility in November 2020, October 2021 and January 2022. In December 2022, the Company announced an agreement to early terminate a fragrance license in exchange for a termination payment from the licensor. A portion of the termination payment totaling €52.5 million (approximately $55.6) was advanced to the Company. In accordance with the 2018 Coty Credit Agreement, as amended, the Company utilized a portion of the advance proceeds to pay down €13.5 million (approximately $14.3) and $21.5, respectively, of the outstanding balances of the euro and U.S. dollar portions of the 2018 Term B Facility on December 23, 2022. No balances remain outstanding under the 2018 Coty Term A Facility. 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 million of 4.00% senior unsecured notes due 2023 (the “2023 Euro Notes”) and €250.0 million 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). The Senior Unsecured Notes are guaranteed, jointly and severally, on a senior basis by the Guarantors. 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 and Euro Notes will mature on April 15, 2026. The 2026 Dollar Notes will bear interest at a rate of 6.50% per annum. The 2026 Euro Notes will bear interest at a rate of 4.75% per annum. Interest on the 2026 Dollar and Euro Notes is payable semi-annually in arrears on April 15 and October 15 of each year. The Company redeemed the 2023 Euro Notes on April 15, 2022. On December 7, 2022, the Company redeemed $77.0 of the 2026 Dollar Notes and €69.7 million (approximately $72.2) of the 2026 Euro Notes. 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. Deferred Financing Costs and Original Issue Discounts The Company wrote off unamortized deferred issuance fees of $0.0 and $0.7, respectively and original issue debt discounts of $0.0 and $0.1, respectively during the three and nine months ended March 31, 2023 and wrote off $0.1 and $3.4, respectively, of unamortized deferred issuance fees and $0.1 and $0.4, respectively of original issue debt discounts during the three and nine months ended March 31, 2022, which were recorded in Other income, net in the Condensed Consolidated Statement of Operations. Additionally, during the three and nine months ended March 31, 2022, the Company capitalized original issue debt discounts of $0.0 and $27.0, respectively, and deferred issuance fees of $0.5 and $8.9, respectively. Scheduled Amortization The Company makes quarterly payments of 0.25%, of the initial aggregate principal amounts of the 2018 Coty Term B Facility. The remaining balance of the initial aggregate principal amount of the 2018 Coty Term B Facility will be payable on the maturity date of the facility. Interest The 2018 Coty Credit Agreement facilities will bear interest at rates equal to, at the Company’s option, either: (1) SOFR 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 (2) Alternate base rate (“ABR”) plus the applicable margin. In the case of the 2021 Coty Revolving Credit 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: SOFR 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: SOFR 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 SOFR 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 SOFR be deemed to be less than 0.00% per annum. Fair Value of Debt March 31, 2023 June 30, 2022 Carrying Fair Carrying Fair Senior Secured Notes $ 2,163.5 $ 2,083.5 $ 2,131.8 $ 1,914.1 2018 Coty Credit Agreement 1,460.7 1,439.6 1,512.8 1,451.5 Senior Unsecured Notes 669.7 664.4 811.4 733.5 Brazilian Credit Facilities 42.4 43.6 42.4 48.2 The Company uses the market approach to value its debt instruments. The Company obtains fair values from independent pricing services or utilizes the USD SOFR curve 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 as 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 finance lease obligations as of March 31, 2023, are presented below: Fiscal Year Ending June 30, 2023, remaining $ 5.8 2024 65.6 2025 1,431.7 2026 2,333.2 2027 — Thereafter 500.0 Total $ 4,336.3 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 (a) March 31, 2023 through April 5, 2025 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. 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 the Company's 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. As of March 31, 2023, the Company was in compliance with all covenants contained within the 2018 Coty Credit Agreement, as amended. |
INTEREST EXPENSE, NET
INTEREST EXPENSE, NET | 9 Months Ended |
Mar. 31, 2023 | |
Interest Income (Expense), Net [Abstract] | |
INTEREST EXPENSE, NET | INTEREST EXPENSE, NET Interest expense, net for the three and nine months ended March 31, 2023 and 2022, respectively, is presented below: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Interest expense $ 65.2 $ 60.9 $ 187.8 $ 185.4 Foreign exchange (gains) losses, net of derivative contracts (3.5) 3.4 10.5 1.0 Interest income (2.9) (1.4) (12.6) (2.8) Total interest expense, net $ 58.8 $ 62.9 $ 185.7 $ 183.6 |
EMPLOYEE BENEFIT PLANS
EMPLOYEE BENEFIT PLANS | 9 Months Ended |
Mar. 31, 2023 | |
Retirement Benefits [Abstract] | |
EMPLOYEE BENEFIT PLANS | EMPLOYEE BENEFIT PLANS 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 March 31, Pension Plans Other Post- U.S. International Total 2023 2022 2023 2022 2023 2022 2023 2022 Service cost — — 1.2 2.4 0.2 0.2 1.4 2.6 Interest cost 0.2 0.1 2.7 1.6 0.4 0.3 3.3 2.0 Expected return on plan assets — — (0.9) (1.2) — — (0.9) (1.2) Amortization of prior service credit — — — — (0.1) (0.1) (0.1) (0.1) Amortization of net (gain) loss (0.7) 0.1 (0.2) (0.1) (0.5) — (1.4) — Settlement loss recognized — — — 0.1 — — — 0.1 Net periodic benefit cost (credit) (0.5) 0.2 2.8 2.8 — 0.4 2.3 3.4 Nine Months Ended March 31, Pension Plans Other Post- U.S. International Total 2023 2022 2023 2022 2023 2022 2023 2022 Service cost — — 3.6 7.1 0.6 0.6 4.2 7.7 Interest cost 0.6 0.3 8.1 4.8 1.2 0.9 9.9 6.0 Expected return on plan assets — — (2.7) (3.4) — — (2.7) (3.4) Amortization of prior service credit — — — — (0.3) (0.3) (0.3) (0.3) Amortization of net (gain) loss (2.1) 0.3 (0.6) (0.3) (1.5) — (4.2) — Settlement loss recognized — — — 2.1 — — — 2.1 Curtailment gain recognized — — — (0.2) — — — (0.2) Net periodic benefit cost (credit) (1.5) 0.6 8.4 10.1 — 1.2 6.9 11.9 |
DERIVATIVE INSTRUMENTS
DERIVATIVE INSTRUMENTS | 9 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
DERIVATIVE INSTRUMENTS | DERIVATIVE INSTRUMENTS Foreign Exchange Risk 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. In September 2019, the Company entered into cross-currency swap contracts in the notional amount of $550.0 and designated these cross-currency swaps as hedges of its net investment in certain foreign subsidiaries. In September 2020, the Company terminated its existing net investment cross currency swap derivatives in exchange for cash payment of $37.6. The related loss from this termination is included in accumulated other comprehensive income (loss) (“AOCI/(L)”) until the sale or substantial liquidation of the underlying net investments. As of March 31, 2023 and June 30, 2022, the notional amount of the outstanding forward foreign exchange contracts designated as cash flow hedges were $27.4 and $30.0, respectively. The Company also uses certain derivatives not designated as hedging instruments consisting primarily of foreign currency forward contracts and cross currency swaps to hedge intercompany transactions and foreign currency denominated external debt. Although these derivatives were not designated for hedge accounting, the overall objective of mitigating foreign currency exposure is the same for all derivative instruments. For derivatives not designated as hedging instruments, changes in fair value are recorded in the line item in the Condensed Consolidated Statements of Operations to which the derivative relates. As of March 31, 2023 and June 30, 2022, the notional amounts of these outstanding non-designated foreign currency forward and cross currency forward contracts were $1,567.2 and $2,403.8, respectively. Interest Rate Risk 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 impact of increases 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. As of March 31, 2023 and June 30, 2022, the Company had interest rate swap contracts designated as effective hedges in the notional amount of $200.0 and $800.0. These interest rate swaps are designated and qualify as cash flow hedges and were highly effective. Net Investment Hedge Foreign currency gains and losses on borrowings designated as a net investment hedge, except ineffective portions, are reported in the cumulative translation adjustment (“CTA”) component of AOCI/(L), along with the foreign currency translation adjustments on those investments. As of March 31, 2023 and June 30, 2022, the nominal exposures of foreign currency denominated borrowings designated as net investment hedges were €801.6 million and €289.0 million, respectively. The designated hedge amounts were considered highly effective. Forward Repurchase Contracts In June and December 2022, the Company entered into certain forward repurchase contracts to start hedging for potential $200.0 and $196.0 share buyback programs, in 2024 and 2025, respectively. These forward repurchase contracts are accounted for at fair value, with changes in the fair value recorded in Other expense (income), net in the Condensed Consolidated Statements of Operations. Refer to Note 15—Equity and Convertible Preferred Stock. Derivative and non-derivative financial instruments which are designated as hedging instruments: The accumulated (loss) gain on foreign currency borrowings classified as net investment hedges in the foreign currency translation adjustment component of AOCI/(L) was $(11.2) and $41.7 as of March 31, 2023 and June 30, 2022, 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) as of March 31, 2023 and June 30, 2022. 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 Nine Months Ended 2023 2022 2023 2022 Foreign exchange forward contracts $ (3.1) $ (4.7) $ (1.8) $ (3.0) Interest rate swap contracts (0.1) 7.9 1.7 9.8 Net investment hedges (16.2) 5.3 (52.9) 24.2 The accumulated (loss) gain on derivative instruments classified as cash flow hedges in AOCI/(L), net of tax, was $(0.8) and $4.3 as of March 31, 2023 and June 30, 2022, respectively. The estimated net gain 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 $(0.8). As of March 31, 2023, 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 March 31, 2023 2022 Net revenues Cost of sales Interest expense, net Net revenues Cost of sales Interest expense, net Foreign exchange forward contracts: Amount of gain (loss) reclassified from AOCI into income $ — $ 0.3 $ — $ — $ 1.2 $ — Interest rate swap contracts: Amount of gain (loss) reclassified from AOCI into income — — 1.2 — — (2.2) Location and Amount of Gain (Loss) Recognized in Income on Cash Flow Hedging Relationships Nine Months Ended March 31, 2023 2022 Net revenues Cost of sales Interest expense, net Net revenues Cost of sales Interest expense, net Foreign exchange forward contracts: Amount of gain (loss) reclassified from AOCI into income $ — $ (1.3) $ — $ — $ 1.4 $ — Interest rate swap contracts: Amount of gain (loss) reclassified from AOCI into income — — 7.9 — — (12.0) 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 Nine Months Ended 2023 2022 2023 2022 Foreign exchange contracts Selling, general and administrative expenses $ (4.6) $ (0.4) $ (4.7) $ (0.3) Foreign exchange contracts Interest expense, net 14.7 (1.5) (64.6) 18.7 Foreign exchange and forward repurchase contracts Other (expense) income, net 161.4 2.8 167.1 2.3 |
EQUITY AND CONVERTIBLE PREFERRE
EQUITY AND CONVERTIBLE PREFERRED STOCK | 9 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
EQUITY AND CONVERTIBLE PREFERRED STOCK | EQUITY AND CONVERTIBLE PREFERRED STOCK Common Stock As of March 31, 2023, 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 March 31, 2023, total authorized shares of Class A Common Stock was 1,250.0 million and total outstanding shares of Class A Common Stock was 852.7 million. As of March 31, 2023, the Company’s largest stockholder was JAB Beauty B.V. (formerly known as Cottage Holdco B.V.), which owned approximately 53% of Coty’s outstanding Class A Common Stock. JAB Beauty 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”). The Company’s CEO, Sue Nabi, was granted a one-time sign-on award of restricted stock units (the “Award”) on June 30, 2021. On October 29, 2021, JAB Beauty B.V. completed the transfer of 10.0 million shares of Common Stock to Ms. Nabi in connection with her sign-on award of restricted stock units. See Note 16—Share-Based Compensation Plans for additional information. Series A and A-1 Preferred Stock As of March 31, 2023, 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 March 31, 2023, there were 1.5 million shares of Series A and no shares of Series A-1 Preferred Stock authorized, issued and outstanding. 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 March 31, 2023, the Company has $1.1 Series A Preferred Stock classified 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, relating to the issuance and sale by the Company to KKR Aggregator 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 Company completed the issuances and sales of the Series B Preferred Stock on May 26, 2020 and July 31, 2020. On November 16, 2020, KKR Aggregator and affiliated investment funds agreed to sell 146,057 shares of Series B Preferred Stock, to HFS Holdings S.à r.l, that is beneficially owned by Peter Harf, a director of the Company. The transaction closed on August 27, 2021. As a result of various conversions and exchanges of KKR Aggregator's shares of the Series B Preferred Stock, as of December 31, 2021, KKR has fully redeemed/exchanged all of their Series B Preferred Stock. Cumulative preferred dividends accrue daily on the Series B Preferred Stock at a rate of 9.0% per year. During the three months ended March 31, 2023 and 2022, the Board of Directors declared dividends on the Series B Preferred Stock of $3.3 and $3.3 and paid accrued dividends of $3.3 and $3.3, respectively. During the nine months ended March 31, 2023 and 2022, the Board of Directors declared dividends on the Series B Preferred Stock of $9.9 and $31.9, and paid accrued dividends of $9.9 and $52.5, respectively. As of March 31, 2023 and June 30, 2022, the Series B Preferred Stock had outstanding accrued dividends of $3.3 and $3.3, respectively. 