Cover Page
Cover Page - shares | 9 Months Ended | |
Jun. 30, 2024 | Aug. 02, 2024 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Jun. 30, 2024 | |
Document Transition Report | false | |
Entity File Number | 001-37884 | |
Entity Registrant Name | VALVOLINE INC. | |
Entity Incorporation, State or Country Code | KY | |
Entity Tax Identification Number | 30-0939371 | |
Entity Address, Address Line One | 100 Valvoline Way, Suite 100 | |
Entity Address, City or Town | Lexington | |
Entity Address, State or Province | KY | |
Entity Address, Postal Zip Code | 40509 | |
City Area Code | (859) | |
Local Phone Number | 357-7777 | |
Title of 12(b) Security | Common stock, par value $0.01 per share | |
Trading Symbol | VVV | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Smaller Reporting Company | false | |
Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 128,866,347 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2024 | |
Document Fiscal Period Focus | Q3 | |
Entity Central Index Key | 0001674910 | |
Current Fiscal Year End Date | --09-30 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Comprehensive Income - USD ($) shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Net Income (Loss) Attributable to Parent [Abstract] | ||||
Net revenues | $ 421.4 | $ 376.2 | $ 1,183.5 | $ 1,053.5 |
Cost of sales | 253.9 | 225.5 | 735 | 657.3 |
Gross profit | 167.5 | 150.7 | 448.5 | 396.2 |
Selling, general and administrative expenses | 77.2 | 65.6 | 224 | 194.2 |
Net legacy and separation-related expenses | 0.1 | 1.6 | 0.2 | 30.8 |
Other income, net | (3.2) | (3) | (8.3) | (5.8) |
Operating income | 93.4 | 86.5 | 232.6 | 177 |
Net pension and other postretirement plan expenses | 3.4 | 3.7 | 10.4 | 11 |
Net interest and other financing expenses (income) | 24.8 | (4.6) | 53.9 | 27.4 |
Income before income taxes | 65.2 | 87.4 | 168.3 | 138.6 |
Income tax expense | 17 | 22.9 | 42.9 | 14.2 |
Income from continuing operations | 48.2 | 64.5 | 125.4 | 124.4 |
(Loss) income from discontinued operations, net of tax | (2.3) | (2.9) | (6.2) | 1,246.4 |
Net income | $ 45.9 | $ 61.6 | $ 119.2 | $ 1,370.8 |
NET EARNINGS PER SHARE | ||||
Continuing operations, basic earnings (loss) per share (usd per share) | $ 0.37 | $ 0.40 | $ 0.96 | $ 0.74 |
Discontinued operations, basic earnings (loss) per share (usd per share) | (0.02) | (0.02) | (0.05) | 7.35 |
Basic earnings per share (usd per share) | 0.35 | 0.38 | 0.91 | 8.09 |
Continuing operations, diluted earnings (loss) per share (usd per share) | 0.37 | 0.40 | 0.96 | 0.73 |
Discontinued operations, diluted earnings (loss) per share (usd per share) | (0.02) | (0.02) | (0.05) | 7.31 |
Diluted earnings per share (usd per share) | $ 0.35 | $ 0.38 | $ 0.91 | $ 8.04 |
Weighted average common shares outstanding | ||||
Basic (in shares) | 129.4 | 161.5 | 130.3 | 169.5 |
Diluted (in shares) | 130.2 | 162.5 | 131.2 | 170.6 |
COMPREHENSIVE INCOME | ||||
Net income | $ 45.9 | $ 61.6 | $ 119.2 | $ 1,370.8 |
Other comprehensive (loss) income, net of tax | ||||
Currency translation adjustments | (1.2) | 1 | 2.9 | 45.5 |
Amortization of pension and other postretirement plan prior service credits | (0.4) | (0.4) | (1.3) | (1.3) |
Unrealized loss on cash flow hedges | (1.5) | (1.5) | (4.8) | (5.9) |
Other comprehensive (loss) income | (3.1) | (0.9) | (3.2) | 38.3 |
Comprehensive income | $ 42.8 | $ 60.7 | $ 116 | $ 1,409.1 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Jun. 30, 2024 | Sep. 30, 2023 |
Current assets | ||
Cash and cash equivalents | $ 65.7 | $ 409.1 |
Receivables, net | 97.5 | 81.3 |
Inventories, net | 40.2 | 33.3 |
Prepaid expenses and other current assets | 53 | 65.5 |
Short-term investments | 0 | 347.5 |
Total current assets | 256.4 | 936.7 |
Noncurrent assets | ||
Property, plant and equipment, net | 927.2 | 818.3 |
Operating lease assets | 289.3 | 266.5 |
Goodwill and intangibles, net | 693.7 | 680.6 |
Other noncurrent assets | 209 | 187.8 |
Total noncurrent assets | 2,119.2 | 1,953.2 |
Total assets | 2,375.6 | 2,889.9 |
Current liabilities | ||
Current portion of long-term debt | 23.8 | 23.8 |
Trade and other payables | 107.7 | 118.7 |
Accrued expenses and other liabilities | 219.9 | 215.9 |
Current liabilities held for sale | 0 | 3.9 |
Total current liabilities | 351.4 | 362.3 |
Noncurrent liabilities | ||
Long-term debt | 1,125.7 | 1,562.3 |
Employee benefit obligations | 167.8 | 168 |
Operating lease liabilities | 270.3 | 247.3 |
Other noncurrent liabilities | 353.9 | 346.8 |
Total noncurrent liabilities | 1,917.7 | 2,324.4 |
Commitments and contingencies | ||
Stockholders’ equity | ||
Preferred stock, no par value, 40 shares authorized; no shares issued and outstanding | 0 | 0 |
Common stock, par value $0.01 per share, 400.0 shares authorized; 128.9 and 134.8 shares issued and outstanding at June 30, 2024 and September 30, 2023, respectively | 1.3 | 1.3 |
Paid-in capital | 48.9 | 48 |
Retained earnings | 46.3 | 140.7 |
Accumulated other comprehensive income | 10 | 13.2 |
Total stockholders’ equity | 106.5 | 203.2 |
Total liabilities and stockholders’ equity | $ 2,375.6 | $ 2,889.9 |
Condensed Consolidated Balanc_2
Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares | Jun. 30, 2024 | Sep. 30, 2023 |
Statement of Financial Position [Abstract] | ||
Preferred stock, par value (usd per share) | $ 0 | $ 0 |
Preferred stock authorized (shares) | 40,000,000 | 40,000,000 |
Preferred stock issued (shares) | 0 | 0 |
Preferred stock outstanding (shares) | 0 | 0 |
Common stock, par value (usd per share) | $ 0.01 | $ 0.01 |
Common stock authorized (shares) | 400,000,000 | 400,000,000 |
Common stock issued (shares) | 128,900,000 | 134,800,000 |
Common stock outstanding (shares) | 128,900,000 | 134,800,000 |
Condensed Consolidated Statem_2
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Cash flows from operating activities | ||
Net income | $ 119.2 | $ 1,370.8 |
Adjustments to reconcile net income to cash flows from operating activities: | ||
Loss (income) from discontinued operations | 6.2 | (1,246.4) |
Loss on extinguishment of debt | 5.1 | 0 |
Depreciation and amortization | 77.1 | 60.7 |
Deferred income taxes | 0 | (26.6) |
Stock-based compensation expense | 9.4 | 8.8 |
Other, net | 1.6 | 2.1 |
Change in operating assets and liabilities | ||
Receivables | (14.5) | (3.5) |
Inventories | (8) | (3.3) |
Payables and accrued liabilities | (7.6) | 76.4 |
Other assets and liabilities | (18.5) | 10.9 |
Operating cash flows from continuing operations | 170 | 249.9 |
Operating cash flows from discontinued operations | (6.2) | (298.3) |
Total cash provided by (used in) operating activities | 163.8 | (48.4) |
Cash flows from investing activities | ||
Additions to property, plant and equipment | (153) | (125.9) |
Acquisitions of businesses | (27.9) | (27.8) |
Proceeds from (purchases of) investments, net | 348 | (440.4) |
Other investing activities, net | (5.7) | (0.8) |
Investing cash flows from continuing operations | 161.4 | (594.9) |
Investing cash flows from discontinued operations | 0 | 2,621 |
Total cash provided by investing activities | 161.4 | 2,026.1 |
Cash flows from financing activities | ||
Proceeds from borrowings | 200 | 920.9 |
Repayments on borrowings | (642.8) | (915) |
Repurchases of common stock | (212.2) | (1,395.5) |
Cash dividends paid | 0 | (21.8) |
Other financing activities | (17.4) | (16) |
Financing cash flows from continuing operations | (672.4) | (1,427.4) |
Financing cash flows from discontinued operations | 0 | (108.1) |
Total cash used in financing activities | (672.4) | (1,535.5) |
Effect of currency exchange rate changes on cash, cash equivalents and restricted cash | 0.1 | 0.6 |
(Decrease) increase in cash, cash equivalents and restricted cash | (347.1) | 442.8 |
Cash, cash equivalents, and restricted cash - beginning of period | 413.1 | 83.9 |
Cash, cash equivalents, and restricted cash - end of period | $ 66 | $ 526.7 |
Condensed Consolidated Statem_3
Condensed Consolidated Statements of Stockholders' Equity - USD ($) shares in Millions, $ in Millions | Total | Common stock | Paid-in capital | Retained earnings (deficit) | Accumulated other comprehensive income |
Common stock outstanding, at beginning of period (shares) at Sep. 30, 2022 | 176.1 | ||||
Balance at beginning of period at Sep. 30, 2022 | $ 306.6 | $ 1.8 | $ 44.1 | $ 282 | $ (21.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 81.9 | 81.9 | |||
Dividends paid | (21.8) | 0.1 | (21.9) | ||
Stock-based compensation, net of issuances (in shares) | 0.3 | ||||
Stock-based compensation, net of issuances | (3.4) | (3.4) | |||
Repurchases of common stock (shares) | (2.9) | ||||
Repurchases of common stock | (87.5) | $ (0.1) | (87.4) | ||