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 and nine months ended March 31, 2023, the Company did not repurchase any shares of its Class A Common Stock under the Incremental Repurchase Program. As of March 31, 2023, the Company had authority for $396.8 remaining under the Incremental Repurchase Program. In June and December 2022, the Company entered into forward repurchase contracts (the “Forward” and together the “Forwards”) with three large financial institutions (“Counterparties”) to start hedging for potential $200.0 and $196.0 share buyback programs in 2024 and 2025, respectively. In connection with the June and December 2022 Forward transactions, the Company incurred certain execution fees of $2.0 and $2.0, respectively, which were recognized as a premium to the forward price recorded at inception and amortized ratably over the contract periods. As part of the Forward agreements, the Company will pay interest on the outstanding underlying notional amount of the Forwards held by the Counterparties during the contract periods. The interest rates are variable, based on the United States secured overnight funding rate (“SOFR”) plus a spread. The weighted average interest rate plus applicable spread for the June and December 2022 Forward transactions were 7.9% and 8.8%, respectively, as of March 31, 2023. As part of the June 2022 Forward transaction, two of the Counterparties purchased approximately 27.0 million shares of the Company’s Class A Common Stock. In addition, as part of the December 2022 Forward transaction, these two Counterparties purchased approximately 11.0 million shares of the Company’s Class A Common Stock. The June and December 2022 Forward agreements require the Company to: (i) repurchase the shares on or before June 6, 2024 and December 15, 2024, respectively, at a price based on the weighted average of the daily volume weighted average price (“VWAP”) during the initial acquisition period (“Initial Price”); or (ii) at the Company’s option, pay or receive the difference between the Final Price, defined as the weighted average of the daily VWAP during the unwind period as defined in the agreement, and Initial Price of the Forwards. As part of the December 2022 Forward transaction, the remaining Counterparty purchased approximately 11.5 million shares of the Company’s Class A Common Stock. This Forward requires the Company to pay or receive the difference between the Final Price and Initial Price established at inception of the Forward on or before January 15, 2025. In addition, the Forwards include a provision for a potential true-up in cash upon specified changes in the price of the Company’s Class A Common Stock relative to the Initial Price (“Hedge Valuation Adjustment”). Such Hedge Valuation Adjustment shall not result in a termination date or any adjustment of the number of Coty’s Class A Common Stock shares purchased by the Counterparties at inception. In the event the Company declares and pays any cash dividends on its Class A Common Stock, the Forward Counterparties will be entitled to such dividend payments and payable at termination of the Forwards. Since the Forwards permit a net cash settlement alternative in addition to the physical settlement, the Company accounted for the Forwards initially and subsequently at their fair value, with changes in the fair value recorded in Other income, net in the Condensed Consolidated Statement of Operations. Dividends On April 29, 2020, the Board of Directors suspended the payment of dividends. The change in dividends accrued recorded to APIC in the Condensed Consolidated Balance Sheet as of March 31, 2023 was $0.1, which represent dividends no longer expected to vest as a result of forfeitures of outstanding restricted stock units (“RSUs”). In addition to the activity noted above, the Company made payments totaling $0.7, of which $0.2 relates to tax, for the previously accrued dividends on RSUs that vested during the nine months ended March 31, 2023. Total accrued dividends on unvested RSUs and phantom units of $1.0 and $0.1 are included in Accrued expenses and other current liabilities and Other noncurrent liabilities, respectively, in the Condensed Consolidated Balance Sheet as of March 31, 2023. Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Gain 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, 2022 $ 4.3 $ 4.1 $ (770.8) $ 44.5 $ (717.9) Other comprehensive income (loss) before reclassifications 0.1 (52.9) 88.4 1.8 37.4 Net amounts reclassified from AOCI/(L) (5.2) — — (4.1) (9.3) Net current-period other comprehensive (loss) income (5.1) (52.9) 88.4 (2.3) 28.1 Balance—March 31, 2023 $ (0.8) $ (48.8) $ (682.4) $ 42.2 $ (689.8) (a) For the nine months ended March 31, 2023, other comprehensive income before reclassifications of $1.8 and net amounts reclassified from AOCI/(L) related to pensions and other post-employment benefit plans included amortization of prior service credits and actuarial losses of $4.5, net of tax of $0.4. Foreign Currency Translation Adjustments Loss on Cash Flow Hedges (Loss) gain on Net Investment Hedge Other Foreign Currency Translation Adjustments Pension and Other Post-Employment Benefit Plans Total Balance—July 1, 2021 $ (15.5) $ (32.2) $ (259.3) $ (14.9) $ (321.9) Other comprehensive income (loss) before reclassifications 6.3 24.2 (239.2) — (208.7) Net amounts reclassified from AOCI/(L) 8.2 — — 2.1 10.3 Net current-period other comprehensive income (loss) 14.5 24.2 (239.2) 2.1 (198.4) Balance—March 31, 2022 $ (1.0) $ (8.0) $ (498.5) $ (12.8) $ (520.3) |
SHARE-BASED COMPENSATION PLANS
SHARE-BASED COMPENSATION PLANS | 9 Months Ended |
Mar. 31, 2023 | |
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 Nine Months Ended 2023 2022 2023 2022 Equity plan expense (a) $ 32.7 $ 29.1 $ 97.7 $ 163.8 Liability plan (income) expense 0.9 (0.6) 1.2 0.5 Fringe expense — 0.3 1.5 2.5 Total share-based compensation expense $ 33.6 $ 28.8 $ 100.4 $ 166.8 (a) Equity plan share-based compensation expense of $32.7 and $29.1 were recorded to additional paid in capital and presented in the Condensed Consolidated Statements of Equity for the three months ended March 31, 2023 and 2022, respectively. Equity plan share-based compensation expense of $97.7 and $163.8 were recorded to additional paid in capital and presented in the Condensed Consolidated Statements of Equity for the nine months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, the total unrecognized share-based compensation expense related to stock options, Series A Preferred Stock, restricted stock, and restricted stock units and other share awards is $1.2, $0.0, $3.9 and $103.8, respectively. The unrecognized share-based compensation expense related to stock options, Series A Preferred stock, restricted stock, and restricted stock units and other share awards is expected to be recognized over a weighted-average period of 1.11, 0.00, 2.07 and 1.43 years, respectively. Restricted Stock Units and Other Share Awards The Company granted nil and 8.3 million shares of RSUs and other share awards during the three and nine months ended March 31, 2023, respectively. The Company recognized share-based compensation expense of $32.1 and $29.4 for the three months ended March 31, 2023 and 2022, respectively, of which $23.0 and $22.6 related to Ms. Nabi's award, as described below. The Company recognized share-based compensation expense of $97.3 and $166.6 for the nine months ended March 31, 2023 and 2022, respectively, of which $70.1 and $146.6, respectively, related to Ms. Nabi's award. The Company’s CEO, Sue Nabi, was granted a one-time sign-on award of restricted stock units (the “Award”) on June 30, 2021. The Award will vest and settle in 10.0 million shares of the Company’s Class A Common Stock, par value $0.01 per share, on each of August 31, 2021, August 31, 2022 and August 31, 2023, subject to her continued employment through each such date. The Company will recognize the share-based compensation expense, on a straight-line basis over the vesting period, based on the fair value on the grant date. The amount of compensation cost recognized at each vesting date must at least equal the portion of the award legally vested. In connection with this Award, on October 29, 2021, JAB Beauty B.V., the Company’s largest stockholder and a wholly-owned subsidiary of JAB Holding Company S.à r.l., completed the transfer of 10.0 million shares of Class A Common Stock to Ms. Nabi. In the event Ms. Nabi remains employed through the third vesting date, JAB Beauty B.V. has agreed, pursuant to an equity transfer agreement, to transfer to Ms. Nabi (either directly or through contributing to the Company) an additional 5.0 million shares of Class A Common Stock to Ms. Nabi. On August 31, 2022, the Company issued 10.0 million shares of Class A Common Stock to Ms. Nabi in connection with the second vesting of the Award. Restricted Stock The Company granted 0.0 million and 0.4 million shares of restricted stock, during the three and nine months ended March 31, 2023, respectively. The Company recognized share-based compensation expense of $0.7 and $0.7 for the three months ended March 31, 2023 and 2022, respectively, and $1.9 and $1.2 for the nine months ended March 31, 2023 and 2022, respectively. Series A Preferred Stock and Series A-1 Preferred Stock The Company granted no shares of Series A Preferred Stock or Series A-1 Preferred Stock during the three and nine months ended March 31, 2023, respectively. The Company recognized share-based compensation expense (income) of $0.6 and $(0.7) for the three months ended March 31, 2023 and 2022, respectively, and $0.4 and $0.2 for the nine months ended March 31, 2023 and 2022, respectively. Non-Qualified Stock Options The Company granted no non-qualified stock options during the three and nine months ended March 31, 2023. The Company recognized share-based compensation expense (income) of $0.2 and $(0.6) for the three months ended March 31, 2023 and 2022, respectively, and $0.8 and $(1.2) for the nine months ended March 31, 2023 and 2022, respectively. |
NET INCOME ATTRIBUTABLE TO COTY
NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE | 9 Months Ended |
Mar. 31, 2023 | |
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 Nine Months Ended 2023 2022 2023 2022 Amounts attributable to Coty Inc.: Net income from continuing operations $ 108.4 $ 52.9 $ 475.3 $ 536.5 Convertible Series B Preferred Stock dividends (3.3) (3.3) (9.9) (195.0) Net income from continuing operations attributable to common stockholders 105.1 49.6 465.4 341.5 Net income from discontinued operations, net of tax — 0.7 — 4.5 Net income attributable to common stockholders $ 105.1 $ 50.3 $ 465.4 $ 346.0 Weighted-average common shares outstanding: Weighted-average common shares outstanding—Basic 851.6 838.4 848.1 814.8 Effect of dilutive stock options and Series A Preferred Stock (a) — — — — Effect of restricted stock and RSUs (b) 13.6 14.5 14.0 12.7 Effect of Convertible Series B Preferred Stock (c) — — 23.7 — Effect of Forward Repurchase Contracts (d) — — — — Weighted-average common shares outstanding—Diluted 865.2 852.9 885.8 827.5 Earnings per common share: Earnings from continuing operations per common share - basic $ 0.12 $ 0.06 $ 0.55 $ 0.42 Earnings from continuing operations per common share - diluted (e) 0.12 0.06 0.54 0.42 Earnings per common share - basic 0.12 0.06 0.55 0.42 Earnings per common share - diluted (e) 0.12 0.06 0.54 0.42 (a) For the three months ended March 31, 2023 and 2022, outstanding stock options and Series A Preferred Stock with purchase or conversion rights to purchase 5.6 million and 6.6 million shares of Common Stock, respectively, were anti-dilutive and excluded from the computation of diluted EPS. For the nine months ended March 31, 2023 and 2022, outstanding stock options and Series A Preferred Stock with purchase or conversion rights to purchase 5.8 million and 8.9 million weighted average shares of Common Stock, respectively, were anti-dilutive and excluded from the computation of diluted EPS. (b) For the three months ended March 31, 2023 and 2022, there were 0.0 and 0.7 million weighted average anti-dilutive RSUs, respectively, excluded from the computation of diluted EPS. For the nine months ended March 31, 2023 and 2022, there were 0.0 and 2.3 million weighted average anti-dilutive RSUs, respectively, excluded from the computation of diluted EPS. (c) For the three months ended March 31, 2023 and the three and nine months ended March 31, 2022, there were 23.7 million, 23.7 million and 79.2 million weighted average dilutive shares of Convertible Series B Preferred Stock, respectively, excluded from the computation of diluted EPS as their inclusion would be anti-dilutive. (d) For the three and nine months ended March 31, 2023, potential shares for the Forward Repurchase Contracts were excluded from the computation of diluted EPS as Coty is in the position to receive shares from the counterparties and as such their inclusion would be anti-dilutive. (e) Diluted EPS is adjusted by the effect of dilutive securities, including awards under the Company's equity compensation plans, the convertible Series B Preferred Stock, and the Forward Repurchase Contracts. When calculating any potential dilutive effect of stock options, Series A Preferred Stock, restricted stock and RSUs, the Company uses the treasury method and the if-converted method for the Convertible Series B Preferred Stock and the Forward Repurchase Contracts. The treasury method typically does not adjust the net income attributable to Coty Inc., while the if-converted method requires an adjustment to reverse the impact of the preferred stock dividends of $3.3 and $3.3, respectively, and to reverse the impact of fair market value (gains)/losses for contracts with the option to settle in shares or cash of $(93.9) and $0.0, respectively, if dilutive, for the three months ended March 31, 2023 and 2022 on net income applicable to common stockholders during the period. The if-converted method requires an adjustment to reverse the impact of the preferred stock dividends of $9.9 and $195.0, respectively, and to reverse the impact of fair market value (gains)/losses for contracts with the option to settle in shares or cash of $(100.7) and $0.0, respectively, if dilutive, for the nine months ended March 31, 2023 and 2022 on net income applicable to common stockholders during the period. |
MANDATORILY REDEEMABLE FINANCIA
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS | 9 Months Ended |
Mar. 31, 2023 | |
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 In July 2021, the Company purchased the remaining 25% noncontrolling interest of a certain subsidiary in the United Arab Emirates from the noncontrolling interest holder for $7.1, pursuant to the related U.A.E. Shareholders Agreement. The termination was effective on December 31, 2020 and immediately prior to the cash payment, the noncontrolling interest balance was recorded as a mandatorily redeemable financial instrument liability. Redeemable Noncontrolling Interests Subsidiary in the Middle East As of March 31, 2023, the noncontrolling interest holder in the Company’s subsidiary in the Middle East had a 25% ownership share. The Company adjusts the redeemable noncontrolling interests (“RNCI”) to redemption value at the end of each reporting period with changes recognized as adjustments to APIC. The Company recognized $69.1 and $69.8 as the RNCI balances as of March 31, 2023 and June 30, 2022, respectively. |
COMMITMENTS AND CONTINGENCIES
COMMITMENTS AND CONTINGENCIES | 9 Months Ended |
Mar. 31, 2023 | |
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 claims related to the Company’s talc-based cosmetic products), 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 consolidated stockholder class and derivative action (the “Tender Offer Litigation”) concerning the tender offer by JAB Beauty B.V. (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 JAB Beauty B.V. in the Court of Chancery of the State of Delaware (the "Court"). 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 JAB Beauty 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. On March 29, 2023, the parties to the Tender Offer Litigation entered into a Stipulation and Agreement of Compromise and Settlement, the terms of which have been made available as part of the public filing requirements associated with the court-approval process. The Court will hold a hearing to consider whether to approve the settlement in June 2023. If approved, the settlement is not expected to have a material impact on the Company’s financial results. At this time, the Company 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 The Company’s Brazilian subsidiaries receive tax assessments from local, state and federal tax authorities in Brazil from time to time. Current open tax assessments as of March 31, 2023 are: Assessment received Type of assessment Type of Tax Tax period impacted Estimated amount, including interest and penalties as of March 31, 2023 Mar-18 State sales tax credits, which the Treasury Office of the State of Goiás considers as improperly registered ICMS 2016-2017 R$1.1 million (approximately $0.2) Aug-20 ICMS 2017-2019 R$555.4 million (approximately $109.0) Oct-20 Federal excise taxes, which the Treasury Office of the Brazil’s Internal Revenue Service considers as improperly calculated IPI 2016-2017 R$392.3 million (approximately $77.0) Nov-22 IPI 2018-2019 R$522.8 million (approximately $102.6) Nov-20 State sales taxes, which the Treasury Office of the State of Minas Gerais considers as improperly calculated ICMS 2016-2019 R$212.5 million (approximately $41.7) Jun-21 State sales tax, which the Treasury Office of the State of Goiás considers as improperly calculated ICMS 2016-2020 R$62.7 million (approximately $12.3) During the third quarter of fiscal 2023, the ICMS assessment received in November 2020 was moved to the judicial process. All other cases are currently in the administrative process. The Company is seeking favorable judicial and administrative decisions on the tax enforcement actions filed by the tax authorities for these assessments. 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. Due to the fiscal environment in Brazil, the possibility of further tax assessments related to the same or similar matters cannot be ruled out. |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 9 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | RELATED PARTY TRANSACTIONS Relationship with KKR On December 22, 2021, the Company entered into an agreement with KKR Bidco related to post-closing adjustments to the purchase consideration for the Wella Business. In relation to this agreement, the Company recognized gains of $2.1 and $28.5, in the three and nine months ended March 31, 2023, respectively, which are reported in Other income, net in the Condensed Consolidated Statements of Operations. The unearned portion of amounts advanced to the Company as part of this agreement and cost reimbursements due to Wella were $4.8 and $0.2 as of March 31, 2023 and is reflected in Other noncurrent liabilities in the Condensed Consolidated Balance Sheet. Wella As of March 31, 2023, Coty owned 25.9% of the Wella Company as an equity investment and performs certain services to Wella. Refer to Note 8— Equity Investments. In connection with the sale of the Wella Business, the Company and Wella entered into a Transitional Services Agreement (“TSA”). Subject to the terms of this TSA, the Company will perform services for Wella in exchange for related service fees. Such services include billing and collecting from Wella customers, certain logistics and warehouse services, as well as other administrative and systems support. The Company and Wella have mutually agreed to end the contracted TSA services on January 31, 2022. The Company and Wella have also entered into other manufacturing and distribution arrangements to facilitate the Wella Business transition in the U.S. and Brazil. TSA fees and other fees earned were $0.9 and $1.8, respectively, for the three months ended March 31, 2023 and $15.7 and $1.7, respectively, for the three months ended March 31, 2022. TSA fees and other fees earned were $2.4 and $5.9, respectively, for the nine months ended March 31, 2023 and $86.0 and $4.8, respectively, for the nine months ended March 31, 2022. The TSA fees are principally invoiced on a cost plus basis. The TSA fees and other fees were included in Selling, general and administrative expenses and Cost of sales, respectively, in the Company's Condensed Consolidated Statement of Operations. The Company also entered into an agreement with Wella to provide management, consulting and financial services to Wella and its direct and indirect divisions, subsidiaries, parent entities and controlled affiliates (in assisting it in the management of its business). Amounts due to the Company pursuant to this arrangement as of March 31, 2023 is $0.6. As of March 31, 2023, accounts receivable from and accounts payable to Wella of $63.4 and $9.1, respectively, were included in Prepaid expenses and other current assets and Accrued expenses and other current liabilities, respectively, in the Company's Condensed Consolidated Balance Sheets. Additionally, as of March 31, 2023, the Company has accrued $35.1 related to long-term payables due to Wella included in Other noncurrent liabilities in the Company's Condensed Consolidated Balance Sheet. In accordance with the separation agreement with Wella, Coty shall retain and be solely responsible for any amounts payable to former Coty employees transferred to Wella (“Wella employees”), who participated in the Coty Long-Term Incentive Plan. The Wella employees will continue to participate and vest on the current terms for the remaining vesting period after the separation. As such, Coty will continue to recognize the share-based compensation expense for Wella employees until the existing equity awards reach their vesting date. For the three and nine months ended March 31, 2023 and 2022, Coty recorded $1.1 and $1.0, respectively, and $3.8 and $(0.4), respectively of share-based compensation expense (income) related to Wella employees, which was presented as part of Other income, net in the Condensed Consolidated Statements of Operations. The Company has certain sublease arrangements with Wella after the sale. The Company reported sublease income from Wella of $2.3 and $3.0, respectively, and $7.0 and $10.1, respectively, for the three and nine months ended March 31, 2023 and 2022. |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 9 Months Ended |
Mar. 31, 2023 | |
Subsequent Events [Abstract] | |
SUBSEQUENT EVENTS | SUBSEQUENT EVENTSThe Company announced a new compensatory program for the Company’s CEO, Sue Nabi. Under the terms of the new arrangement, the Board has designed a long-term equity program with equity awards vesting through 2030, comprised of a one-time award of restricted stock units and an annual award of performance restricted stock units with three-year Company performance objectives. The Company filed a current report on Form 8-K on May 5, 2023 disclosing the terms of the new compensatory program. |
SUMMARY OF SIGNIFICANT ACCOUN_2
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Policies) | 9 Months Ended |
Mar. 31, 2023 | |
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 2023” refer to the fiscal year ending June 30, 2023. |
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, 2022. 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 and nine months ended March 31, 2023 are not necessarily indicative of the results of operations to be expected for the full fiscal year ending June 30, 2023. 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. |
Equity Investments | Equity Investments The Company elected the fair value option to account for its investment in Rainbow JVCO LTD and subsidiaries (together, "Wella" or the “Wella Company”) to align with the Company’s strategy for this investment. The fair value is updated on a quarterly basis. The investment is classified within Level 3 in the fair value hierarchy because the Company estimates the fair value of the investment using a combination of the income approach, the market approach and private transactions, when applicable. Changes in the fair value of equity investment under the fair value option are recorded in Other income, net within the Condensed Consolidated Statements of Operations (see Note 8—Equity Investments). |
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 net realizable value of inventory, the fair value of acquired assets and liabilities associated with acquisitions, the fair value of equity investments, the |
Tax Information | Tax Information The effective income tax rate for the three and nine months ended March 31, 2023 and 2022 was 21.0% and 0.9%, respectively, and 22.1% and 23.2%, respectively. The change in the effective tax rate for the three months ended March 31, 2023, as compared with the three months ended March 31, 2022, was primarily due to fair value gains related to the investment in the Wella business in the prior period. The change in the effective tax rate for the nine months ended March 31, 2023, as compared with the nine months ended March 31, 2022, was primarily due to foreign exchange loss recognized on the current year repatriation of funds that were previously taxed as part of the Tax Cuts and Job Acts of 2017. 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. |
Recently Adopted Accounting Pronouncements and Recently Issued Accounting Pronouncements | Recently Adopted Accounting Pronouncements In August 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-06, Debt - Debt with Conversion and Other Options (Subtopic 470-20) and Derivatives and Hedging- Contracts in Entity’s Own Equity (Subtopic 815-40) , which simplifies the accounting for convertible instruments by reducing the number of accounting models available for convertible debt instruments. This guidance also eliminates the treasury stock method to calculate diluted earnings per share for convertible instruments and requires the use of the if-converted method. The Company adopted this guidance using the modified retrospective method in the first quarter of fiscal year 2023. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. In July 2021, the FASB issued ASU No. 2021-05, Leases (Topic 842): Lessors-Certain Leases with Variable Lease Payments , which requires a lessor to classify a lease with variable lease payments that do not depend on an index or rate as an operating lease on the commencement date of the lease if specified criteria are met. The Company adopted this guidance in the first quarter of fiscal year 2023. The adoption of this standard did not have a material impact on the Company's consolidated financial statements. Recently Issued Accounting Pronouncements The FASB issued ASU No. 2020-04, Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting in March 2020 and ASU No. 2021-01, Reference Rate Reform (Topic 848): Scope in January 2021. The new guidance under these ASUs provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships and other transactions affected by reference rate reform if certain criteria are met. The amendments apply only to contracts and hedging relationships that reference LIBOR or another reference rate expected to be discontinued due to reference rate reform. These amendments are effective immediately and may be applied prospectively to contract modifications made and hedging relationships entered into or evaluated on or before December 31, 2022. On December 21, 2022, the FASB issued ASU No. 2022-06, Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic 848 , which extended the period of time entities can utilize the reference rate reform relief guidance under ASU No. 2020-04 from December 31, 2022 to December 31, 2024. As of March 31, 2023, the Company has not applied any of the optional expedients or exceptions allowed under these ASUs, but will continue to monitor the effects of reference rate reform, if any, on any new or amended contracts through December 31, 2024. The Company does not believe that these ASUs will have a material impact on its consolidated financial position, results of operations or cash flows. The FASB issued ASU No. 2023-01, Leases (Topic 842) - Common Control Arrangements , which clarifies the accounting for leasehold improvements associated with common control leases. The guidance will be effective for the Company in fiscal 2025 with early adoption permitted. The Company does not expect this ASU will have a material effect on its consolidated financial position, results of operations or cash flows. |
Derivative Instruments | Foreign Exchange Risk 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. |
SEGMENT REPORTING (Tables)
SEGMENT REPORTING (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of reportable segments | Three Months Ended Nine Months Ended SEGMENT DATA 2023 2022 2023 2022 Net revenues: Prestige $ 799.7 $ 726.4 $ 2,620.9 $ 2,605.1 Consumer Beauty 489.2 459.8 1,581.6 1,531.0 Total $ 1,288.9 $ 1,186.2 $ 4,202.5 $ 4,136.1 Operating income (loss): Prestige 102.4 83.8 437.3 357.5 Consumer Beauty (27.9) (20.4) 53.3 34.3 Corporate (31.0) (6.3) (75.9) (73.5) Total $ 43.5 $ 57.1 $ 414.7 $ 318.3 Reconciliation: Operating income 43.5 57.1 414.7 318.3 Interest expense, net 58.8 62.9 185.7 183.6 Other income, net (156.9) (60.6) (397.0) (572.9) Income from continuing operations before income taxes $ 141.6 $ 54.8 $ 626.0 $ 707.6 |
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 Nine Months Ended PRODUCT CATEGORY 2023 2022 2023 2022 Fragrance 59.2 % 57.6 % 60.3 % 60.3 % Color Cosmetics 29.2 29.6 27.4 27.8 Body Care & Other 6.7 7.3 7.5 7.0 Skincare 4.9 5.5 4.8 4.9 Total 100.0 % 100.0 % 100.0 % 100.0 % |
RESTRUCTURING COSTS (Tables)
RESTRUCTURING COSTS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Restructuring and Related Activities [Abstract] | |
Schedule of restructuring costs | Restructuring costs for the three and nine months ended March 31, 2023 and 2022 are presented below: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Transformation Plan $ (1.3) $ (6.8) $ (5.4) $ 1.5 Total $ (1.3) $ (6.8) $ (5.4) $ 1.5 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 73.4 (0.5) 0.3 73.2 Fiscal 2022 (6.2) — (0.3) (6.5) Fiscal 2023 (5.4) — — (5.4) Cumulative through March 31, 2023 $ 213.0 $ (1.6) $ 6.5 $ 217.9 |
Schedule of related liability balance and restructuring costs | The related liability balance and activity of restructuring costs for the Transformation Plan restructuring costs are presented below: Severance and Employee Benefits Total Balance—July 1, 2022 $ 55.2 $ 55.2 Restructuring charges 3.3 3.3 Payments (35.9) (35.9) Changes in estimates (8.7) (8.7) Effect of exchange rates (1.1) (1.1) Balance—March 31, 2023 $ 12.8 $ 12.8 |
INVENTORIES (Tables)
INVENTORIES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Schedule of inventory | Inventories as of March 31, 2023 and June 30, 2022 are presented below: March 31, June 30, Raw materials $ 213.9 $ 171.5 Work-in-process 10.4 13.2 Finished goods 573.8 476.8 Total inventories $ 798.1 $ 661.5 |
EQUITY INVESTMENTS (Tables)
EQUITY INVESTMENTS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Investments, Debt and Equity Securities [Abstract] | |