Other comprehensive income, net of tax | 13.5 | 13.5 | |||
Common stock outstanding, at end of period (shares) at Dec. 31, 2022 | 173.5 | ||||
Balance at end of period at Dec. 31, 2022 | 289.3 | $ 1.7 | 40.8 | 254.6 | (7.8) |
Common stock outstanding, at beginning of period (shares) at Sep. 30, 2022 | 176.1 | ||||
Balance at beginning of period at Sep. 30, 2022 | 306.6 | $ 1.8 | 44.1 | 282 | (21.3) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 1,370.8 | ||||
Other comprehensive income, net of tax | 38.3 | ||||
Common stock outstanding, at end of period (shares) at Jun. 30, 2023 | 138.7 | ||||
Balance at end of period at Jun. 30, 2023 | 285.4 | $ 1.4 | 44.8 | 222.2 | 17 |
Common stock outstanding, at beginning of period (shares) at Dec. 31, 2022 | 173.5 | ||||
Balance at beginning of period at Dec. 31, 2022 | 289.3 | $ 1.7 | 40.8 | 254.6 | (7.8) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 1,227.3 | 1,227.3 | |||
Stock-based compensation, net of issuances (in shares) | 0.1 | ||||
Stock-based compensation, net of issuances | 1.8 | 1.8 | |||
Repurchases of common stock (shares) | (4.9) | ||||
Repurchases of common stock | (171.7) | (171.7) | |||
Other comprehensive income, net of tax | 25.7 | 25.7 | |||
Common stock outstanding, at end of period (shares) at Mar. 31, 2023 | 168.7 | ||||
Balance at end of period at Mar. 31, 2023 | 1,372.4 | $ 1.7 | 42.6 | 1,310.2 | 17.9 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 61.6 | 61.6 | |||
Stock-based compensation, net of issuances (in shares) | 0.1 | ||||
Stock-based compensation, net of issuances | 2.2 | 2.2 | |||
Repurchases of common stock (shares) | (30.1) | ||||
Repurchases of common stock | (1,149.9) | $ (0.3) | (1,149.6) | ||
Other comprehensive income, net of tax | (0.9) | (0.9) | |||
Common stock outstanding, at end of period (shares) at Jun. 30, 2023 | 138.7 | ||||
Balance at end of period at Jun. 30, 2023 | $ 285.4 | $ 1.4 | 44.8 | 222.2 | 17 |
Common stock outstanding, at beginning of period (shares) at Sep. 30, 2023 | 134.8 | 134.8 | |||
Balance at beginning of period at Sep. 30, 2023 | $ 203.2 | $ 1.3 | 48 | 140.7 | 13.2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 31.9 | 31.9 | |||
Stock-based compensation, net of issuances (in shares) | 0.2 | ||||
Stock-based compensation, net of issuances | (1.7) | (1.7) | |||
Repurchases of common stock (shares) | (5.4) | ||||
Repurchases of common stock | (172.8) | (172.8) | |||
Other comprehensive income, net of tax | 4.2 | 4.2 | |||
Common stock outstanding, at end of period (shares) at Dec. 31, 2023 | 129.6 | ||||
Balance at end of period at Dec. 31, 2023 | $ 64.8 | $ 1.3 | 46.3 | (0.2) | 17.4 |
Common stock outstanding, at beginning of period (shares) at Sep. 30, 2023 | 134.8 | 134.8 | |||
Balance at beginning of period at Sep. 30, 2023 | $ 203.2 | $ 1.3 | 48 | 140.7 | 13.2 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 119.2 | ||||
Other comprehensive income, net of tax | $ (3.2) | ||||
Common stock outstanding, at end of period (shares) at Jun. 30, 2024 | 128.9 | 128.9 | |||
Balance at end of period at Jun. 30, 2024 | $ 106.5 | $ 1.3 | 48.9 | 46.3 | 10 |
Common stock outstanding, at beginning of period (shares) at Dec. 31, 2023 | 129.6 | ||||
Balance at beginning of period at Dec. 31, 2023 | 64.8 | $ 1.3 | 46.3 | (0.2) | 17.4 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 41.4 | 41.4 | |||
Stock-based compensation, net of issuances (in shares) | 0.2 | ||||
Stock-based compensation, net of issuances | (1) | (1) | |||
Repurchases of common stock (shares) | (1) | ||||
Repurchases of common stock | (40.8) | (40.8) | |||
Other comprehensive income, net of tax | (4.3) | (4.3) | |||
Common stock outstanding, at end of period (shares) at Mar. 31, 2024 | 128.8 | ||||
Balance at end of period at Mar. 31, 2024 | 60.1 | $ 1.3 | 45.3 | 0.4 | 13.1 |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||
Net income | 45.9 | 45.9 | |||
Stock-based compensation, net of issuances (in shares) | 0.1 | ||||
Stock-based compensation, net of issuances | 3.6 | 3.6 | |||
Other comprehensive income, net of tax | $ (3.1) | (3.1) | |||
Common stock outstanding, at end of period (shares) at Jun. 30, 2024 | 128.9 | 128.9 | |||
Balance at end of period at Jun. 30, 2024 | $ 106.5 | $ 1.3 | $ 48.9 | $ 46.3 | $ 10 |
Condensed Consolidated Statem_4
Condensed Consolidated Statements of Stockholders' Equity (Parenthetical) | 3 Months Ended |
Dec. 31, 2022 $ / shares | |
Statement of Stockholders' Equity [Abstract] | |
Dividends paid per common share (usd per share) | $ 0.125 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation and Significant Accounting Policies | BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES The accompanying unaudited condensed consolidated financial statements have been prepared by Valvoline Inc. (“Valvoline” or the “Company”) in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and Securities and Exchange Commission regulations for interim financial reporting, which do not include all information and footnote disclosures normally included in annual financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with Valvoline’s Annual Report on Form 10-K for the fiscal year ended September 30, 2023. Certain prior period amounts disclosed herein have been reclassified to conform to the current presentation. Use of estimates, risks and uncertainties The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosures of contingent matters. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ significantly from the estimates under different assumptions or conditions. Sale of Global Products business On March 1, 2023, Valvoline completed the sale of its former Global Products reportable segment (“Global Products”) to Aramco Overseas Company B.V. (the “Transaction”). The operating results and cash flows associated with and directly attributed to the Global Products disposal group are reflected as discontinued operations within these condensed consolidated financial statements. Refer to Note 2 for additional information regarding the Global Products business, including income from discontinued operations. Unless otherwise noted, disclosures within these remaining Notes to Condensed Consolidated Financial Statements relate solely to the Company's continuing operations. Recent accounting pronouncements The following accounting guidance relevant to Valvoline was either issued or adopted in the current fiscal year or is expected to have a meaningful impact on Valvoline in future periods upon adoption. Issued but not yet adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance that enhances reportable segment disclosures by requiring disclosure of significant reportable segment expenses and other items regularly provided to the Chief Operating Decision Maker (“CODM”) and included within measures of a segment’s profit or loss, inclusive of entities that operate in a single reportable segment. This guidance must be applied retrospectively to all prior periods presented and will become effective for Valvoline beginning with its fiscal 2025 annual financial statements and interim periods starting in fiscal 2026, with early adoption permitted. Valvoline is currently evaluating the impact this guidance will have on the Company and expects adoption will require enhanced disclosures regarding its CODM and the information used in assessing performance and allocating resources, including significant expenses. In December 2023, the FASB issued guidance which enhances income tax disclosure requirements to include additional disaggregation within the effective tax rate reconciliation and income taxes paid. This guidance will be effective for Valvoline beginning with its fiscal 2026 annual financial statements, with early adoption permitted. The guidance must be applied prospectively, while retrospective application is permitted. The Company is currently assessing the impact of adoption, which is expected to result in enhanced income tax disclosures. |
Discontinued Operations