Schedule of equity investments | The Company's equity investments, classified as Equity investments in the Condensed Consolidated Balance Sheets are represented by the following: March 31, June 30, Equity method investments: KKW Holdings (a) $ 9.8 $ 12.6 Equity investments at fair value: Wella (b) $ 1,040.0 $ 830.0 Total equity investments 1,049.8 $ 842.6 (a) On January 4, 2021, the Company completed its purchase of 20% of the outstanding equity of KKW Holdings. The Company accounts for this minority investment under the equity method, given it has the ability to exercise significant influence over, but not control, the investee. The carrying value of the Company’s investment includes basis differences allocated to amortizable intangible assets. The Company recognized $0.8 and $0.9, respectively, during the three months ended March 31, 2023 and 2022 and $2.8 and $2.3, respectively, during the nine months ended March 31, 2023 and 2022 representing its share of the investee’s net loss in Other income, net within the Condensed Consolidated Statements of Operations. (b) As of March 31, 2023 and June 30, 2022, the Company's stake in Wella was 25.9%. The following table presents summarized financial information of the Company’s equity method investees for the period ending March 31, 2023. Amounts presented represent combined totals at the investee level and not the Company’s proportionate share: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Summarized Statements of Operations information: Net revenues $ 587.0 $ 552.8 $ 1,844.2 $ 1,916.3 Gross profit 382.7 376.4 1,197.6 1,314.5 Operating income 16.5 18.1 133.0 119.9 Income before income taxes (33.5) (50.6) (13.2) 6.3 Net (loss) income (27.5) (31.5) (13.0) 10.5 |
Schedule of movement in equity investments | The following table summarizes movements in equity investments with fair value option that are classified within Level 3 for the period ended March 31, 2023. There were no internal movements to or from Level 3 and Level 1 or Level 2 for the period ended March 31, 2023. Equity investments at fair value: Balance as of June 30, 2022 $ 830.0 Total gains included in earnings 210.0 Balance as of March 31, 2023 $ 1,040.0 |
Schedule of significant unobservable inputs used in Level 3 valuation | The following table summarizes the significant unobservable inputs used in Level 3 valuation of the Company's investments carried at fair value as of March 31, 2023. Included in the table are the inputs or range of possible inputs that have an effect on the overall valuation of the financial instruments. Fair value Valuation technique Unobservable Range Equity investments at fair value $ 1,040.0 Discounted cash flows Discount rate 10.75% (a) Growth rate 1.8% - 7.2% (a) Market multiple Revenue multiple 2.7x – 3.0x (b) EBITDA multiple 12.1x – 14.5x (b) (a) The primary unobservable inputs used in the fair value measurement of the Company's equity investments with fair value option, when using a discounted cash flow method, are the discount rate and revenue growth rate. Significant increases (decreases) in the discount rate in isolation would result in a significantly lower (higher) fair value measurement. The Company estimates the discount rate based on the investees' projected cost of equity and debt. The revenue growth rate is forecasted for future years by the investee based on their best estimates. Significant increases (decreases) in the revenue growth rate in isolation would result in a significantly higher (lower) fair value measurement. (b) The primary unobservable inputs used in the fair value measurement of the Company's equity investments with fair value option, when using a market multiple method, are the revenue multiple and EBITDA multiple. Significant increases (decreases) in the revenue multiple or EBITDA multiple in isolation would result in a significantly higher (lower) fair value measurement. The market multiples are derived from a group of guideline public companies. |
GOODWILL AND OTHER INTANGIBLE_2
GOODWILL AND OTHER INTANGIBLE ASSETS, NET (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of goodwill | Goodwill as of March 31, 2023 and June 30, 2022 is presented below: Prestige Consumer Beauty Total Gross balance at June 30, 2022 $ 6,220.7 $ 1,734.1 $ 7,954.8 Accumulated impairments (3,110.3) (929.8) (4,040.1) Net balance at June 30, 2022 $ 3,110.4 $ 804.3 $ 3,914.7 Changes during the period ended March 31, 2023 Foreign currency translation 48.1 11.6 59.7 Gross balance at March 31, 2023 $ 6,268.8 $ 1,745.7 $ 8,014.5 Accumulated impairments (3,110.3) (929.8) (4,040.1) Net balance at March 31, 2023 $ 3,158.5 $ 815.9 $ 3,974.4 |
Schedule of indefinite-lived intangible assets | Other intangible assets, net as of March 31, 2023 and June 30, 2022 are presented below: March 31, June 30, Indefinite-lived other intangible assets $ 952.0 $ 936.6 Finite-lived other intangible assets, net 2,901.1 2,966.2 Total Other intangible assets, net $ 3,853.1 $ 3,902.8 The changes in the carrying amount of indefinite-lived other intangible assets are presented below: Trademarks Total Gross balance at June 30, 2022 $ 1,881.5 $ 1,881.5 Accumulated impairments (944.9) (944.9) Net balance at June 30, 2022 $ 936.6 $ 936.6 Changes during the period ended March 31, 2023 Foreign currency translation 15.4 15.4 Gross balance at March 31, 2023 $ 1,896.9 $ 1,896.9 Accumulated impairments (944.9) (944.9) Net balance at March 31, 2023 $ 952.0 $ 952.0 |
Schedule of finite-lived intangible assets | Other intangible assets, net as of March 31, 2023 and June 30, 2022 are presented below: March 31, June 30, Indefinite-lived other intangible assets $ 952.0 $ 936.6 Finite-lived other intangible assets, net 2,901.1 2,966.2 Total Other intangible assets, net $ 3,853.1 $ 3,902.8 Intangible assets subject to amortization are presented below: Cost Accumulated Amortization Accumulated Impairment Net June 30, 2022 License agreements and collaboration agreements $ 3,861.9 $ (1,302.2) $ (19.6) $ 2,540.1 Customer relationships 740.0 (473.5) (5.5) 261.0 Trademarks 320.5 (177.1) (0.5) 142.9 Product formulations and technology 83.9 (61.7) — 22.2 Total $ 5,006.3 $ (2,014.5) $ (25.6) $ 2,966.2 March 31, 2023 License agreements and collaboration agreements $ 3,965.2 $ (1,447.4) $ (19.6) $ 2,498.2 Customer relationships 750.5 (499.5) (5.5) 245.5 Trademarks 322.6 (187.1) (0.5) 135.0 Product formulations and technology 85.6 (63.2) — 22.4 Total $ 5,123.9 $ (2,197.2) $ (25.6) $ 2,901.1 |
LEASES (Tables)
LEASES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Schedule of lease cost | The following chart provides additional information about the Company’s operating leases: Three Months Ended Nine Months Ended Lease Cost: 2023 2022 2023 2022 Operating lease cost $ 19.0 $ 22.1 $ 57.5 $ 64.2 Short-term lease cost 0.1 0.4 0.6 1.0 Variable lease cost 10.8 9.9 27.6 28.8 Sublease income (4.3) (5.1) (12.0) (15.8) Net lease cost $ 25.6 $ 27.3 $ 73.7 $ 78.2 Other information: Operating cash outflows from operating leases $ (16.8) $ (18.7) $ (57.2) $ (64.0) Right-of-use assets obtained in exchange for lease obligations $ 0.4 $ 73.1 $ 14.2 $ 100.1 Weighted-average remaining lease term - real estate 7.4 years 7.8 years Weighted-average discount rate - real estate leases 4.09 % 3.81 % |
Schedule of future minimum lease payments for operating leases | Future minimum lease payments for the Company’s operating leases are as follows: Fiscal Year Ending June 30, 2023, remaining $ 21.7 2024 68.7 2025 57.7 2026 46.5 2027 39.4 Thereafter 137.9 Total future lease payments 371.9 Less: imputed interest (56.4) Total present value of lease liabilities 315.5 Current operating lease liabilities 61.1 Long-term operating lease liabilities 254.4 Total operating lease liabilities $ 315.5 Table excludes obligations for leases with original terms of twelve months or less, which have not been recognized as ROU assets or liabilities in the Condensed Consolidated Balance Sheets. |
DEBT (Tables)
DEBT (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of debt | The Company’s debt balances consisted of the following as of March 31, 2023 and June 30, 2022, respectively: March 31, June 30, Short-term debt $ — $ — Senior Secured Notes 2026 Dollar Senior Secured Notes due April 2026 900.0 900.0 2026 Euro Senior Secured Notes due April 2026 763.5 731.8 2029 Dollar Senior Secured Notes due January 2029 500.0 500.0 2018 Coty Credit Agreement 2021 Coty Revolving Credit Facility due April 2025 254.5 273.6 2018 Coty Term B Facility due April 2025 1,206.2 1,239.2 Senior Unsecured Notes 2026 Dollar Notes due April 2026 473.0 550.0 2026 Euro Notes due April 2026 196.7 261.4 Brazilian Credit Facilities 42.4 42.4 Other long-term debt and finance lease obligations 7.7 0.1 Total debt 4,344.0 4,498.5 Less: Short-term debt and current portion of long-term debt (68.3) (23.0) Total Long-term debt 4,275.7 4,475.5 Less: Unamortized financing fees (32.6) (41.8) Less: Discount on long-term debt (18.1) (24.6) Total Long-term debt, net $ 4,225.0 $ 4,409.1 |
Schedule of debt instrument redemption | At any time on or after the Early Redemption Dates, the Company may redeem some or all of the respective notes at the redemption prices (expressed in percentage of principal amount) set forth below, plus accrued and unpaid interest, if any, to, but excluding, the redemption dates, if redeemed during the twelve-month period beginning on respective dates of each of the years indicated below: Price For the period beginning 2026 Dollar Senior Secured Notes 2026 Euro Senior Secured Notes 2029 Dollar Senior Secured Notes Year April 15, January 15, 2023 102.500% 101.938% N/A 2024 101.250% 100.969% N/A 2025 100.000% 100.000% 102.375% 2026 N/A N/A 101.188% 2027 and thereafter N/A N/A 100.000% |
Schedule of total net leverage ratio requirement | In the case of the 2021 Coty Revolving Credit 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: SOFR 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: SOFR 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 (a) March 31, 2023 through April 5, 2025 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. |
Schedule of line of credit facilities | Fair Value of Debt March 31, 2023 June 30, 2022 Carrying Fair Carrying Fair Senior Secured Notes $ 2,163.5 $ 2,083.5 $ 2,131.8 $ 1,914.1 2018 Coty Credit Agreement 1,460.7 1,439.6 1,512.8 1,451.5 Senior Unsecured Notes 669.7 664.4 811.4 733.5 Brazilian Credit Facilities 42.4 43.6 42.4 48.2 |
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 finance lease obligations as of March 31, 2023, are presented below: Fiscal Year Ending June 30, 2023, remaining $ 5.8 2024 65.6 2025 1,431.7 2026 2,333.2 2027 — Thereafter 500.0 Total $ 4,336.3 |
INTEREST EXPENSE, NET (Tables)
INTEREST EXPENSE, NET (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Interest Income (Expense), Net [Abstract] | |
Schedule of interest expense, net | Interest expense, net for the three and nine months ended March 31, 2023 and 2022, respectively, is presented below: Three Months Ended Nine Months Ended 2023 2022 2023 2022 Interest expense $ 65.2 $ 60.9 $ 187.8 $ 185.4 Foreign exchange (gains) losses, net of derivative contracts (3.5) 3.4 10.5 1.0 Interest income (2.9) (1.4) (12.6) (2.8) Total interest expense, net $ 58.8 $ 62.9 $ 185.7 $ 183.6 |
EMPLOYEE BENEFIT PLANS (Tables)
EMPLOYEE BENEFIT PLANS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
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 March 31, Pension Plans Other Post- U.S. International Total 2023 2022 2023 2022 2023 2022 2023 2022 Service cost — — 1.2 2.4 0.2 0.2 1.4 2.6 Interest cost 0.2 0.1 2.7 1.6 0.4 0.3 3.3 2.0 Expected return on plan assets — — (0.9) (1.2) — — (0.9) (1.2) Amortization of prior service credit — — — — (0.1) (0.1) (0.1) (0.1) Amortization of net (gain) loss (0.7) 0.1 (0.2) (0.1) (0.5) — (1.4) — Settlement loss recognized — — — 0.1 — — — 0.1 Net periodic benefit cost (credit) (0.5) 0.2 2.8 2.8 — 0.4 2.3 3.4 Nine Months Ended March 31, Pension Plans Other Post- U.S. International Total 2023 2022 2023 2022 2023 2022 2023 2022 Service cost — — 3.6 7.1 0.6 0.6 4.2 7.7 Interest cost 0.6 0.3 8.1 4.8 1.2 0.9 9.9 6.0 Expected return on plan assets — — (2.7) (3.4) — — (2.7) (3.4) Amortization of prior service credit — — — — (0.3) (0.3) (0.3) (0.3) Amortization of net (gain) loss (2.1) 0.3 (0.6) (0.3) (1.5) — (4.2) — Settlement loss recognized — — — 2.1 — — — 2.1 Curtailment gain recognized — — — (0.2) — — — (0.2) Net periodic benefit cost (credit) (1.5) 0.6 8.4 10.1 — 1.2 6.9 11.9 |
DERIVATIVE INSTRUMENTS (Tables)
DERIVATIVE INSTRUMENTS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Schedule of 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 Nine Months Ended 2023 2022 2023 2022 Foreign exchange forward contracts $ (3.1) $ (4.7) $ (1.8) $ (3.0) Interest rate swap contracts (0.1) 7.9 1.7 9.8 Net investment hedges (16.2) 5.3 (52.9) 24.2 |
Schedule of 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 Nine Months Ended 2023 2022 2023 2022 Foreign exchange forward contracts $ (3.1) $ (4.7) $ (1.8) $ (3.0) Interest rate swap contracts (0.1) 7.9 1.7 9.8 Net investment hedges (16.2) 5.3 (52.9) 24.2 |
Schedule of 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 March 31, 2023 2022 Net revenues Cost of sales Interest expense, net Net revenues Cost of sales Interest expense, net Foreign exchange forward contracts: Amount of gain (loss) reclassified from AOCI into income $ — $ 0.3 $ — $ — $ 1.2 $ — Interest rate swap contracts: Amount of gain (loss) reclassified from AOCI into income — — 1.2 — — (2.2) Location and Amount of Gain (Loss) Recognized in Income on Cash Flow Hedging Relationships Nine Months Ended March 31, 2023 2022 Net revenues Cost of sales Interest expense, net Net revenues Cost of sales Interest expense, net Foreign exchange forward contracts: Amount of gain (loss) reclassified from AOCI into income $ — $ (1.3) $ — $ — $ 1.4 $ — Interest rate swap contracts: Amount of gain (loss) reclassified from AOCI into income — — 7.9 — — (12.0) |
Schedule of 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 Nine Months Ended 2023 2022 2023 2022 Foreign exchange contracts Selling, general and administrative expenses $ (4.6) $ (0.4) $ (4.7) $ (0.3) Foreign exchange contracts Interest expense, net 14.7 (1.5) (64.6) 18.7 Foreign exchange and forward repurchase contracts Other (expense) income, net 161.4 2.8 167.1 2.3 |
EQUITY AND CONVERTIBLE PREFER_2
EQUITY AND CONVERTIBLE PREFERRED STOCK (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Schedule of accumulated other comprehensive income (loss) | Accumulated Other Comprehensive Income (Loss) Foreign Currency Translation Adjustments Gain 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, 2022 $ 4.3 $ 4.1 $ (770.8) $ 44.5 $ (717.9) Other comprehensive income (loss) before reclassifications 0.1 (52.9) 88.4 1.8 37.4 Net amounts reclassified from AOCI/(L) (5.2) — — (4.1) (9.3) Net current-period other comprehensive (loss) income (5.1) (52.9) 88.4 (2.3) 28.1 Balance—March 31, 2023 $ (0.8) $ (48.8) $ (682.4) $ 42.2 $ (689.8) (a) For the nine months ended March 31, 2023, other comprehensive income before reclassifications of $1.8 and net amounts reclassified from AOCI/(L) related to pensions and other post-employment benefit plans included amortization of prior service credits and actuarial losses of $4.5, net of tax of $0.4. Foreign Currency Translation Adjustments Loss on Cash Flow Hedges (Loss) gain on Net Investment Hedge Other Foreign Currency Translation Adjustments Pension and Other Post-Employment Benefit Plans Total Balance—July 1, 2021 $ (15.5) $ (32.2) $ (259.3) $ (14.9) $ (321.9) Other comprehensive income (loss) before reclassifications 6.3 24.2 (239.2) — (208.7) Net amounts reclassified from AOCI/(L) 8.2 — — 2.1 10.3 Net current-period other comprehensive income (loss) 14.5 24.2 (239.2) 2.1 (198.4) Balance—March 31, 2022 $ (1.0) $ (8.0) $ (498.5) $ (12.8) $ (520.3) |
SHARE-BASED COMPENSATION PLANS
SHARE-BASED COMPENSATION PLANS (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Schedule of 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 Nine Months Ended 2023 2022 2023 2022 Equity plan expense (a) $ 32.7 $ 29.1 $ 97.7 $ 163.8 Liability plan (income) expense 0.9 (0.6) 1.2 0.5 Fringe expense — 0.3 1.5 2.5 Total share-based compensation expense $ 33.6 $ 28.8 $ 100.4 $ 166.8 |
NET INCOME ATTRIBUTABLE TO CO_2
NET INCOME ATTRIBUTABLE TO COTY INC. PER COMMON SHARE (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Schedule of 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 Nine Months Ended 2023 2022 2023 2022 Amounts attributable to Coty Inc.: Net income from continuing operations $ 108.4 $ 52.9 $ 475.3 $ 536.5 Convertible Series B Preferred Stock dividends (3.3) (3.3) (9.9) (195.0) Net income from continuing operations attributable to common stockholders 105.1 49.6 465.4 341.5 Net income from discontinued operations, net of tax — 0.7 — 4.5 Net income attributable to common stockholders $ 105.1 $ 50.3 $ 465.4 $ 346.0 Weighted-average common shares outstanding: Weighted-average common shares outstanding—Basic 851.6 838.4 848.1 814.8 Effect of dilutive stock options and Series A Preferred Stock (a) — — — — Effect of restricted stock and RSUs (b) 13.6 14.5 14.0 12.7 Effect of Convertible Series B Preferred Stock (c) — — 23.7 — Effect of Forward Repurchase Contracts (d) — — — — Weighted-average common shares outstanding—Diluted 865.2 852.9 885.8 827.5 Earnings per common share: Earnings from continuing operations per common share - basic $ 0.12 $ 0.06 $ 0.55 $ 0.42 Earnings from continuing operations per common share - diluted (e) 0.12 0.06 0.54 0.42 Earnings per common share - basic 0.12 0.06 0.55 0.42 Earnings per common share - diluted (e) 0.12 0.06 0.54 0.42 (a) For the three months ended March 31, 2023 and 2022, outstanding stock options and Series A Preferred Stock with purchase or conversion rights to purchase 5.6 million and 6.6 million shares of Common Stock, respectively, were anti-dilutive and excluded from the computation of diluted EPS. For the nine months ended March 31, 2023 and 2022, outstanding stock options and Series A Preferred Stock with purchase or conversion rights to purchase 5.8 million and 8.9 million weighted average shares of Common Stock, respectively, were anti-dilutive and excluded from the computation of diluted EPS. (b) For the three months ended March 31, 2023 and 2022, there were 0.0 and 0.7 million weighted average anti-dilutive RSUs, respectively, excluded from the computation of diluted EPS. For the nine months ended March 31, 2023 and 2022, there were 0.0 and 2.3 million weighted average anti-dilutive RSUs, respectively, excluded from the computation of diluted EPS. (c) For the three months ended March 31, 2023 and the three and nine months ended March 31, 2022, there were 23.7 million, 23.7 million and 79.2 million weighted average dilutive shares of Convertible Series B Preferred Stock, respectively, excluded from the computation of diluted EPS as their inclusion would be anti-dilutive. (d) For the three and nine months ended March 31, 2023, potential shares for the Forward Repurchase Contracts were excluded from the computation of diluted EPS as Coty is in the position to receive shares from the counterparties and as such their inclusion would be anti-dilutive. (e) Diluted EPS is adjusted by the effect of dilutive securities, including awards under the Company's equity compensation plans, the convertible Series B Preferred Stock, and the Forward Repurchase Contracts. When calculating any potential dilutive effect of stock options, Series A Preferred Stock, restricted stock and RSUs, the Company uses the treasury method and the if-converted method for the Convertible Series B Preferred Stock and the Forward Repurchase Contracts. The treasury method typically does not adjust the net income attributable to Coty Inc., while the if-converted method requires an adjustment to reverse the impact of the preferred stock dividends of $3.3 and $3.3, respectively, and to reverse the impact of fair market value (gains)/losses for contracts with the option to settle in shares or cash of $(93.9) and $0.0, respectively, if dilutive, for the three months ended March 31, 2023 and 2022 on net income applicable to common stockholders during the period. The if-converted method requires an adjustment to reverse the impact of the preferred stock dividends of $9.9 and $195.0, respectively, and to reverse the impact of fair market value (gains)/losses for contracts with the option to settle in shares or cash of $(100.7) and $0.0, respectively, if dilutive, for the nine months ended March 31, 2023 and 2022 on net income applicable to common stockholders during the period. |
COMMITMENT AND CONTINGENCIES (T
COMMITMENT AND CONTINGENCIES (Tables) | 9 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
Schedule of income tax contingencies | The Company’s Brazilian subsidiaries receive tax assessments from local, state and federal tax authorities in Brazil from time to time. Current open tax assessments as of March 31, 2023 are: Assessment received Type of assessment Type of Tax Tax period impacted Estimated amount, including interest and penalties as of March 31, 2023 Mar-18 State sales tax credits, which the Treasury Office of the State of Goiás considers as improperly registered ICMS 2016-2017 R$1.1 million (approximately $0.2) Aug-20 ICMS 2017-2019 R$555.4 million (approximately $109.0) Oct-20 Federal excise taxes, which the Treasury Office of the Brazil’s Internal Revenue Service considers as improperly calculated IPI 2016-2017 R$392.3 million (approximately $77.0) Nov-22 IPI 2018-2019 R$522.8 million (approximately $102.6) Nov-20 State sales taxes, which the Treasury Office of the State of Minas Gerais considers as improperly calculated ICMS 2016-2019 R$212.5 million (approximately $41.7) Jun-21 State sales tax, which the Treasury Office of the State of Goiás considers as improperly calculated ICMS 2016-2020 R$62.7 million (approximately $12.3) |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES - Narrative (Details) € in Millions, $ in Millions | 1 Months Ended | 3 Months Ended | 9 Months Ended | ||||||
Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) | Mar. 31, 2023 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) | Mar. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2022 USD ($) | Jun. 30, 2022 USD ($) | |
Significant Accounting Policies [Line Items] | |||||||||
Restricted cash | $ 32 | $ 32 | $ 30.5 | ||||||
Effective income tax rate, percentage | 21% | 0.90% | 22.10% | 23.20% | |||||
Gross unrecognized tax benefits | $ 237.1 | $ 237.1 | 251.6 | ||||||
Unrecognized tax benefits that would impact effective tax rate | 158.5 | 158.5 | |||||||
Unrecognized tax benefits, net | 189.8 | 189.8 | 191.8 | ||||||
Interest and penalties expense | 3.5 | $ 1.3 | 4.9 | $ 1 | |||||
Gross accrued interest and penalties | 31.3 | 31.3 | $ 26.4 | ||||||
Reasonably possible decrease in UTBs (up to) | 18.3 | 18.3 | |||||||
Advance on contract termination | $ 55.6 | € 52.5 | |||||||
Lacoste | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Advance on contract termination | $ 55.6 | € 52.5 | |||||||
Russia Market Exit | |||||||||
Significant Accounting Policies [Line Items] | |||||||||
Net deferred income tax (liability) asset | 1.3 | 17 | |||||||
Restructuring charges | 0.3 | 0.3 | |||||||
Expected cost remaining | $ 7.5 | $ 7.5 |
DISCONTINUED OPERATIONS (Detail
DISCONTINUED OPERATIONS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2022 | Mar. 31, 2022 | Mar. 31, 2023 | Jun. 30, 2022 | Nov. 30, 2020 | |
Discontinued Operations, Held-for-sale or Disposed of by Sale | Wella Business | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Gain on disposal of discontinued operation | $ 1.3 | $ 6.1 | |||
Income tax impact | $ 0.6 | $ 1.6 | |||
Wella Company | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Ownership percentage | 40% | ||||
Equity securities, FV-NI, ownership percentage | 25.90% | 25.90% |
SEGMENT REPORTING - Reporting S
SEGMENT REPORTING - Reporting Segments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Segment Reporting Information [Line Items] | ||||
Net revenues | $ 1,288.9 | $ 1,186.2 | $ 4,202.5 | $ 4,136.1 |
Operating income (loss) | 43.5 | 57.1 | 414.7 | 318.3 |
Interest expense, net | 58.8 | 62.9 | 185.7 | 183.6 |
Other income, net | (156.9) | (60.6) | (397) | (572.9) |
Income from continuing operations before income taxes | 141.6 | 54.8 | 626 | 707.6 |
Operating Segments | Prestige | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 799.7 | 726.4 | 2,620.9 | 2,605.1 |
Operating income (loss) | 102.4 | 83.8 | 437.3 | 357.5 |
Operating Segments | Consumer Beauty | ||||
Segment Reporting Information [Line Items] | ||||
Net revenues | 489.2 | 459.8 | 1,581.6 | 1,531 |
Operating income (loss) | (27.9) | (20.4) | 53.3 | 34.3 |
Operating Segments | Corporate | ||||
Segment Reporting Information [Line Items] | ||||
Operating income (loss) | $ (31) | $ (6.3) | $ (75.9) | $ (73.5) |
SEGMENT REPORTING - Reportable
SEGMENT REPORTING - Reportable Segments, Revenue by Product Category (Details) - Product Concentration Risk - Sales Revenue | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Segment Reporting Information [Line Items] | ||||
Percentage of consolidated revenues | 100% | 100% | 100% | 100% |
Fragrance | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of consolidated revenues | 59.20% | 57.60% | 60.30% | 60.30% |
Color Cosmetics | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of consolidated revenues | 29.20% | 29.60% | 27.40% | 27.80% |
Body Care & Other | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of consolidated revenues | 6.70% | 7.30% | 7.50% | 7% |
Skincare | ||||
Segment Reporting Information [Line Items] | ||||
Percentage of consolidated revenues | 4.90% | 5.50% | 4.80% | 4.90% |
ACQUISITION- AND DIVESTITURE-_2
ACQUISITION- AND DIVESTITURE-RELATED COSTS (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Business Combination and Asset Acquisition [Abstract] | ||||
Acquisition- and divestiture-related costs | $ 0 | $ 0 | $ 0 | $ 0 |
Divestiture-related costs | $ 0 | $ 3,300,000 | $ 0 | $ 14,200,000 |
RESTRUCTURING COSTS - Restructu
RESTRUCTURING COSTS - Restructuring Costs by Program (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ (1.3) | $ (6.8) | $ (5.4) | $ 1.5 | |||
Transformation Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ (1.3) | $ (6.8) | $ (5.4) | $ 1.5 | $ (6.5) | $ 73.2 | $ 156.6 |
RESTRUCTURING COSTS - Narrative
RESTRUCTURING COSTS - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | 12 Months Ended | ||||
Jul. 01, 2019 | Mar. 31, 2023 | Jun. 30, 2025 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2022 | |
Turnaround Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring and related activities, plan term (in years) | 4 years | |||||
Expected cost remaining | $ 2 | |||||
Transformation Plan | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Restructuring costs incurred to date | 217.9 | |||||
Restructuring reserve | 12.8 | $ 55.2 | ||||
Payments for restructuring | $ 35.9 | |||||
Transformation Plan | Forecast | ||||||
Restructuring Cost and Reserve [Line Items] | ||||||
Payments for restructuring | $ 1.2 | $ 6 | $ 5.6 |
RESTRUCTURING COSTS - Restruc_2
RESTRUCTURING COSTS - Restructuring Costs by Type (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | Jun. 30, 2020 | |
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | $ (1.3) | $ (6.8) | $ (5.4) | $ 1.5 | |||
Transformation Plan | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | (1.3) | $ (6.8) | (5.4) | $ 1.5 | $ (6.5) | $ 73.2 | $ 156.6 |
Cumulative through March 31, 2023 | 217.9 | 217.9 | |||||
Cumulative through March 31, 2023 | (217.9) | (217.9) | |||||
Transformation Plan | Severance and Employee Benefits | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | (5.4) | (6.2) | 73.4 | 151.2 | |||
Cumulative through March 31, 2023 | 213 | 213 | |||||
Cumulative through March 31, 2023 | (213) | (213) | |||||
Transformation Plan | Fixed Asset Write-offs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 0 | 0 | (0.5) | (1.1) | |||
Cumulative through March 31, 2023 | 1.6 | 1.6 | |||||
Cumulative through March 31, 2023 | (1.6) | (1.6) | |||||
Transformation Plan | Other Exit Costs | |||||||
Restructuring Cost and Reserve [Line Items] | |||||||
Restructuring costs | 0 | $ (0.3) | $ 0.3 | $ 6.5 | |||
Cumulative through March 31, 2023 | 6.5 | 6.5 | |||||
Cumulative through March 31, 2023 | $ (6.5) | $ (6.5) |
RESTRUCTURING COSTS - Restruc_3
RESTRUCTURING COSTS - Restructuring Roll Forward (Details) - Transformation Plan $ in Millions | 9 Months Ended |
Mar. 31, 2023 USD ($) | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | $ 55.2 |
Restructuring charges | 3.3 |
Payments | (35.9) |
Changes in estimates | (8.7) |
Effect of exchange rates | (1.1) |
Ending balance | 12.8 |
Severance and Employee Benefits | |
Restructuring Reserve [Roll Forward] | |
Beginning balance | 55.2 |
Restructuring charges | 3.3 |
Payments | (35.9) |
Changes in estimates | (8.7) |
Effect of exchange rates | (1.1) |
Ending balance | $ 12.8 |
INVENTORIES (Details)
INVENTORIES (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Inventory Disclosure [Abstract] | ||
Raw materials | $ 213.9 | $ 171.5 |
Work-in-process | 10.4 | 13.2 |
Finished goods | 573.8 | 476.8 |
Total inventories | $ 798.1 | $ 661.5 |
EQUITY INVESTMENTS - Schedule o
EQUITY INVESTMENTS - Schedule of Equity Investments (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | Jan. 04, 2021 | |
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Total equity investments | $ 1,049.8 | $ 1,049.8 | $ 842.6 | |||
KKW Beauty | ||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Percentage of equity interests acquired | 20% | |||||
KKW Beauty | ||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Equity method investments | 9.8 | 9.8 | 12.6 | |||
Loss from equity method investments | 0.8 | $ 0.9 | 2.8 | $ 2.3 | ||
Wella Company | ||||||
Debt and Equity Securities, FV-NI [Line Items] | ||||||
Equity investments at fair value | $ 1,040 | $ 1,040 | $ 830 | |||
Equity securities, FV-NI, ownership percentage | 25.90% | 25.90% | 25.90% |
EQUITY INVESTMENTS - Summarized
EQUITY INVESTMENTS - Summarized Statements of Operations Information (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Debt and Equity Securities, FV-NI [Line Items] | ||||
Net revenues | $ 1,288.9 | $ 1,186.2 | $ 4,202.5 | $ 4,136.1 |
Gross profit | 810.8 | 763.1 | 2,697.8 | 2,647.1 |
Operating income | 43.5 | 57.1 | 414.7 | 318.3 |
Income before income taxes | 141.6 | 54.8 | 626 | 707.6 |
Net (loss) income | 111.8 | 55 | 487.7 | 547.6 |
KKW Beauty And Wella | ||||
Debt and Equity Securities, FV-NI [Line Items] | ||||
Gross profit | 382.7 | 376.4 | 1,197.6 | 1,314.5 |
Net (loss) income | (27.5) | (31.5) | (13) | 10.5 |
KKW Beauty And Wella | ||||
Debt and Equity Securities, FV-NI [Line Items] | ||||
Net revenues | 587 | 552.8 | 1,844.2 | 1,916.3 |
Operating income | 16.5 | 18.1 | 133 | 119.9 |
Income before income taxes | $ (33.5) | $ (50.6) | $ (13.2) | $ 6.3 |
EQUITY INVESTMENTS - Schedule_2