Discontinued Operations | 9 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | DISCONTINUED OPERATIONS Sale of Global Products Financial results On March 1, 2023, Valvoline completed the sale of Global Products for a cash purchase price of $2.650 billion and recognized a pre-tax gain on the sale within Income from discontinued operations, net of tax, during the second quarter of fiscal 2023, coinciding with the completion of the sale. The Transaction was subject to customary closing settlements that were finalized in the third quarter of The following table summarizes Income from discontinued operations within the Condensed Consolidated Statements of Comprehensive Income: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Net revenues $ — $ — $ — $ 1,174.4 Cost of sales — — — 924.2 Gross profit — — — 250.2 Selling, general and administrative expenses — — — 125.0 Net legacy and separation-related expenses 4.3 5.6 9.2 26.2 Equity and other income, net — — — (14.2) Operating (loss) income from discontinued operations (4.3) (5.6) (9.2) 113.2 Net pension and other postretirement plan expense — — — 0.1 Net interest and other financing (income) expenses — (0.7) — 4.3 Gain on sale of discontinued operations (a) — (0.8) — (1,571.6) (Loss) income before income taxes - discontinued operations (4.3) (4.1) (9.2) 1,680.4 Income tax (benefit) expense (b) (2.0) (1.2) (3.0) 434.0 (Loss) income from discontinued operations, net of tax $ (2.3) $ (2.9) $ (6.2) $ 1,246.4 (a) The gain on sale recorded in the nine months ended June 30, 2023 includes the release of Accumulated other comprehensive income of $30.7 million associated with the realization of cumulative translation losses attributed to the Global Products business. (b) During the three and nine months ended June 30, 2024 Valvoline recognized an adjustment to reduce the tax on the gain on sale of $0.9 million. The prior year periods include $0.2 million and $420.4 million of expense for the three and nine months ended June 30, 2023, respectively. The total tax expense on the gain on sale recognized to-date is $423.4 million. Post-closing arrangements Valvoline sources substantially all lubricant and certain ancillary products for its stores through a long-term supply agreement with Global Products. Net revenues within the results of Global Products above include product sales to the Company's continuing operations prior to the closing of the Transaction, which were considered to be effectively settled and were not eliminated. These transactions totaled $89.7 million for the nine months ended June 30, 2023 . Valvoline also entered into a Transition Services Agreement with Global Products, effective March 1, 2023, to provide and receive services including information technology (“IT”), legal, finance, and human resources support. Transition services have lapsed periodically as business process transitions have occurred since the sale, and remaining services are generally expected to conclude within 18 months post-closing with limited IT transition services that may extend through early calendar year 2025. The income and costs associated with these services were not material during the three and nine months ended June 30, 2024. |
Fair Value Measurements
Fair Value Measurements | 9 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements | FAIR VALUE MEASUREMENTS Recurring fair value measurements The following tables set forth the Company’s financial assets and liabilities by level within the fair value hierarchy for those measured at fair value on a recurring basis: As of June 30, 2024 (In millions) Total Level 1 Level 2 Level 3 NAV (a) Cash and cash equivalents Money market funds $ 0.3 $ 0.3 $ — $ — $ — Time deposits 2.4 — 2.4 — — Prepaid expenses and other current assets Interest rate swap agreements 1.2 — 1.2 — — Other noncurrent assets Non-qualified trust funds 1.1 — — — 1.1 Deferred compensation investments 21.9 21.9 — — — Total assets at fair value $ 26.9 $ 22.2 $ 3.6 $ — $ 1.1 Other noncurrent liabilities Deferred compensation obligations $ 21.1 $ — $ — $ — $ 21.1 Total liabilities at fair value $ 21.1 $ — $ — $ — $ 21.1 As of September 30, 2023 (In millions) Total Level 1 Level 2 Level 3 NAV (a) Cash and cash equivalents Money market funds $ 0.6 $ 0.6 $ — $ — $ — Time deposits 277.3 — 277.3 — — Prepaid expenses and other current assets Currency derivatives (b) 0.1 — 0.1 — — Interest rate swap agreements 7.8 — 7.8 — — Other noncurrent assets Non-qualified trust funds 2.1 — — — 2.1 Deferred compensation investments 19.0 19.0 — — — Total assets at fair value $ 306.9 $ 19.6 $ 285.2 $ — $ 2.1 Accrued expenses and other liabilities Currency derivatives (b) $ 0.1 $ — $ 0.1 $ — $ — Other noncurrent liabilities Deferred compensation obligations 20.8 — — — 20.8 Total liabilities at fair value $ 20.9 $ — $ 0.1 $ — $ 20.8 (a) Funds measured at fair value using the net asset value ("NAV") per share practical expedient have not been classified in the fair value hierarchy. (b) The Company had outstanding contracts with notional values of $29.7 million as of September 30, 2023. Fair value disclosures The Company’s held-to-maturity U.S. treasury securities and long-term debt are reported in the Condensed Consolidated Balance Sheets at carrying value, rather than fair value, and are therefore excluded from the disclosure above of financial assets and liabilities measured at fair value within the condensed consolidated financial statements on a recurring basis. The following disclosures summarize the fair value of these assets and liabilities at each relevant balance sheet date. U.S. treasury securities The fair values of the Company’s U.S. treasury securities summarized below were determined utilizing quoted prices for identical securities from less active markets, which are considered Level 2 inputs within the fair value hierarchy. The U.S. treasury securities were fully matured as of March 31, 2024. September 30, 2023 (In millions) Amortized cost Gross unrealized losses Fair value Cash and cash equivalents U.S. treasury securities (a) $ 2.2 $ — $ 2.2 Short-term investments U.S. treasury securities (b) $ 347.5 $ (0.5) $ 347.0 (a) U.S. treasury securities with original maturity dates of three months or less. (b) U.S. treasury securities with original maturities greater than three months and less than 12 months. Debt The fair values of the Company's outstanding fixed rate senior notes shown below are based on recent trading values, which are considered Level 2 inputs within the fair value hierarchy. June 30, 2024 September 30, 2023 (In millions) Fair value Carrying value (a) Unamortized Fair value Carrying value (a) Unamortized 2030 Notes (b) $ — $ — $ — $ 589.8 $ 594.5 $ (5.5) 2031 Notes 461.5 535.0 (4.7) 416.6 529.9 (5.2) Total $ 461.5 $ 535.0 $ (4.7) $ 1,006.4 $ 1,124.4 $ (10.7) (a) Carrying values shown are net of unamortized discounts and debt issuance costs. (b) The Company completed a tender offer to purchase the outstanding 2030 Notes in April 2024 as further described in Note 5. Refer to Note 5 for details of these senior notes as well as Valvoline's other debt instruments that have variable interest rates with carrying amounts that approximate fair value. |
Business Combinations
Business Combinations | 9 Months Ended |
Jun. 30, 2024 | |
Business Combinations [Abstract] | |
Business Combinations | BUSINESS COMBINATIONS The Company acquired 21 service center stores in single and multi-store transactions for an aggregate purchase price of $28.2 million during the nine months ended June 30, 2024. These acquisitions expand Valvoline's retail presence in key North American markets, increase the number of company-operated service center stores, and contribute to growing the retail footprint to 1,961 system-wide service center stores. The Company’s acquisitions are accounted for as business combinations. A summary follows of the aggregate cash consideration paid and the total assets acquired and liabilities assumed for the nine months ended June 30: (In millions) 2024 2023 Inventories $ — $ 0.4 Property, plant and equipment (a) 4.8 5.9 Operating lease assets 8.6 6.1 Goodwill (b) 26.3 21.1 Intangible assets (c) Reacquired franchise rights (d) — 4.0 Other 0.2 0.2 Other current liabilities (a) (0.1) (0.6) Operating lease liabilities (8.6) (5.7) Other noncurrent liabilities (a) (3.0) (3.6) Total net assets acquired $ 28.2 $ 27.8 Non-cash consideration (0.3) — Total cash consideration transferred $ 27.9 $ 27.8 (a) Includes finance lease assets in property, plant and equipment and finance lease liabilities in other current and noncurrent liabilities. During the nine months ended June 30, 2024, finance lease assets finance lease liabilities finance lease assets finance lease liabilities (b) Goodwill is generally expected to be deductible for income tax purposes and is primarily attributed to the operational synergies and potential growth expected to result in economic benefits in the respective markets of the acquisitions. (c) Intangible assets acquired during the nine months ended June 30, 2024 and 2023 have weighted average amortization periods of five (d) Prior to the acquisition of former franchise service center stores, the Company licensed the right to operate franchised service centers, including the use of Valvoline's trademarks and trade name. In connection with these acquisitions, Valvoline reacquired those rights and recognized separate definite-lived reacquired franchise rights intangible assets, which are being amortized on a straight-line basis over the weighted average remaining term of approximately nine years for the rights reacquired in fiscal 2023. The effective settlement of these arrangements resulted in no settlement gain or loss as the contractual terms were at market. There have been no franchise rights reacquired during fiscal 2024. The fair values above are preliminary for up to one year from the date of acquisition as they may be subject to measurement period adjustments if new information is obtained about facts and circumstances that existed as of the acquisition date. The Company does not currently expect any material changes to the preliminary purchase price allocations for acquisitions completed during the last twelve months. |
Debt
Debt | 9 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Debt | DEBT The following table summarizes Valvoline’s total debt as of: (In millions) June 30 September 30 2023 2031 Notes $ 535.0 $ 535.0 2030 Notes — 600.0 Term Loan 445.3 463.1 Revolver (a) 175.0 — Debt issuance costs and discounts (5.8) (12.0) Total debt 1,149.5 1,586.1 Current portion of long-term debt 23.8 23.8 Long-term debt $ 1,125.7 $ 1,562.3 (a) As of June 30, 2024, the total borrowing capacity remaining under the $475.0 million revolving credit facility was $296.8 million due to a reduction of $175.0 million from borrowings and $3.2 million for letters of credit outstanding. 2030 Notes On April 16, 2024, Valvoline completed a tender offer (the “Debt Tender Offer”) to purchase its outstanding 4.250% senior unsecured notes due 2030 with an aggregate principal amount of $600.0 million (the “2030 Notes”). The Debt Tender Offer was made to comply with the requirements of the asset sale covenant under the indenture governing the 2030 Notes in connection with the sale of Global Products and Valvoline’s use of the related net proceeds. The Company used cash and cash equivalents on hand, in addition to borrowing $175.0 million on the Revolver to facilitate the $598.3 million, or 99.7% of the outstanding principal amount, purchase of the 2030 Notes at par, plus accrued and unpaid interest, and cancelled the 2030 Notes accepted for purchase. The Company elected to redeem the remaining balance outstanding of $1.7 million on April 29, 2024 pursuant to the terms and conditions of the indenture governing the 2030 Notes. During the three and nine months ended June 30, 2024, Valvoline recognized a loss on extinguishment of $5.1 million on the 2030 Notes due to the write-off of unamortized debt issuance costs and discounts. As of June 30, 2024, Valvoline was in compliance with all covenants under its long-term borrowings. |
Income Taxes
Income Taxes | 9 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | INCOME TAXES Income tax provisions for interim quarterly periods are based on an estimated annual effective income tax rate calculated separately from the effect of significant, infrequent or unusual discrete items related specifically to interim periods. The following summarizes income tax expense and the effective tax rate in each interim period: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Income tax expense $ 17.0 $ 22.9 $ 42.9 $ 14.2 Effective tax rate percentage 26.1 % 26.2 % 25.5 % 10.2 % |
Employee Benefit Plans
Employee Benefit Plans | 9 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Employee Benefit Plans | EMPLOYEE BENEFIT PLANS The following table summarizes the components of pension and other postretirement plan expense: Pension benefits Other postretirement benefits (In millions) 2024 2023 2024 2023 Three months ended June 30 Interest cost $ 20.7 $ 20.6 $ 0.3 $ 0.4 Expected return on plan assets (17.2) (16.8) — — Amortization of prior service credits 0.1 0.1 (0.5) (0.6) Net periodic benefit costs (income) $ 3.6 $ 3.9 $ (0.2) $ (0.2) Nine months ended June 30 Interest cost $ 62.5 $ 61.8 $ 0.9 $ 1.2 Expected return on plan assets (51.5) (50.4) — — Amortization of prior service credit 0.1 0.1 (1.6) (1.7) Net periodic benefit costs (income) $ 11.1 $ 11.5 $ (0.7) $ (0.5) |
Litigation, Claims and Continge
Litigation, Claims and Contingencies | 9 Months Ended |
Jun. 30, 2024 | |
Commitments and Contingencies Disclosure [Abstract] | |
Litigation, Claims and Contingencies | LITIGATION, CLAIMS AND CONTINGENCIES From time to time, Valvoline is party to lawsuits, claims and other legal proceedings that arise in the ordinary course of business. The Company establishes liabilities for the outcome of such matters where losses are determined to be probable and reasonably estimable. Where appropriate, the Company has recorded liabilities with respect to these matters, which were not material for the periods presented as reflected in the condensed consolidated financial statements herein. There are certain claims and legal proceedings pending where loss is not determined to be probable or reasonably estimable, and therefore, accruals have not been made. In addition, Valvoline discloses matters when management believes a material loss is at least reasonably possible. In all instances, management has assessed each matter based on current information available and made a judgment concerning its potential outcome, giving due consideration to the amount and nature of the claim and the probability of success. The Company believes it has established adequate accruals for liabilities that are probable and reasonably estimable. Although the ultimate resolution of these matters cannot be predicted with certainty and there can be no assurances that the actual amounts required to satisfy liabilities from these matters will not exceed the amounts reflected in the condensed consolidated financial statements, based on information available at this time, it is the opinion of management that such pending claims or proceedings will not have a material adverse effect on its condensed consolidated financial statements. |
Earnings Per Share
Earnings Per Share | 9 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | EARNINGS PER SHARE The following table summarizes basic and diluted earnings per share: Three months ended Nine months ended (In millions, except per share amounts) 2024 2023 2024 2023 Numerator Income from continuing operations $ 48.2 $ 64.5 $ 125.4 $ 124.4 (Loss) income from discontinued operations, net of tax (2.3) (2.9) (6.2) 1,246.4 Net income $ 45.9 $ 61.6 $ 119.2 $ 1,370.8 Denominator Weighted average common shares outstanding 129.4 161.5 130.3 169.5 Effect of potentially dilutive securities (a) 0.8 1.0 0.9 1.1 Weighted average diluted shares outstanding 130.2 162.5 131.2 170.6 Basic earnings (loss) per share Continuing operations $ 0.37 $ 0.40 $ 0.96 $ 0.74 Discontinued operations (0.02) (0.02) (0.05) 7.35 Basic earnings per share $ 0.35 $ 0.38 $ 0.91 $ 8.09 Diluted earnings (loss) per share Continuing operations $ 0.37 $ 0.40 $ 0.96 $ 0.73 Discontinued operations (0.02) (0.02) (0.05) 7.31 Diluted earnings per share $ 0.35 $ 0.38 $ 0.91 $ 8.04 (a) There were 0.1 million |
Supplemental Financial Informat
Supplemental Financial Information | 9 Months Ended |
Jun. 30, 2024 | |
Supplemental Financial Information [Abstract] | |
Supplemental Financial Information | SUPPLEMENTAL FINANCIAL INFORMATION Cash, cash equivalents and restricted cash The following provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Statements of Cash Flows to the Condensed Consolidated Balance Sheets: (In millions) June 30 September 30 June 30 Cash and cash equivalents - continuing operations $ 65.7 $ 409.1 $ 526.7 Cash and cash equivalents - held for sale (a) — 4.0 — Restricted cash - continuing operations (b) 0.3 — — Total cash, cash equivalents and restricted cash $ 66.0 $ 413.1 $ 526.7 (a) Former Global Products business whose operations were suspended during fiscal 2022, classified as held for sale and impaired as of September 30, 2023, and subsequently sold during the first quarter of fiscal 2024. (b) Included in Prepaid expenses and other current assets within the Condensed Consolidated Balance Sheets. Accounts and other receivables The following summarizes Valvoline’s accounts and other receivables in the Condensed Consolidated Balance Sheets as of: (In millions) June 30 September 30 2023 Current Trade $ 85.4 $ 64.0 Notes receivable from franchisees 3.7 1.6 Other 8.9 16.3 Receivables, gross 98.0 81.9 Allowance for credit losses (0.5) (0.6) Receivables, net $ 97.5 $ 81.3 Non-current (a) Notes receivable $ 2.4 $ 2.3 Other 7.1 7.5 Noncurrent notes receivable, gross 9.5 9.8 Allowance for losses (2.5) (2.4) Noncurrent notes receivable, net $ 7.0 $ 7.4 (a) Included in Other noncurrent assets within the Condensed Consolidated Balance Sheets. Revenue recognition The following disaggregates the Company’s net revenues by timing of revenue recognized: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Net revenues transferred at a point in time $ 401.7 $ 358.3 $ 1,127.7 $ 1,003.4 Franchised revenues transferred over time 19.7 17.9 55.8 50.1 Net revenues $ 421.4 $ 376.2 $ 1,183.5 $ 1,053.5 The following table summarizes net revenues by category: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Oil changes and related fees $ 307.9 $ 280.7 $ 868.6 $ 782.8 Non-oil changes and related fees 93.6 77.2 258.6 219.9 Franchise fees and other (a) 19.9 18.3 56.3 50.8 Total $ 421.4 $ 376.2 $ 1,183.5 $ 1,053.5 (a) Includes $0.2 million of net revenues associated with suspended operations for the nine months ended June 30, 2023. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Jun. 30, 2024 | |