EQUITY INVESTMENTS - Schedule of Movement in Equity Investments (Details) - Wella Company $ in Millions | 9 Months Ended |
Mar. 31, 2023 USD ($) | |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Balance as of June 30, 2022 | $ 830 |
Total gains included in earnings | 210 |
Balance as of March 31, 2023 | $ 1,040 |
EQUITY INVESTMENTS - Schedule_3
EQUITY INVESTMENTS - Schedule of Significant Unobservable Inputs used in Level 3 Valuation (Details) - Wella Company $ in Millions | Mar. 31, 2023 USD ($) | Jun. 30, 2022 USD ($) |
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value | $ 1,040 | $ 830 |
Fair Value, Inputs, Level 3 | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Fair value | $ 1,040 | |
Fair Value, Inputs, Level 3 | Discounted cash flows | Discount rate | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 0.1075 | |
Fair Value, Inputs, Level 3 | Discounted cash flows | Growth rate | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 0.018 | |
Fair Value, Inputs, Level 3 | Discounted cash flows | Growth rate | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 0.072 | |
Fair Value, Inputs, Level 3 | Market multiple | Revenue multiple | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 2.7 | |
Fair Value, Inputs, Level 3 | Market multiple | Revenue multiple | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 3 | |
Fair Value, Inputs, Level 3 | Market multiple | EBITDA multiple | Minimum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 12.1 | |
Fair Value, Inputs, Level 3 | Market multiple | EBITDA multiple | Maximum | ||
Fair Value Measurement Inputs and Valuation Techniques [Line Items] | ||
Unobservable input percentage | 14.5 |
GOODWILL AND OTHER INTANGIBLE_3
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Changes in Goodwill (Details) $ in Millions | 9 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill [Roll Forward] | |
Gross beginning balance | $ 7,954.8 |
Accumulated impairments beginning balance | (4,040.1) |
Net beginning balance | 3,914.7 |
Foreign currency translation | 59.7 |
Gross ending balance | 8,014.5 |
Accumulated impairments ending balance | (4,040.1) |
Net ending balance | 3,974.4 |
Prestige | |
Goodwill [Roll Forward] | |
Gross beginning balance | 6,220.7 |
Accumulated impairments beginning balance | (3,110.3) |
Net beginning balance | 3,110.4 |
Foreign currency translation | 48.1 |
Gross ending balance | 6,268.8 |
Accumulated impairments ending balance | (3,110.3) |
Net ending balance | 3,158.5 |
Consumer Beauty | |
Goodwill [Roll Forward] | |
Gross beginning balance | 1,734.1 |
Accumulated impairments beginning balance | (929.8) |
Net beginning balance | 804.3 |
Foreign currency translation | 11.6 |
Gross ending balance | 1,745.7 |
Accumulated impairments ending balance | (929.8) |
Net ending balance | $ 815.9 |
GOODWILL AND OTHER INTANGIBLE_4
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Other Intangible Assets, Net (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Indefinite-lived other intangible assets | $ 952 | $ 936.6 |
Finite-lived other intangible assets, net | 2,901.1 | 2,966.2 |
Total Other intangible assets, net | $ 3,853.1 | $ 3,902.8 |
GOODWILL AND OTHER INTANGIBLE_5
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Schedule of Indefinite Lived Intangible Assets (Details) $ in Millions | 9 Months Ended |
Mar. 31, 2023 USD ($) | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Gross beginning balance | $ 1,881.5 |
Accumulated impairments beginning balance | (944.9) |
Net beginning balance | 936.6 |
Foreign currency translation | 15.4 |
Gross ending balance | 1,896.9 |
Accumulated impairments ending balance | (944.9) |
Net ending balance | 952 |
Trademarks | |
Indefinite-lived Intangible Assets [Roll Forward] | |
Gross beginning balance | 1,881.5 |
Accumulated impairments beginning balance | (944.9) |
Net beginning balance | 936.6 |
Foreign currency translation | 15.4 |
Gross ending balance | 1,896.9 |
Accumulated impairments ending balance | (944.9) |
Net ending balance | $ 952 |
GOODWILL AND OTHER INTANGIBLE_6
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Schedule of Intangible Assets Subject to Amortization (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Finite-Lived Intangible Assets [Line Items] | ||
Cost | $ 5,123.9 | $ 5,006.3 |
Accumulated Amortization | (2,197.2) | (2,014.5) |
Accumulated Impairment | (25.6) | (25.6) |
Net | 2,901.1 | 2,966.2 |
License agreements and collaboration agreements | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 3,965.2 | 3,861.9 |
Accumulated Amortization | (1,447.4) | (1,302.2) |
Accumulated Impairment | (19.6) | (19.6) |
Net | 2,498.2 | 2,540.1 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 750.5 | 740 |
Accumulated Amortization | (499.5) | (473.5) |
Accumulated Impairment | (5.5) | (5.5) |
Net | 245.5 | 261 |
Trademarks | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 322.6 | 320.5 |
Accumulated Amortization | (187.1) | (177.1) |
Accumulated Impairment | (0.5) | (0.5) |
Net | 135 | 142.9 |
Product formulations and technology | ||
Finite-Lived Intangible Assets [Line Items] | ||
Cost | 85.6 | 83.9 |
Accumulated Amortization | (63.2) | (61.7) |
Accumulated Impairment | 0 | 0 |
Net | $ 22.4 | $ 22.2 |
GOODWILL AND OTHER INTANGIBLE_7
GOODWILL AND OTHER INTANGIBLE ASSETS, NET - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||||
Amortization expense | $ 48.2 | $ 50.2 | $ 143.1 | $ 158.6 |
LEASES - Narrative (Details)
LEASES - Narrative (Details) | Mar. 31, 2023 |
Minimum | |
Lessee, Lease, Description [Line Items] | |
Lessee, operating lease, term of contract | 5 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 | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Lease Cost: | ||||
Operating lease cost | $ 19 | $ 22.1 | $ 57.5 | $ 64.2 |
Short-term lease cost | 0.1 | 0.4 | 0.6 | 1 |
Variable lease cost | 10.8 | 9.9 | 27.6 | 28.8 |
Sublease income | (4.3) | (5.1) | (12) | (15.8) |
Net lease cost | 25.6 | 27.3 | 73.7 | 78.2 |
Other information: | ||||
Operating cash outflows from operating leases | (16.8) | (18.7) | (57.2) | (64) |
Right-of-use assets obtained in exchange for lease obligations | $ 0.4 | $ 73.1 | $ 14.2 | $ 100.1 |
Weighted-average remaining lease term - real estate | 7 years 4 months 24 days | 7 years 9 months 18 days | 7 years 4 months 24 days | 7 years 9 months 18 days |
Weighted-average discount rate - real estate leases | 4.09% | 3.81% | 4.09% | 3.81% |
LEASES - Minimum lease payments
LEASES - Minimum lease payments (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Minimum lease payments | ||
2023, remaining | $ 21.7 | |
2024 | 68.7 | |
2025 | 57.7 | |
2026 | 46.5 | |
2027 | 39.4 | |
Thereafter | 137.9 | |
Total future lease payments | 371.9 | |
Less: imputed interest | (56.4) | |
Total present value of lease liabilities | 315.5 | |
Current operating lease liabilities | 61.1 | $ 67.8 |
Long-term operating lease liabilities | 254.4 | $ 282.2 |
Total operating lease liabilities | $ 315.5 |
DEBT - Schedule of Debt (Detail
DEBT - Schedule of Debt (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Jun. 30, 2022 |
Debt Instrument [Line Items] | ||
Short-term debt | $ 0 | $ 0 |
Long-term debt | 4,336.3 | |
Brazilian Credit Facilities | 42.4 | 42.4 |
Other long-term debt and finance lease obligations | 7.7 | 0.1 |
Total debt | 4,344 | 4,498.5 |
Less: Short-term debt and current portion of long-term debt | (68.3) | (23) |
Total Long-term debt | 4,275.7 | 4,475.5 |
Less: Unamortized financing fees | (32.6) | (41.8) |
Less: Discount on long-term debt | (18.1) | (24.6) |
Total Long-term debt, net | 4,225 | 4,409.1 |
Senior Secured Notes | 2026 Dollar Senior Secured Notes due April 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 900 | 900 |
Senior Secured Notes | 2026 Euro Senior Secured Notes due April 2026 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 763.5 | 731.8 |
Senior Secured Notes | 2029 Dollar Senior Secured Notes due January 2029 | ||
Debt Instrument [Line Items] | ||
Long-term debt | 500 | 500 |
Line of Credit | 2021 Coty Revolving Credit Facility due April 2025 | Revolving Credit Facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 254.5 | 273.6 |
Line of Credit | 2018 Coty Term B Facility due April 2025 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 1,206.2 | 1,239.2 |
Line of Credit | 2026 Dollar Notes due April 2026 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | 473 | 550 |
Line of Credit | 2026 Euro Notes due April 2026 | Term Loan | ||
Debt Instrument [Line Items] | ||
Long-term debt | $ 196.7 | $ 261.4 |
DEBT - Narrative (Details)
DEBT - Narrative (Details) | 1 Months Ended | 3 Months Ended | 9 Months Ended | |||||||||||
Nov. 30, 2021 USD ($) | Jun. 16, 2021 EUR (€) | Apr. 21, 2021 USD ($) | Apr. 05, 2018 USD ($) | Dec. 31, 2022 USD ($) | Dec. 31, 2022 EUR (€) | Mar. 31, 2023 USD ($) fiscalQuarter | Mar. 31, 2022 USD ($) | Mar. 31, 2023 USD ($) fiscalQuarter | Mar. 31, 2022 USD ($) | Dec. 07, 2022 USD ($) | Dec. 07, 2022 EUR (€) | Jun. 30, 2022 USD ($) | Apr. 05, 2018 EUR (€) | |
Debt Instrument [Line Items] | ||||||||||||||
Short-term debt | $ 0 | $ 0 | $ 0 | |||||||||||
Advance on contract termination | $ 55,600,000 | € 52,500,000 | ||||||||||||
Repayments of long-term lines of credit | 1,129,600,000 | $ 1,114,700,000 | ||||||||||||
Long-term debt | 4,336,300,000 | 4,336,300,000 | ||||||||||||
Deferred financing fees write-offs | 0 | $ 100,000 | 700,000 | 3,400,000 | ||||||||||
Original issue debt discounts | $ 0 | 100,000 | $ 100,000 | 400,000 | ||||||||||
Debt discount capitalized | 0 | 27,000,000 | ||||||||||||
Deferred issuance costs capitalized | $ 500,000 | $ 8,900,000 | ||||||||||||
Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Redemption price, percentage | 101% | |||||||||||||
Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Total net leverage ratio, material acquisition, number of fiscal quarters | fiscalQuarter | 4 | 4 | ||||||||||||
Total net leverage ratio, after material acquisition | fiscalQuarter | 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 | |||||||||||||
2026 Dollar Senior Secured Notes due April 2026 | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, face amount | $ 900,000,000 | |||||||||||||
Interest rate, stated percentage | 5% | |||||||||||||
Proceeds from issuance of senior long-term debt | $ 900,000,000 | |||||||||||||
Debt instrument, early redemption premium, percent of outstanding principal amount | 1% | |||||||||||||
Debt instrument, base redemption price, percentage | 100% | |||||||||||||
Long-term debt | $ 900,000,000 | $ 900,000,000 | 900,000,000 | |||||||||||
2026 Dollar Senior Secured Notes due April 2026 | Senior Unsecured Notes | Bund Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate, percentage | 0.50% | |||||||||||||
2026 Euro Senior Secured Notes due April 2026 | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, face amount | € | € 700,000,000 | |||||||||||||
Interest rate, stated percentage | 3.875% | |||||||||||||
Proceeds from issuance of senior long-term debt | € | € 700,000,000 | |||||||||||||
Debt instrument, early redemption premium, percent of outstanding principal amount | 1% | |||||||||||||
Debt instrument, base redemption price, percentage | 100% | |||||||||||||
Long-term debt | 763,500,000 | 763,500,000 | 731,800,000 | |||||||||||
2026 Euro Senior Secured Notes due April 2026 | Senior Unsecured Notes | US Treasury (UST) Interest Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate, percentage | 0.50% | |||||||||||||
2029 Dollar Senior Secured Notes due January 2029 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Proceeds from issuance of senior long-term debt | $ 500,000,000 | |||||||||||||
2029 Dollar Senior Secured Notes due January 2029 | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, face amount | $ 500,000,000 | |||||||||||||
Interest rate, stated percentage | 4.75% | |||||||||||||
Debt instrument, early redemption premium, percent of outstanding principal amount | 1% | |||||||||||||
Debt instrument, base redemption price, percentage | 100% | |||||||||||||
Long-term debt | $ 500,000,000 | $ 500,000,000 | 500,000,000 | |||||||||||
2029 Dollar Senior Secured Notes due January 2029 | Senior Unsecured Notes | US Treasury (UST) Interest Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate, percentage | 0.50% | |||||||||||||
2018 Coty Term A Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | € | € 2,035,000,000 | |||||||||||||
2018 Coty Term A Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 1,000,000,000 | |||||||||||||
2018 Coty Term B Facility | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | € | € 850,000,000 | |||||||||||||
2018 Coty Term B Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | 1,400,000,000 | |||||||||||||
Quarterly repayment percentage | 0.25% | 0.25% | ||||||||||||
2018 Coty Term B Facility, Euro Portion | Debt Paydowns | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Repayments of long-term lines of credit | 14,300,000 | € 13,500,000 | ||||||||||||
2018 Coty Term B Facility, Dollar Portion | Debt Paydowns | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Repayments of long-term lines of credit | $ 21,500,000 | |||||||||||||
2026 Dollar Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, face amount | $ 550,000,000 | |||||||||||||
Interest rate, stated percentage | 6.50% | 6.50% | ||||||||||||
2026 Dollar Notes | Cash Tender Offers | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term debt | $ 77,000,000 | |||||||||||||
2023 Euro Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, face amount | € | € 550,000,000 | |||||||||||||
Interest rate, stated percentage | 4% | 4% | ||||||||||||
2026 Euro Notes | Senior Unsecured Notes | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Debt Instrument, face amount | € | € 250,000,000 | |||||||||||||
Interest rate, stated percentage | 4.75% | 4.75% | ||||||||||||
2026 Euro Notes | Cash Tender Offers | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Long-term debt | $ 72,200,000 | € 69,700,000 | ||||||||||||
Term Loan B Facility, Due April 2025 | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
SOFR floor percentage | 0% | 0% | ||||||||||||
Term Loan B Facility, Due April 2025 | SOFR | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate, percentage | 2.25% | |||||||||||||
Term Loan B Facility, Due April 2025 | Alternative Base Rate | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate, percentage | 1.25% | |||||||||||||
Term Loan B Facility, Due April 2025 | Euro Interbank Offered Rate (Euribor) | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Basis spread on variable rate, percentage | 2.50% | |||||||||||||
Letter of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Undrawn letters of credit and bank guarantees | $ 11,800,000 | $ 11,800,000 | 14,300,000 | |||||||||||
Letter of Credit | 2021 Coty Revolving Credit Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 150,000,000 | |||||||||||||
Bank Guarantee | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Undrawn letters of credit and bank guarantees | $ 16,000,000 | $ 16,000,000 | $ 17,200,000 | |||||||||||
Revolving Credit Facility | 2021 Coty Revolving Credit Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | 2,000,000,000 | |||||||||||||
Swingline loans | 2021 Coty Revolving Credit Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | 150,000,000 | |||||||||||||