Subsequent Events [Abstract] | |
Subsequent Events | SUBSEQUENT EVENTS Disposition During July 2024, the Company entered into an agreement and completed the sale of 17 company-owned service center stores to a franchisee. The Company will derecognize the related net assets and expects to recognize a gain on sale in the fourth quarter of fiscal 2024 to reflect the completion of this transaction. Acquisitions From July 1, 2024 through August 7, 2024, Valvoline acquired 12 service center stores for an aggregate purchase price of $18.7 million. These transactions included five former franchise service center stores in Texas acquired from TL2 Services, LLC on July 31, 2024 and seven service center stores in a multi-store transaction. These acquisitions provide an opportunity to expand Valvoline’s store locations in key markets and contribute to company-owned service center store growth. Share repurchase authorization During July 2024, Valvoline’s Board of Directors (the “Board”) approved a share repurchase authorization of $400.0 million, which has no expiration date (the “2024 Share Repurchase Authorization”). The timing and amount of any repurchases of common stock will be solely at the discretion of the Company and is subject to general business and market conditions, as well as other factors. The Board approved the 2024 Share Repurchase Authorization as part of the Company’s broader capital allocation framework to deliver value to shareholders. |
Pay vs Performance Disclosure
Pay vs Performance Disclosure - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pay vs Performance Disclosure | ||||||||
Net income | $ 45.9 | $ 41.4 | $ 31.9 | $ 61.6 | $ 1,227.3 | $ 81.9 | $ 119.2 | $ 1,370.8 |
Insider Trading Arrangements
Insider Trading Arrangements | 3 Months Ended |
Jun. 30, 2024 | |
Trading Arrangements, by Individual | |
Rule 10b5-1 Arrangement Adopted | false |
Non-Rule 10b5-1 Arrangement Adopted | false |
Rule 10b5-1 Arrangement Terminated | false |
Non-Rule 10b5-1 Arrangement Terminated | false |
Basis of Presentation and Sig_2
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Jun. 30, 2024 | |
Accounting Policies [Abstract] | |
Basis of Presentation | The accompanying unaudited condensed consolidated financial statements have been prepared by Valvoline Inc. (“Valvoline” or the “Company”) in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) and Securities and Exchange Commission regulations for interim financial reporting, which do not include all information and footnote disclosures normally included in annual financial statements. Therefore, these condensed consolidated financial statements should be read in conjunction with Valvoline’s Annual Report on Form 10-K for the fiscal year ended September 30, 2023. Certain prior period amounts disclosed herein have been reclassified to conform to the current presentation. Use of estimates, risks and uncertainties The preparation of the condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and the disclosures of contingent matters. Although management bases its estimates on historical experience and various other assumptions that are believed to be reasonable under the circumstances, actual results could differ significantly from the estimates under different assumptions or conditions. Sale of Global Products business On March 1, 2023, Valvoline completed the sale of its former Global Products reportable segment (“Global Products”) to Aramco Overseas Company B.V. (the “Transaction”). The operating results and cash flows associated with and directly attributed to the Global Products disposal group are reflected as discontinued operations within these condensed consolidated financial statements. Refer to Note 2 for additional information regarding the Global Products business, including income from discontinued operations. Unless otherwise noted, disclosures within these remaining Notes to Condensed Consolidated Financial Statements relate solely to the Company's continuing operations. |
Recent accounting pronouncements | The following accounting guidance relevant to Valvoline was either issued or adopted in the current fiscal year or is expected to have a meaningful impact on Valvoline in future periods upon adoption. Issued but not yet adopted In November 2023, the Financial Accounting Standards Board (“FASB”) issued guidance that enhances reportable segment disclosures by requiring disclosure of significant reportable segment expenses and other items regularly provided to the Chief Operating Decision Maker (“CODM”) and included within measures of a segment’s profit or loss, inclusive of entities that operate in a single reportable segment. This guidance must be applied retrospectively to all prior periods presented and will become effective for Valvoline beginning with its fiscal 2025 annual financial statements and interim periods starting in fiscal 2026, with early adoption permitted. Valvoline is currently evaluating the impact this guidance will have on the Company and expects adoption will require enhanced disclosures regarding its CODM and the information used in assessing performance and allocating resources, including significant expenses. In December 2023, the FASB issued guidance which enhances income tax disclosure requirements to include additional disaggregation within the effective tax rate reconciliation and income taxes paid. This guidance will be effective for Valvoline beginning with its fiscal 2026 annual financial statements, with early adoption permitted. The guidance must be applied prospectively, while retrospective application is permitted. The Company is currently assessing the impact of adoption, which is expected to result in enhanced income tax disclosures. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations | The following table summarizes Income from discontinued operations within the Condensed Consolidated Statements of Comprehensive Income: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Net revenues $ — $ — $ — $ 1,174.4 Cost of sales — — — 924.2 Gross profit — — — 250.2 Selling, general and administrative expenses — — — 125.0 Net legacy and separation-related expenses 4.3 5.6 9.2 26.2 Equity and other income, net — — — (14.2) Operating (loss) income from discontinued operations (4.3) (5.6) (9.2) 113.2 Net pension and other postretirement plan expense — — — 0.1 Net interest and other financing (income) expenses — (0.7) — 4.3 Gain on sale of discontinued operations (a) — (0.8) — (1,571.6) (Loss) income before income taxes - discontinued operations (4.3) (4.1) (9.2) 1,680.4 Income tax (benefit) expense (b) (2.0) (1.2) (3.0) 434.0 (Loss) income from discontinued operations, net of tax $ (2.3) $ (2.9) $ (6.2) $ 1,246.4 (a) The gain on sale recorded in the nine months ended June 30, 2023 includes the release of Accumulated other comprehensive income of $30.7 million associated with the realization of cumulative translation losses attributed to the Global Products business. (b) |
Fair Value Measurements (Tables
Fair Value Measurements (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Fair Value Disclosures [Abstract] | |