Incurrence Incremental Facilities | 2018 Coty Revolving Credit Facility | Line of Credit | ||||||||||||||
Debt Instrument [Line Items] | ||||||||||||||
Aggregate principal amount | $ 1,700,000,000 | |||||||||||||
Net leverage ratio | 3 |
DEBT - Debt Instrument Redempti
DEBT - Debt Instrument Redemption (Details) - Senior Secured Notes | 9 Months Ended | |
Apr. 05, 2018 | Mar. 31, 2023 | |
Debt Instrument [Line Items] | ||
Redemption price, percentage | 101% | |
2026 Dollar Senior Secured Notes due April 2026 | Debt Instrument, Redemption, Period Three | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 102.50% | |
2026 Dollar Senior Secured Notes due April 2026 | Debt Instrument, Redemption, Period Four | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 101.25% | |
2026 Dollar Senior Secured Notes due April 2026 | Debt Instrument, Redemption, Period Five | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 100% | |
2026 Euro Senior Secured Notes due April 2026 | Debt Instrument, Redemption, Period Three | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 101.938% | |
2026 Euro Senior Secured Notes due April 2026 | Debt Instrument, Redemption, Period Four | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 100.969% | |
2026 Euro Senior Secured Notes due April 2026 | Debt Instrument, Redemption, Period Five | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 100% | |
2029 Dollar Senior Secured Notes due January 2029 | Debt Instrument, Redemption, Period Five | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 102.375% | |
2029 Dollar Senior Secured Notes due January 2029 | Debt Instrument Redemption Period Six | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 101.188% | |
2029 Dollar Senior Secured Notes due January 2029 | Debt Instrument Redemption Period After Year Six | ||
Debt Instrument [Line Items] | ||
Redemption price, percentage | 100% |
DEBT - Pricing Tiers (Details)
DEBT - Pricing Tiers (Details) | 9 Months Ended |
Mar. 31, 2023 | |
Pricing Tier One | SOFR | |
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 Two | SOFR | |
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 Three | SOFR | |
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 | SOFR | |
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 Five | SOFR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 2% |
Pricing Tier Five | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1% |
Pricing Tier One | SOFR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 2% |
Pricing Tier One | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1% |
Pricing Tier Two | SOFR | |
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 | SOFR | |
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 | SOFR | |
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 | SOFR | |
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 | SOFR | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 1% |
Pricing Tier Six | Alternative Base Rate | |
Debt Instrument [Line Items] | |
Basis spread on variable rate, percentage | 0% |
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 | Mar. 31, 2023 | Jun. 30, 2022 |
2018 Coty Credit Agreement | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Fair value of debt | $ 1,460.7 | $ 1,512.8 |
2018 Coty Credit Agreement | Fair Value | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 1,439.6 | 1,451.5 |
Senior Secured Notes | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 2,163.5 | 2,131.8 |
Senior Secured Notes | Fair Value | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 2,083.5 | 1,914.1 |
Senior Unsecured Notes | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 669.7 | 811.4 |
Senior Unsecured Notes | Fair Value | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 664.4 | 733.5 |
Brazilian Credit Facilities | Carrying Amount | ||
Debt Instrument [Line Items] | ||
Fair value of debt | 42.4 | 42.4 |
Brazilian Credit Facilities | Fair Value | ||
Debt Instrument [Line Items] | ||
Fair value of debt | $ 43.6 | $ 48.2 |
DEBT - Schedule of Maturities o
DEBT - Schedule of Maturities of Long-Term Debt (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Debt Disclosure [Abstract] | |
2023, remaining | $ 5.8 |
2024 | 65.6 |
2025 | 1,431.7 |
2026 | 2,333.2 |
2027 | 0 |
Thereafter | 500 |
Total | $ 4,336.3 |
DEBT - Total Net Leverage Ratio
DEBT - Total Net Leverage Ratio (Details) | 9 Months Ended |
Mar. 31, 2023 | |
March 31, 2023 through April 5, 2025 | |
Debt Instrument [Line Items] | |
Net leverage ratio | 4 |
INTEREST EXPENSE, NET (Details)
INTEREST EXPENSE, NET (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Interest Income (Expense), Net [Abstract] | ||||
Interest expense | $ 65.2 | $ 60.9 | $ 187.8 | $ 185.4 |
Foreign exchange (gains) losses, net of derivative contracts | (3.5) | 3.4 | 10.5 | 1 |
Interest income | (2.9) | (1.4) | (12.6) | (2.8) |
Total interest expense, net | $ 58.8 | $ 62.9 | $ 185.7 | $ 183.6 |
EMPLOYEE BENEFIT PLANS - Schedu
EMPLOYEE BENEFIT PLANS - Schedule of Components of Net Periodic Benefit Cost (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | $ 1.4 | $ 2.6 | $ 4.2 | $ 7.7 |
Interest cost | 3.3 | 2 | 9.9 | 6 |
Expected return on plan assets | (0.9) | (1.2) | (2.7) | (3.4) |
Amortization of prior service credit | (0.1) | (0.1) | (0.3) | (0.3) |
Amortization of net (gain) loss | (1.4) | 0 | (4.2) | 0 |
Settlement loss recognized | 0 | 0.1 | 0 | 2.1 |
Curtailment gain recognized | 0 | (0.2) | ||
Net periodic benefit cost (credit) | 2.3 | 3.4 | 6.9 | 11.9 |
Other Post- Employment Benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0.2 | 0.2 | 0.6 | 0.6 |
Interest cost | 0.4 | 0.3 | 1.2 | 0.9 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service credit | (0.1) | (0.1) | (0.3) | (0.3) |
Amortization of net (gain) loss | (0.5) | 0 | (1.5) | 0 |
Settlement loss recognized | 0 | 0 | 0 | 0 |
Curtailment gain recognized | 0 | 0 | ||
Net periodic benefit cost (credit) | 0 | 0.4 | 0 | 1.2 |
U.S. | Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 0 | 0 | 0 | 0 |
Interest cost | 0.2 | 0.1 | 0.6 | 0.3 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service credit | 0 | 0 | 0 | 0 |
Amortization of net (gain) loss | (0.7) | 0.1 | (2.1) | 0.3 |
Settlement loss recognized | 0 | 0 | 0 | 0 |
Curtailment gain recognized | 0 | 0 | ||
Net periodic benefit cost (credit) | (0.5) | 0.2 | (1.5) | 0.6 |
International | Pension Plans | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Service cost | 1.2 | 2.4 | 3.6 | 7.1 |
Interest cost | 2.7 | 1.6 | 8.1 | 4.8 |
Expected return on plan assets | (0.9) | (1.2) | (2.7) | (3.4) |
Amortization of prior service credit | 0 | 0 | 0 | 0 |
Amortization of net (gain) loss | (0.2) | (0.1) | (0.6) | (0.3) |
Settlement loss recognized | 0 | 0.1 | 0 | 2.1 |
Curtailment gain recognized | 0 | (0.2) | ||
Net periodic benefit cost (credit) | $ 2.8 | $ 2.8 | $ 8.4 | $ 10.1 |
DERIVATIVE INSTRUMENTS - Narrat
DERIVATIVE INSTRUMENTS - Narrative (Details) € in Millions | 1 Months Ended | ||||||
Sep. 30, 2020 USD ($) | Sep. 30, 2019 USD ($) | Mar. 31, 2023 USD ($) | Mar. 31, 2023 EUR (€) | Dec. 31, 2022 USD ($) | Jun. 30, 2022 USD ($) | Jun. 30, 2022 EUR (€) | |
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Authorized repurchase amount | $ 196,000,000 | $ 200,000,000 | |||||
Accumulated other comprehensive income (loss) | $ (689,800,000) | (717,900,000) | |||||
Net investment hedge | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Foreign exchange risk exposure amount (in Euros) | € | € 801.6 | € 289 | |||||
Net investment hedge | Other Foreign Currency Translation Adjustments | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Accumulated other comprehensive income (loss) | (11,200,000) | 41,700,000 | |||||
Cross-currency swap contracts | Net investment hedge | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Notional amount terminated | $ 550,000,000 | ||||||
Payment for termination of derivative | $ 37,600,000 | ||||||
Notional amount | 1,567,200,000 | 2,403,800,000 | |||||
Foreign exchange forward contracts | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Cash flow hedges in AOCI/(L), net of tax | (800,000) | 4,300,000 | |||||
Cash flow hedge to be reclassified during next 12 months | (800,000) | ||||||
Foreign exchange forward contracts | Net investment hedge | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Notional amount | 27,400,000 | 30,000,000 | |||||
Foreign exchange forward contracts | Net investment hedge | Other Foreign Currency Translation Adjustments | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Accumulated other comprehensive income (loss) | (37,600,000) | (37,600,000) | |||||
Interest rate swap contracts | Interest Rate Risk | |||||||
Derivative Instruments and Hedging Activities Disclosures [Line Items] | |||||||
Notional amount | $ 200,000,000 | $ 800,000,000 |
DERIVATIVE INSTRUMENTS - Gains
DERIVATIVE INSTRUMENTS - Gains and Losses Recognized in OCI (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Derivative [Line Items] | ||||
Net investment hedges | $ (16.2) | $ 5.3 | $ (52.9) | $ 24.2 |
Foreign exchange forward contracts | ||||
Derivative [Line Items] | ||||
Gain (Loss) Recognized in OCI | (3.1) | (4.7) | (1.8) | (3) |
Interest rate swap contracts | ||||
Derivative [Line Items] | ||||
Gain (Loss) Recognized in OCI | $ (0.1) | $ 7.9 | $ 1.7 | $ 9.8 |
DERIVATIVE INSTRUMENTS - Amount
DERIVATIVE INSTRUMENTS - Amount of Gains and Losses Reclassified from AOCI (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
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 | $ 0 | $ 0 | $ 0 | $ 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 | 0 | 0 |
Cost of sales | 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 | 0.3 | 1.2 | (1.3) | 1.4 |
Cost of sales | 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 | 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 | 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 | $ 1.2 | $ (2.2) | $ 7.9 | $ (12) |
DERIVATIVE INSTRUMENTS - Deriva
DERIVATIVE INSTRUMENTS - Derivatives Not Designated as Hedging (Details) - Foreign exchange forward contracts - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Selling, general and administrative expenses | ||||
Derivative [Line Items] | ||||
Gain (loss) recognized in operations | $ (4.6) | $ (0.4) | $ (4.7) | $ (0.3) |
Interest expense, net | ||||
Derivative [Line Items] | ||||
Gain (loss) recognized in operations | 14.7 | (1.5) | (64.6) | 18.7 |
Other (expense) income, net | ||||
Derivative [Line Items] | ||||
Gain (loss) recognized in operations | $ 161.4 | $ 2.8 | $ 167.1 | $ 2.3 |
EQUITY AND CONVERTIBLE PREFER_3
EQUITY AND CONVERTIBLE PREFERRED STOCK - Narrative (Details) | 1 Months Ended | 3 Months Ended | 6 Months Ended | 9 Months Ended | 12 Months Ended | ||||||||||
Oct. 29, 2021 shares | May 11, 2020 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) shares | Mar. 31, 2023 USD ($) vote class_of_stock $ / shares shares | Dec. 31, 2022 USD ($) | Sep. 30, 2022 USD ($) | Mar. 31, 2022 USD ($) | Dec. 31, 2021 USD ($) | Sep. 30, 2021 USD ($) | Dec. 31, 2022 USD ($) shares | Mar. 31, 2023 USD ($) vote class_of_stock $ / shares shares | Mar. 31, 2022 USD ($) | Jun. 30, 2022 USD ($) $ / shares shares | Nov. 16, 2020 shares | Feb. 03, 2016 USD ($) | |
Class of Stock [Line Items] | |||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||
Common stock, shares authorized (in shares) | 1,250,000,000 | 1,250,000,000 | 1,250,000,000 | ||||||||||||
Common stock, shares outstanding (in shares) | 852,700,000 | 852,700,000 | 839,200,000 | ||||||||||||
Preferred stock, shares authorized (in shares) | 20,000,000 | 20,000,000 | 20,000,000 | ||||||||||||
Number of classes of preferred stock | class_of_stock | 2 | 2 | |||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | $ 0.01 | ||||||||||||
Preferred stock, shares outstanding (in shares) | 1,500,000 | 1,500,000 | 1,500,000 | ||||||||||||
Preferred stock, shares issued (in shares) | 1,500,000 | 1,500,000 | 1,500,000 | ||||||||||||
Preferred stock, value issued | $ | $ 0 | $ 0 | $ 0 | ||||||||||||
Dividends declared | $ | 3,300,000 | $ 3,300,000 | $ 3,300,000 | $ 3,300,000 | $ 5,900,000 | $ 22,700,000 | |||||||||
Authorized repurchase amount | $ | $ 196,000,000 | 196,000,000 | $ 196,000,000 | 200,000,000 | |||||||||||
Employee taxes | $ | 200,000 | ||||||||||||||
June 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Authorized repurchase amount | $ | 200,000,000 | ||||||||||||||
Execution fees | $ | $ 2,000,000 | ||||||||||||||
December 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Authorized repurchase amount | $ | 196,000,000 | 196,000,000 | 196,000,000 | ||||||||||||
Execution fees | $ | $ 2,000,000 | 2,000,000 | $ 2,000,000 | ||||||||||||
Additional Paid-in Capital | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Dividends declared | $ | 3,300,000 | $ 3,300,000 | $ 3,300,000 | 3,300,000 | $ 5,900,000 | $ 22,700,000 | |||||||||
Dividends payable | $ | $ 100,000 | $ 100,000 | |||||||||||||
SOFR | June 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Weighted average interest rate spread | 7.90% | 7.90% | |||||||||||||
SOFR | December 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Weighted average interest rate spread | 8.80% | 8.80% | |||||||||||||
RSUs | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Preferred stock dividends declared and paid during the period | $ | $ 700,000 | ||||||||||||||
Restricted Stock Units and Phantom Units | Other Noncurrent Liabilities | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Dividends payable | $ | $ 100,000 | 100,000 | |||||||||||||
Restricted Stock Units and Phantom Units | Accrued Expenses and Other Current Liabilities | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Dividends payable | $ | $ 1,000,000 | $ 1,000,000 | |||||||||||||
CEO | RSUs | JAB Beauty B.V | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Shares contributed by related party (in shares) | 10,000,000 | ||||||||||||||
Common Class A | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Common stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||
Votes per share | vote | 1 | 1 | |||||||||||||
Common stock, shares authorized (in shares) | 1,250,000,000 | 1,250,000,000 | |||||||||||||
Common stock, shares outstanding (in shares) | 852,700,000 | 852,700,000 | |||||||||||||
Common Class A | Counterparty One | June 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Sale of stock, number of shares issued (in shares) | 27,000,000 | ||||||||||||||
Common Class A | Counterparty One | December 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Sale of stock, number of shares issued (in shares) | 11,000,000 | ||||||||||||||
Common Class A | Counterparty Two | June 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Sale of stock, number of shares issued (in shares) | 27,000,000 | ||||||||||||||
Common Class A | Counterparty Two | December 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Sale of stock, number of shares issued (in shares) | 11,000,000 | ||||||||||||||
Common Class A | Counterparty Three | December 2022 Forward Contracts | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Sale of stock, number of shares issued (in shares) | 11,500,000 | ||||||||||||||
Common Class A | Incremental Repurchase Program | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Authorized repurchase amount | $ | $ 500,000,000 | ||||||||||||||
Purchase of Class A Common Stock (in shares) | 0 | 0 | |||||||||||||