Schedule of Assets and Liabilities at Fair Value | The following tables set forth the Company’s financial assets and liabilities by level within the fair value hierarchy for those measured at fair value on a recurring basis: As of June 30, 2024 (In millions) Total Level 1 Level 2 Level 3 NAV (a) Cash and cash equivalents Money market funds $ 0.3 $ 0.3 $ — $ — $ — Time deposits 2.4 — 2.4 — — Prepaid expenses and other current assets Interest rate swap agreements 1.2 — 1.2 — — Other noncurrent assets Non-qualified trust funds 1.1 — — — 1.1 Deferred compensation investments 21.9 21.9 — — — Total assets at fair value $ 26.9 $ 22.2 $ 3.6 $ — $ 1.1 Other noncurrent liabilities Deferred compensation obligations $ 21.1 $ — $ — $ — $ 21.1 Total liabilities at fair value $ 21.1 $ — $ — $ — $ 21.1 As of September 30, 2023 (In millions) Total Level 1 Level 2 Level 3 NAV (a) Cash and cash equivalents Money market funds $ 0.6 $ 0.6 $ — $ — $ — Time deposits 277.3 — 277.3 — — Prepaid expenses and other current assets Currency derivatives (b) 0.1 — 0.1 — — Interest rate swap agreements 7.8 — 7.8 — — Other noncurrent assets Non-qualified trust funds 2.1 — — — 2.1 Deferred compensation investments 19.0 19.0 — — — Total assets at fair value $ 306.9 $ 19.6 $ 285.2 $ — $ 2.1 Accrued expenses and other liabilities Currency derivatives (b) $ 0.1 $ — $ 0.1 $ — $ — Other noncurrent liabilities Deferred compensation obligations 20.8 — — — 20.8 Total liabilities at fair value $ 20.9 $ — $ 0.1 $ — $ 20.8 (a) Funds measured at fair value using the net asset value ("NAV") per share practical expedient have not been classified in the fair value hierarchy. (b) The Company had outstanding contracts with notional values of $29.7 million as of September 30, 2023. |
Schedule of Held-to-Maturity Securities | The fair values of the Company’s U.S. treasury securities summarized below were determined utilizing quoted prices for identical securities from less active markets, which are considered Level 2 inputs within the fair value hierarchy. The U.S. treasury securities were fully matured as of March 31, 2024. September 30, 2023 (In millions) Amortized cost Gross unrealized losses Fair value Cash and cash equivalents U.S. treasury securities (a) $ 2.2 $ — $ 2.2 Short-term investments U.S. treasury securities (b) $ 347.5 $ (0.5) $ 347.0 (a) U.S. treasury securities with original maturity dates of three months or less. (b) U.S. treasury securities with original maturities greater than three months and less than 12 months. |
Summary of Fair Value of Debt | The fair values of the Company's outstanding fixed rate senior notes shown below are based on recent trading values, which are considered Level 2 inputs within the fair value hierarchy. June 30, 2024 September 30, 2023 (In millions) Fair value Carrying value (a) Unamortized Fair value Carrying value (a) Unamortized 2030 Notes (b) $ — $ — $ — $ 589.8 $ 594.5 $ (5.5) 2031 Notes 461.5 535.0 (4.7) 416.6 529.9 (5.2) Total $ 461.5 $ 535.0 $ (4.7) $ 1,006.4 $ 1,124.4 $ (10.7) (a) Carrying values shown are net of unamortized discounts and debt issuance costs. (b) The Company completed a tender offer to purchase the outstanding 2030 Notes in April 2024 as further described in Note 5. |
Business Combinations (Tables)
Business Combinations (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Business Combinations [Abstract] | |
Summary of Consideration Paid and Assets and Liabilities Acquired | A summary follows of the aggregate cash consideration paid and the total assets acquired and liabilities assumed for the nine months ended June 30: (In millions) 2024 2023 Inventories $ — $ 0.4 Property, plant and equipment (a) 4.8 5.9 Operating lease assets 8.6 6.1 Goodwill (b) 26.3 21.1 Intangible assets (c) Reacquired franchise rights (d) — 4.0 Other 0.2 0.2 Other current liabilities (a) (0.1) (0.6) Operating lease liabilities (8.6) (5.7) Other noncurrent liabilities (a) (3.0) (3.6) Total net assets acquired $ 28.2 $ 27.8 Non-cash consideration (0.3) — Total cash consideration transferred $ 27.9 $ 27.8 (a) Includes finance lease assets in property, plant and equipment and finance lease liabilities in other current and noncurrent liabilities. During the nine months ended June 30, 2024, finance lease assets finance lease liabilities finance lease assets finance lease liabilities (b) Goodwill is generally expected to be deductible for income tax purposes and is primarily attributed to the operational synergies and potential growth expected to result in economic benefits in the respective markets of the acquisitions. (c) Intangible assets acquired during the nine months ended June 30, 2024 and 2023 have weighted average amortization periods of five (d) Prior to the acquisition of former franchise service center stores, the Company licensed the right to operate franchised service centers, including the use of Valvoline's trademarks and trade name. In connection with these acquisitions, Valvoline reacquired those rights and recognized separate definite-lived reacquired franchise rights intangible assets, which are being amortized on a straight-line basis over the weighted average remaining term of approximately nine years for the rights reacquired in fiscal 2023. The effective settlement of these arrangements resulted in no settlement gain or loss as the contractual terms were at market. There have been no franchise rights reacquired during fiscal 2024. |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Debt Disclosure [Abstract] | |
Schedule of Total Debt | The following table summarizes Valvoline’s total debt as of: (In millions) June 30 September 30 2023 2031 Notes $ 535.0 $ 535.0 2030 Notes — 600.0 Term Loan 445.3 463.1 Revolver (a) 175.0 — Debt issuance costs and discounts (5.8) (12.0) Total debt 1,149.5 1,586.1 Current portion of long-term debt 23.8 23.8 Long-term debt $ 1,125.7 $ 1,562.3 (a) As of June 30, 2024, the total borrowing capacity remaining under the $475.0 million revolving credit facility was $296.8 million due to a reduction of $175.0 million from borrowings and $3.2 million for letters of credit outstanding. |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Income Tax Disclosure [Abstract] | |
Schedule of Income Tax Expense and Effective Tax Rate | The following summarizes income tax expense and the effective tax rate in each interim period: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Income tax expense $ 17.0 $ 22.9 $ 42.9 $ 14.2 Effective tax rate percentage 26.1 % 26.2 % 25.5 % 10.2 % |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Retirement Benefits [Abstract] | |
Components of Pension and Other Postretirement Benefit Income | The following table summarizes the components of pension and other postretirement plan expense: Pension benefits Other postretirement benefits (In millions) 2024 2023 2024 2023 Three months ended June 30 Interest cost $ 20.7 $ 20.6 $ 0.3 $ 0.4 Expected return on plan assets (17.2) (16.8) — — Amortization of prior service credits 0.1 0.1 (0.5) (0.6) Net periodic benefit costs (income) $ 3.6 $ 3.9 $ (0.2) $ (0.2) Nine months ended June 30 Interest cost $ 62.5 $ 61.8 $ 0.9 $ 1.2 Expected return on plan assets (51.5) (50.4) — — Amortization of prior service credit 0.1 0.1 (1.6) (1.7) Net periodic benefit costs (income) $ 11.1 $ 11.5 $ (0.7) $ (0.5) |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Earnings Per Share [Abstract] | |
Schedule of Earnings Per Share, Basic and Diluted | The following table summarizes basic and diluted earnings per share: Three months ended Nine months ended (In millions, except per share amounts) 2024 2023 2024 2023 Numerator Income from continuing operations $ 48.2 $ 64.5 $ 125.4 $ 124.4 (Loss) income from discontinued operations, net of tax (2.3) (2.9) (6.2) 1,246.4 Net income $ 45.9 $ 61.6 $ 119.2 $ 1,370.8 Denominator Weighted average common shares outstanding 129.4 161.5 130.3 169.5 Effect of potentially dilutive securities (a) 0.8 1.0 0.9 1.1 Weighted average diluted shares outstanding 130.2 162.5 131.2 170.6 Basic earnings (loss) per share Continuing operations $ 0.37 $ 0.40 $ 0.96 $ 0.74 Discontinued operations (0.02) (0.02) (0.05) 7.35 Basic earnings per share $ 0.35 $ 0.38 $ 0.91 $ 8.09 Diluted earnings (loss) per share Continuing operations $ 0.37 $ 0.40 $ 0.96 $ 0.73 Discontinued operations (0.02) (0.02) (0.05) 7.31 Diluted earnings per share $ 0.35 $ 0.38 $ 0.91 $ 8.04 (a) There were 0.1 million |
Supplemental Financial Inform_2
Supplemental Financial Information (Tables) | 9 Months Ended |
Jun. 30, 2024 | |
Supplemental Financial Information [Abstract] | |
Schedule of Cash and Cash Equivalents | The following provides a reconciliation of cash, cash equivalents and restricted cash reported within the Condensed Consolidated Statements of Cash Flows to the Condensed Consolidated Balance Sheets: (In millions) June 30 September 30 June 30 Cash and cash equivalents - continuing operations $ 65.7 $ 409.1 $ 526.7 Cash and cash equivalents - held for sale (a) — 4.0 — Restricted cash - continuing operations (b) 0.3 — — Total cash, cash equivalents and restricted cash $ 66.0 $ 413.1 $ 526.7 (a) Former Global Products business whose operations were suspended during fiscal 2022, classified as held for sale and impaired as of September 30, 2023, and subsequently sold during the first quarter of fiscal 2024. (b) Included in Prepaid expenses and other current assets within the Condensed Consolidated Balance Sheets. |
Summary of Accounts Receivable | The following summarizes Valvoline’s accounts and other receivables in the Condensed Consolidated Balance Sheets as of: (In millions) June 30 September 30 2023 Current Trade $ 85.4 $ 64.0 Notes receivable from franchisees 3.7 1.6 Other 8.9 16.3 Receivables, gross 98.0 81.9 Allowance for credit losses (0.5) (0.6) Receivables, net $ 97.5 $ 81.3 Non-current (a) Notes receivable $ 2.4 $ 2.3 Other 7.1 7.5 Noncurrent notes receivable, gross 9.5 9.8 Allowance for losses (2.5) (2.4) Noncurrent notes receivable, net $ 7.0 $ 7.4 (a) Included in Other noncurrent assets within the Condensed Consolidated Balance Sheets. |
Disaggregation of Sales by Timing of Revenue Recognized and Revenue by Category | The following disaggregates the Company’s net revenues by timing of revenue recognized: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Net revenues transferred at a point in time $ 401.7 $ 358.3 $ 1,127.7 $ 1,003.4 Franchised revenues transferred over time 19.7 17.9 55.8 50.1 Net revenues $ 421.4 $ 376.2 $ 1,183.5 $ 1,053.5 The following table summarizes net revenues by category: Three months ended Nine months ended (In millions) 2024 2023 2024 2023 Oil changes and related fees $ 307.9 $ 280.7 $ 868.6 $ 782.8 Non-oil changes and related fees 93.6 77.2 258.6 219.9 Franchise fees and other (a) 19.9 18.3 56.3 50.8 Total $ 421.4 $ 376.2 $ 1,183.5 $ 1,053.5 (a) Includes $0.2 million of net revenues associated with suspended operations for the nine months ended June 30, 2023. |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - Discontinued Operations, Held-for-sale - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Mar. 01, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Sep. 30, 2023 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Gain on sale of discontinued operations | $ 0 | $ 0.8 | $ 0 | $ 1,571.6 | ||
Net revenues | $ 0 | $ 0 | $ 0 | 1,174.4 | ||
Global Products | ||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||||||
Proceeds from sale of operations | $ 2,650 | |||||
Gain on sale of discontinued operations | $ 1,572 | |||||
Net revenues | $ 89.7 |
Discontinued Operations - Conso
Discontinued Operations - Consolidated Statements of Comprehensive Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | 16 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Income tax expense | $ 17 | $ 22.9 | $ 42.9 | $ 14.2 | |
(Loss) income from discontinued operations, net of tax | (2.3) | (2.9) | (6.2) | 1,246.4 | |
Discontinued Operations, Held-for-sale | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Net revenues | 0 | 0 | 0 | 1,174.4 | |
Cost of sales | 0 | 0 | 0 | 924.2 | |
Gross profit | 0 | 0 | 0 | 250.2 | |
Selling, general and administrative expenses | 0 | 0 | 0 | 125 | |
Net legacy and separation-related expenses | 4.3 | 5.6 | 9.2 | 26.2 | |
Equity and other income, net | 0 | 0 | 0 | (14.2) | |
Operating (loss) income from discontinued operations | (4.3) | (5.6) | (9.2) | 113.2 | |
Net pension and other postretirement plan expense | 0 | 0 | 0 | 0.1 | |
Net interest and other financing (income) expenses | 0 | (0.7) | 0 | 4.3 | |
Gain on sale of discontinued operations (a) | 0 | (0.8) | 0 | (1,571.6) | |
(Loss) income before income taxes - discontinued operations | (4.3) | (4.1) | (9.2) | 1,680.4 | |
Income tax expense | (2) | (1.2) | (3) | 434 | |
(Loss) income from discontinued operations, net of tax | (2.3) | (2.9) | (6.2) | 1,246.4 | |
Currency translation adjustment loss | 30.7 | ||||
Tax impact on gain on sale of discontinued operations | $ (0.9) | $ 0.2 | $ (0.9) | $ 420.4 | $ 423.4 |
Fair Value Measurements - Sched
Fair Value Measurements - Schedule of Assets and Liabilities at Fair Value (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Sep. 30, 2023 |
Foreign Exchange Contract | Not Designated as Hedging Instrument | ||
Other noncurrent liabilities | ||
Derivative, notional amount | $ 29.7 | |
Fair Value, Measurements, Recurring | ||
Other noncurrent assets | ||
Non-qualified trust funds | $ 1.1 | 2.1 |
Deferred compensation investments | 21.9 | 19 |
Total assets at fair value | 26.9 | 306.9 |
Accrued expenses and other liabilities | ||
Currency derivatives | 0.1 | |
Other noncurrent liabilities | ||
Deferred compensation obligations | 21.1 | 20.8 |
Total liabilities at fair value | 21.1 | 20.9 |
Fair Value, Measurements, Recurring | Money market funds | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 0.3 | 0.6 |
Fair Value, Measurements, Recurring | Time deposits | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 2.4 | 277.3 |
Fair Value, Measurements, Recurring | Prepaid expenses and other current assets | ||
Prepaid expenses and other current assets | ||
Currency derivatives | 0.1 | |
Interest rate swap agreements | 1.2 | 7.8 |
Fair Value, Measurements, Recurring | Level 1 | ||
Other noncurrent assets | ||
Non-qualified trust funds | 0 | 0 |
Deferred compensation investments | 21.9 | 19 |
Total assets at fair value | 22.2 | 19.6 |
Accrued expenses and other liabilities | ||
Currency derivatives | 0 | |
Other noncurrent liabilities | ||
Deferred compensation obligations | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Money market funds | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 0.3 | 0.6 |
Fair Value, Measurements, Recurring | Level 1 | Time deposits | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 1 | Prepaid expenses and other current assets | ||
Prepaid expenses and other current assets | ||
Currency derivatives | 0 | |
Interest rate swap agreements | 0 | 0 |
Fair Value, Measurements, Recurring | Level 2 | ||
Other noncurrent assets | ||
Non-qualified trust funds | 0 | 0 |
Deferred compensation investments | 0 | 0 |
Total assets at fair value | 3.6 | 285.2 |
Accrued expenses and other liabilities | ||
Currency derivatives | 0.1 | |
Other noncurrent liabilities | ||
Deferred compensation obligations | 0 | 0 |
Total liabilities at fair value | 0 | 0.1 |
Fair Value, Measurements, Recurring | Level 2 | Money market funds | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 2 | Time deposits | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 2.4 | 277.3 |
Fair Value, Measurements, Recurring | Level 2 | Prepaid expenses and other current assets | ||
Prepaid expenses and other current assets | ||
Currency derivatives | 0.1 | |
Interest rate swap agreements | 1.2 | 7.8 |
Fair Value, Measurements, Recurring | Level 3 | ||
Other noncurrent assets | ||
Non-qualified trust funds | 0 | 0 |
Deferred compensation investments | 0 | 0 |
Total assets at fair value | 0 | 0 |
Accrued expenses and other liabilities | ||
Currency derivatives | 0 | |
Other noncurrent liabilities | ||
Deferred compensation obligations | 0 | 0 |
Total liabilities at fair value | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Money market funds | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Time deposits | ||
Cash and cash equivalents | ||
Cash and cash equivalents | 0 | 0 |
Fair Value, Measurements, Recurring | Level 3 | Prepaid expenses and other current assets | ||
Prepaid expenses and other current assets | ||
Currency derivatives | 0 | |
Interest rate swap agreements | 0 | 0 |
Fair Value, Measurements, Recurring | NAV | ||
Other noncurrent assets | ||
Non-qualified trust funds | 1.1 | 2.1 |
Total assets at fair value | 1.1 | 2.1 |
Other noncurrent liabilities | ||
Deferred compensation obligations | 21.1 | 20.8 |
Total liabilities at fair value | $ 21.1 | $ 20.8 |
Fair Value Measurements - Fair
Fair Value Measurements - Fair Value of Debt (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Sep. 30, 2023 | Jun. 30, 2023 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | $ 65.7 | $ 409.1 | $ 526.7 |
Unamortized discounts and issuance costs | 5.8 | 12 | |
Level 2 | Fair value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 461.5 | 1,006.4 | |
Level 2 | Fair value | Senior Notes | 2030 Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 0 | 589.8 | |
Level 2 | Fair value | Senior Notes | 2031 Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 461.5 | 416.6 | |
Level 2 | Carrying Value | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 535 | 1,124.4 | |
Unamortized discounts and issuance costs | (4.7) | (10.7) | |
Level 2 | Carrying Value | Senior Notes | 2030 Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 0 | 594.5 | |
Unamortized discounts and issuance costs | 0 | (5.5) | |
Level 2 | Carrying Value | Senior Notes | 2031 Notes | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Long-term debt, fair value | 535 | 529.9 | |
Unamortized discounts and issuance costs | $ (4.7) | (5.2) | |