Share repurchase program, remaining authorized repurchase amount | $ | $ 396,800,000 | $ 396,800,000 | |||||||||||||
Common Class A | JAB Beauty B.V | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Parent ownership percentage | 53% | 53% | |||||||||||||
Series A Preferred Stock | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Votes per share | vote | 0 | 0 | |||||||||||||
Preferred stock, shares authorized (in shares) | 1,500,000 | 1,500,000 | |||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||
Preferred stock, shares outstanding (in shares) | 1,500,000 | 1,500,000 | |||||||||||||
Preferred stock, shares issued (in shares) | 1,500,000 | 1,500,000 | |||||||||||||
Series A Preferred Stock | Other Noncurrent Liabilities | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Preferred stock, value issued | $ | $ 1,100,000 | $ 1,100,000 | |||||||||||||
Series A-1 Preferred Stock | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Votes per share | vote | 0 | 0 | |||||||||||||
Preferred stock, shares authorized (in shares) | 0 | 0 | |||||||||||||
Preferred stock, par value (in dollars per share) | $ / shares | $ 0.01 | $ 0.01 | |||||||||||||
Preferred stock, shares outstanding (in shares) | 0 | 0 | |||||||||||||
Preferred stock, shares issued (in shares) | 0 | 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 | ||||||||||||||
Preferred stock, dividend rate | 9% | ||||||||||||||
Dividends declared | $ | $ 3,300,000 | 3,300,000 | $ 9,900,000 | $ 31,900,000 | |||||||||||
Preferred stock dividends declared and paid during the period | $ | 3,300,000 | $ 3,300,000 | 9,900,000 | $ 52,500,000 | |||||||||||
Dividends payable | $ | $ 3,300,000 | $ 3,300,000 | $ 3,300,000 | ||||||||||||
Series B Preferred Stock | KKR | HFS | |||||||||||||||
Class of Stock [Line Items] | |||||||||||||||
Preferred stock, shares issued (in shares) | 146,057 |
EQUITY AND CONVERTIBLE PREFER_4
EQUITY AND CONVERTIBLE PREFERRED STOCK - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Millions | 9 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | $ 3,345.8 | $ 3,062.2 |
Other comprehensive income (loss) before reclassifications | 37.4 | (208.7) |
Net amounts reclassified from AOCI/(L) | (9.3) | 10.3 |
Net current-period other comprehensive (loss) income | 28.1 | (198.4) |
Ending balance | 3,925 | 3,792.9 |
Total | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | (717.9) | (321.9) |
Ending balance | (689.8) | (520.3) |
Gain (Loss) on Cash Flow Hedges | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | 4.3 | (15.5) |
Other comprehensive income (loss) before reclassifications | 0.1 | 6.3 |
Net amounts reclassified from AOCI/(L) | (5.2) | 8.2 |
Net current-period other comprehensive (loss) income | (5.1) | 14.5 |
Ending balance | (0.8) | (1) |
Gain (loss) on Net Investment Hedge | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | 4.1 | (32.2) |
Other comprehensive income (loss) before reclassifications | (52.9) | 24.2 |
Net amounts reclassified from AOCI/(L) | 0 | 0 |
Net current-period other comprehensive (loss) income | (52.9) | 24.2 |
Ending balance | (48.8) | (8) |
Other Foreign Currency Translation Adjustments | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | (770.8) | (259.3) |
Other comprehensive income (loss) before reclassifications | 88.4 | (239.2) |
Net amounts reclassified from AOCI/(L) | 0 | 0 |
Net current-period other comprehensive (loss) income | 88.4 | (239.2) |
Ending balance | (682.4) | (498.5) |
Pension and Other Post-Employment Benefit Plans | ||
Accumulated Other Comprehensive Income (Loss) [Roll Forward] | ||
Balance, beginning of period | 44.5 | (14.9) |
Other comprehensive income (loss) before reclassifications | 1.8 | 0 |
Net amounts reclassified from AOCI/(L) | (4.1) | 2.1 |
Net current-period other comprehensive (loss) income | (2.3) | 2.1 |
Ending balance | 42.2 | $ (12.8) |
Reclassification from accumulated other comprehensive income (loss), current period, before tax | (4.5) | |
Other comprehensive income (loss), tax | $ 0.4 |
SHARE-BASED COMPENSATION PLAN_2
SHARE-BASED COMPENSATION PLANS - Schedule of Share-based Compensation (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total share-based compensation expense | $ 33.6 | $ 28.8 | $ 100.4 | $ 166.8 | ||||
Share-based compensation expense | 32.7 | $ 33.6 | $ 31.4 | 29.1 | $ 26.9 | $ 107.8 | ||
Additional Paid-in Capital | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense | 32.7 | $ 33.6 | $ 31.4 | 29.1 | $ 26.9 | $ 107.8 | ||
Equity plan expense | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total share-based compensation expense | 32.7 | 29.1 | 97.7 | 163.8 | ||||
Equity plan expense | Additional Paid-in Capital | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense | 32.7 | 29.1 | 97.7 | 163.8 | ||||
Liability plan (income) expense | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total share-based compensation expense | 0.9 | (0.6) | 1.2 | 0.5 | ||||
Fringe expense | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total share-based compensation expense | $ 0 | $ 0.3 | $ 1.5 | $ 2.5 |
SHARE-BASED COMPENSATION PLAN_3
SHARE-BASED COMPENSATION PLANS - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Oct. 29, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Aug. 31, 2022 | Jun. 30, 2022 | Jun. 30, 2021 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense (income) | $ 33.6 | $ 28.8 | $ 100.4 | $ 166.8 | ||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |||||
Series A Preferred Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total unrecognized share-based compensation expense | $ 0 | $ 0 | ||||||
Weighted-average period for unrecognized share-based compensation | 0 years | |||||||
Awards granted (in shares) | 0 | 0 | ||||||
Common Class A | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||||||
Series A-1 Preferred Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Awards granted (in shares) | 0 | 0 | ||||||
Series A and A-1 Preferred Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense (income) | $ 0.6 | (0.7) | $ 0.4 | 0.2 | ||||
Stock Option | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total unrecognized share-based compensation expense | 1.2 | $ 1.2 | ||||||
Weighted-average period for unrecognized share-based compensation | 1 year 1 month 9 days | |||||||
Restricted Stock | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total unrecognized share-based compensation expense | $ 3.9 | $ 3.9 | ||||||
Weighted-average period for unrecognized share-based compensation | 2 years 25 days | |||||||
Awards granted (in shares) | 0 | 400,000 | ||||||
Share-based compensation expense (income) | $ 0.7 | 0.7 | $ 1.9 | 1.2 | ||||
Restricted Stock Units and Other Share Awards | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Total unrecognized share-based compensation expense | $ 103.8 | $ 103.8 | ||||||
Weighted-average period for unrecognized share-based compensation | 1 year 5 months 4 days | |||||||
Awards granted (in shares) | 0 | 8,300,000 | ||||||
Share-based compensation expense (income) | $ 32.1 | 29.4 | $ 97.3 | 166.6 | ||||
Restricted Stock Units | CEO | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense (income) | 23 | 22.6 | 70.1 | 146.6 | ||||
Restricted Stock Units | CEO | JAB Beauty B.V | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares contributed by related party (in shares) | 10,000,000 | |||||||
Restricted Stock Units | CEO | Share-based Payment Arrangement, Tranche One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares to be granted for restricted stock awards (in shares) | 10,000,000 | |||||||
Restricted Stock Units | CEO | Share-based Payment Arrangement, Tranche One | JAB Beauty B.V | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares contributed by related party (in shares) | 10,000,000 | |||||||
Restricted Stock Units | CEO | Share-based Payment Arrangement, Tranche Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares to be granted for restricted stock awards (in shares) | 10,000,000 | 10,000,000 | ||||||
Restricted Stock Units | CEO | Share-based Payment Arrangement, Tranche Three | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares to be granted for restricted stock awards (in shares) | 10,000,000 | |||||||
Restricted Stock Units | CEO | Share-based Payment Arrangement, Tranche Three | JAB Beauty B.V | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Shares to be contributed by related party (in shares) | 5,000,000 | |||||||
Restricted Stock Units | Common Class A | CEO | Share-based Payment Arrangement, Tranche One | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.01 | |||||||
Restricted Stock Units | Common Class A | CEO | Share-based Payment Arrangement, Tranche Two | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock, par value (in dollars per share) | 0.01 | |||||||
Restricted Stock Units | Common Class A | CEO | Share-based Payment Arrangement, Tranche Three | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common stock, par value (in dollars per share) | $ 0.01 | |||||||
Non-Qualified Options | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share-based compensation expense (income) | $ 0.2 | $ (0.6) | $ 0.8 | $ (1.2) | ||||
Options granted (in shares) | 0 | 0 |
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 | 9 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | |
Amounts attributable to Coty Inc.: | ||||
Net income from continuing operations | $ 108.4 | $ 52.9 | $ 475.3 | $ 536.5 |
Convertible Series B Preferred Stock dividends | (3.3) | (3.3) | (9.9) | (195) |
Net income from continuing operations attributable to common stockholders | 105.1 | 49.6 | 465.4 | 341.5 |
Net income from discontinued operations, net of tax | 0 | 0.7 | 0 | 4.5 |
Net income attributable to common stockholders | $ 105.1 | $ 50.3 | $ 465.4 | $ 346 |
Weighted-average common shares outstanding: | ||||
Weighted-average common shares outstanding—Basic (in shares) | 851.6 | 838.4 | 848.1 | 814.8 |
Effect of dilutive stock options and Series A Preferred Stock (in shares) | 0 | 0 | 0 | 0 |
Effect of restricted stock and RSUs (in shares) | 13.6 | 14.5 | 14 | 12.7 |
Effect of Convertible Series B Preferred Stock (in shares) | 0 | 0 | 23.7 | 0 |
Effect of Forward Repurchase Contracts (in shares) | 0 | 0 | 0 | 0 |
Weighted-average common shares outstanding—Diluted (in shares) | 865.2 | 852.9 | 885.8 | 827.5 |
Earnings per common share: | ||||
Earnings from continuing operations per common share - basic (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.55 | $ 0.42 |
Earnings from continuing operations per common share - diluted (in dollars per share) | 0.12 | 0.06 | 0.54 | 0.42 |
Earnings per common share - basic (in dollars per share) | 0.12 | 0.06 | 0.55 | 0.42 |
Earnings per common share - diluted (in dollars per share) | $ 0.12 | $ 0.06 | $ 0.54 | $ 0.42 |
Convertible Series B Preferred Stock dividends | $ 3.3 | $ 3.3 | $ 9.9 | $ 195 |
Antidilutive fair market value adjustments | $ (93.9) | $ 0 | $ (100.7) | $ 0 |
Stock Options and Series A Preferred Stock | ||||
Earnings per common share: | ||||
Anti-dilutive shares (in shares) | 5.6 | 6.6 | 5.8 | 8.9 |
RSUs | ||||
Earnings per common share: | ||||
Anti-dilutive shares (in shares) | 0 | 0.7 | 0 | 2.3 |
Series B Preferred Stock | ||||
Earnings per common share: | ||||
Anti-dilutive shares (in shares) | 23.7 | 23.7 | 79.2 |
MANDATORILY REDEEMABLE FINANC_2
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS - Mandatorily Redeemable Financial Interest (Details) - United Arab Emirates Joint Venture $ in Millions | 1 Months Ended |
Jul. 31, 2021 USD ($) | |
Noncontrolling Interest [Line Items] | |
Additional ownership percentage purchased | 25% |
Purchase of additional noncontrolling interests | $ 7.1 |
MANDATORILY REDEEMABLE FINANC_3
MANDATORILY REDEEMABLE FINANCIAL INTERESTS AND REDEEMABLE NONCONTROLLING INTERESTS - Redeemable Noncontrolling Interests (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 | Sep. 30, 2022 | Jun. 30, 2022 | Mar. 31, 2022 | Dec. 31, 2021 | Sep. 30, 2021 | Jun. 30, 2021 |
Redeemable Noncontrolling Interest [Line Items] | ||||||||
Non-cash redeemable noncontrolling interest for business combinations | $ 69.1 | $ 69.7 | $ 69.3 | $ 69.8 | $ 71.9 | $ 83.7 | $ 83.4 | $ 84.1 |
Middle East Subsidiary | ||||||||
Redeemable Noncontrolling Interest [Line Items] | ||||||||
Ownership percentage by noncontrolling owners | 25% |
COMMITMENT AND CONTINGENCIES (D
COMMITMENT AND CONTINGENCIES (Details) R$ in Millions, $ in Millions | Mar. 31, 2023 USD ($) | Mar. 31, 2023 BRL (R$) | Jun. 30, 2022 USD ($) |
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 31.3 | $ 26.4 | |
Brazilian Tax Assessments | Pending Litigation | Foreign State Tax Authority | 2016-2017 | |||
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | 0.2 | R$ 1.1 | |
Brazilian Tax Assessments | Pending Litigation | Foreign State Tax Authority | 2017-2019 | |||
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | 109 | 555.4 | |
Brazilian Tax Assessments | Pending Litigation | Foreign State Tax Authority | 2016-2019 | |||
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | 41.7 | 212.5 | |
Brazilian Tax Assessments | Pending Litigation | Foreign State Tax Authority | 2016-2020 | |||
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | 12.3 | 62.7 | |
Brazilian Tax Assessments | Pending Litigation | Foreign Federal Tax Authority | 2016-2017 | |||
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | 77 | 392.3 | |
Brazilian Tax Assessments | Pending Litigation | Foreign Federal Tax Authority | 2018-2019 | |||
Loss Contingencies [Line Items] | |||
Unrecognized tax benefits, income tax penalties and interest accrued | $ 102.6 | R$ 522.8 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | |||
Mar. 31, 2023 | Mar. 31, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Jun. 30, 2022 | |
Related Party Transaction [Line Items] | |||||
Unearned portion of amounts advance payment reflected | $ 2.1 | $ 28.5 | |||
Share-based compensation expense (income) | 33.6 | $ 28.8 | 100.4 | $ 166.8 | |
Sublease income | 4.3 | 5.1 | 12 | 15.8 | |
Wella Company | |||||
Related Party Transaction [Line Items] | |||||
Amount due from related parties | 0.6 | 0.6 | |||
Accounts receivable, related parties | 63.4 | 63.4 | |||
Accounts payable, related parties | 9.1 | 9.1 | |||
Share-based compensation expense (income) | 1.1 | 1 | 3.8 | (0.4) | |
Sublease income | 2.3 | 3 | 7 | 10.1 | |
Wella Company | |||||
Related Party Transaction [Line Items] | |||||
Long-term payables | $ 35.1 | $ 35.1 | |||
Wella Company | |||||
Related Party Transaction [Line Items] | |||||
Equity securities, FV-NI, ownership percentage | 25.90% | 25.90% | 25.90% | ||
Wella Company | |||||
Related Party Transaction [Line Items] | |||||
Unearned contingent proceeds received, remaining amount | $ 4.8 | $ 4.8 | |||
Unearned contingent proceeds received, cost reimbursement | 0.2 | 0.2 | |||
Wella Company | Transition Services Agreement Fees | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | 0.9 | 15.7 | 2.4 | 86 | |
Wella Company | Related Party Transaction, Other Fees | |||||
Related Party Transaction [Line Items] | |||||
Revenue from related parties | $ 1.8 | $ 1.7 | $ 5.9 | $ 4.8 |
SUBSEQUENT EVENTS (Details)
SUBSEQUENT EVENTS (Details) | May 05, 2023 |
Subsequent event | Performance Restricted Stock Units | |
Subsequent Event [Line Items] | |
Performance objectives term | 3 years |