U.S. treasury securities | Level 2 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Amortized cost | 347.5 | ||
Gross unrealized losses | (0.5) | ||
Fair value | 347 | ||
U.S. treasury securities | Level 2 | |||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | |||
Cash and cash equivalents | 2.2 | ||
Cash and cash equivalents, fair value | $ 2.2 |
Business Combinations - Narrati
Business Combinations - Narrative (Details) $ in Millions | 9 Months Ended |
Jun. 30, 2024 USD ($) stores service_center_store | |
Business Combinations [Abstract] | |
Number of service center stores acquired | service_center_store | 21 |
Total cash consideration transferred | $ | $ 28.2 |
Number of system-wide service center stores | stores | 1,961 |
Business Combinations - Schedul
Business Combinations - Schedule of Aggregate Cash Consideration and Total Assets Acquired and Liabilities Assumed (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Business Acquisition [Line Items] | ||
Inventories | $ 0 | $ 0.4 |
Property, plant and equipment | 4.8 | 5.9 |
Operating lease assets | 8.6 | 6.1 |
Goodwill | 26.3 | 21.1 |
Other current liabilities | (0.1) | (0.6) |
Operating lease liabilities | (8.6) | (5.7) |
Other noncurrent liabilities | (3) | (3.6) |
Total net assets acquired | 28.2 | 27.8 |
Non-cash consideration | (0.3) | 0 |
Total cash consideration transferred | $ 27.9 | $ 27.8 |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible Enumeration] | Property, plant and equipment, net | Property, plant and equipment, net |
Finance lease assets | $ 3.1 | $ 3.8 |
Finance Lease, Liability, Statement of Financial Position [Extensible Enumeration] | Other noncurrent liabilities | Other noncurrent liabilities |
Finance lease liabilities, current | $ 0.1 | $ 0.2 |
Finance lease liabilities, noncurrent | $ 3 | $ 3.6 |
Weighted average amortization period | 5 years | 9 years |
Reacquired franchise rights | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 0 | $ 4 |
Weighted average amortization period | 9 years | |
Gain (Loss) on Contract Termination | $ 0 | |
Other | ||
Business Acquisition [Line Items] | ||
Intangible assets | $ 0.2 | $ 0.2 |
Debt - Schedule of Short-Term B
Debt - Schedule of Short-Term Borrowings and Long Term Debt (Details) - USD ($) | Jun. 30, 2024 | Sep. 30, 2023 |
Debt Instrument [Line Items] | ||
Debt issuance costs and discounts | $ (5,800,000) | $ (12,000,000) |
Total debt | 1,149,500,000 | 1,586,100,000 |
Current portion of long-term debt | 23,800,000 | 23,800,000 |
Long-term debt | 1,125,700,000 | 1,562,300,000 |
Line of Credit | Revolver | ||
Debt Instrument [Line Items] | ||
Long-term debt | 175,000,000 | 0 |
2031 Notes | Senior Notes | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | 535,000,000 | 535,000,000 |
2030 Notes | Senior Notes | ||
Debt Instrument [Line Items] | ||
Aggregate principal amount | 0 | 600,000,000 |
Term Loan | Line of Credit | ||
Debt Instrument [Line Items] | ||
Debt gross | 445,300,000 | $ 463,100,000 |
Term Loan | Line of Credit | Revolver | ||
Debt Instrument [Line Items] | ||
Debt gross | 475,000,000 | |
Total borrowing capacity remaining | 296,800,000 | |
Letters of credit outstanding | $ 3,200,000 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | 9 Months Ended | ||||
Apr. 16, 2024 | Jun. 30, 2024 | Jun. 30, 2024 | Jun. 30, 2023 | Apr. 29, 2024 | Sep. 30, 2023 | |
Debt Instrument [Line Items] | ||||||
Loss on extinguishment of debt | $ 5,100,000 | $ 0 | ||||
Line of Credit | Revolver | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from long-term lines of credit | $ 175,000,000 | |||||
2030 Notes | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument, repurchase amount | $ 598,300,000 | $ 1,700,000 | ||||
Loss on extinguishment of debt | $ 5,100,000 | 5,100,000 | ||||
2030 Notes | Senior Notes | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate | 4.25% | |||||
Repurchase notes aggregate principal amount | $ 600,000,000 | |||||
Percentage of principal amount redeemed | 99.70% | |||||
Aggregate principal amount | $ 0 | $ 0 | $ 600,000,000 |
Income Taxes - Schedule of Inco
Income Taxes - Schedule of Income Tax Expense and Effective Tax Rate (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||||
Income tax expense | $ 17 | $ 22.9 | $ 42.9 | $ 14.2 |
Effective tax rate percentage | 26.10% | 26.20% | 25.50% | 10.20% |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 9 Months Ended | |
Jun. 30, 2024 | Jun. 30, 2023 | |
Income Tax Disclosure [Abstract] | ||
Income tax benefit | $ 26.5 | |
Deferred income taxes and tax credits | $ 24.4 |
Employee Benefit Plans - Compon
Employee Benefit Plans - Components of Pension and Other Postretirement Benefit Income (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Pension benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | $ 20.7 | $ 20.6 | $ 62.5 | $ 61.8 |
Expected return on plan assets | (17.2) | (16.8) | (51.5) | (50.4) |
Amortization of prior service credits | 0.1 | 0.1 | 0.1 | 0.1 |
Net periodic benefit costs (income) | 3.6 | 3.9 | 11.1 | 11.5 |
Other postretirement benefits | ||||
Defined Benefit Plan Disclosure [Line Items] | ||||
Interest cost | 0.3 | 0.4 | 0.9 | 1.2 |
Expected return on plan assets | 0 | 0 | 0 | 0 |
Amortization of prior service credits | (0.5) | (0.6) | (1.6) | (1.7) |
Net periodic benefit costs (income) | $ (0.2) | $ (0.2) | $ (0.7) | $ (0.5) |
Earnings Per Share (Details)
Earnings Per Share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 3 Months Ended | 9 Months Ended | ||||||
Jun. 30, 2024 | Mar. 31, 2024 | Dec. 31, 2023 | Jun. 30, 2023 | Mar. 31, 2023 | Dec. 31, 2022 | Jun. 30, 2024 | Jun. 30, 2023 | |
Numerator | ||||||||
Income from continuing operations | $ 48.2 | $ 64.5 | $ 125.4 | $ 124.4 | ||||
(Loss) income from discontinued operations, net of tax | (2.3) | (2.9) | (6.2) | 1,246.4 | ||||
Net income | $ 45.9 | $ 41.4 | $ 31.9 | $ 61.6 | $ 1,227.3 | $ 81.9 | $ 119.2 | $ 1,370.8 |
Denominator | ||||||||
Weighted-average common shares outstanding (shares) | 129.4 | 161.5 | 130.3 | 169.5 | ||||
Effect of potentially dilutive securities (shares) | 0.8 | 1 | 0.9 | 1.1 | ||||
Weighted average diluted shares outstanding (shares) | 130.2 | 162.5 | 131.2 | 170.6 | ||||
Basic earnings (loss) per share | ||||||||
Continuing operations, basic earnings (loss) per share (usd per share) | $ 0.37 | $ 0.40 | $ 0.96 | $ 0.74 | ||||
Discontinued operations, basic earnings (loss) per share (usd per share) | (0.02) | (0.02) | (0.05) | 7.35 | ||||
Basic earnings per share (usd per share) | 0.35 | 0.38 | 0.91 | 8.09 | ||||
Diluted earnings (loss) per share | ||||||||
Continuing operations, diluted earnings (loss) per share (usd per share) | 0.37 | 0.40 | 0.96 | 0.73 | ||||
Discontinued operations, diluted earnings (loss) per share (usd per share) | (0.02) | (0.02) | (0.05) | 7.31 | ||||
Diluted earnings per share (usd per share) | $ 0.35 | $ 0.38 | $ 0.91 | $ 8.04 | ||||
Shares excluded from diluted earnings per share calculation due to anti-dilutive effect (shares) | 0.1 | 0.1 | 0.1 | 0.2 |
Supplemental Financial Inform_3
Supplemental Financial Information - Cash, Cash Equivalents and Restricted Cash (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Sep. 30, 2023 | Jun. 30, 2023 | Sep. 30, 2022 |
Supplemental Financial Information [Abstract] | ||||
Cash and cash equivalents - continuing operations | $ 65.7 | $ 409.1 | $ 526.7 | |
Cash and cash equivalents - held for sale | 0 | 4 | 0 | |
Restricted cash - continuing operations | 0.3 | 0 | 0 | |
Total cash, cash equivalents and restricted cash | $ 66 | $ 413.1 | $ 526.7 | $ 83.9 |
Supplemental Financial Inform_4
Supplemental Financial Information - Summary of Accounts Receivable (Details) - USD ($) $ in Millions | Jun. 30, 2024 | Sep. 30, 2023 |
Current | ||
Trade | $ 85.4 | $ 64 |
Notes receivable from franchisees | 3.7 | 1.6 |
Other | 8.9 | 16.3 |
Receivables, gross | 98 | 81.9 |
Allowance for credit losses | (0.5) | (0.6) |
Receivables, net | 97.5 | 81.3 |
Non-current | ||
Notes receivable | 2.4 | 2.3 |
Other | 7.1 | 7.5 |
Noncurrent notes receivable, gross | 9.5 | 9.8 |
Allowance for losses | (2.5) | (2.4) |
Noncurrent notes receivable, net | $ 7 | $ 7.4 |
Supplemental Financial Inform_5
Supplemental Financial Information - Disaggregation of Sales by Timing of Revenue Recognized and Revenue by Category (Details) - USD ($) $ in Millions | 3 Months Ended | 9 Months Ended | ||
Jun. 30, 2024 | Jun. 30, 2023 | Jun. 30, 2024 | Jun. 30, 2023 | |
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 421.4 | $ 376.2 | $ 1,183.5 | $ 1,053.5 |
Suspended Operations | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 0.2 | |||
Oil changes and related fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 307.9 | 280.7 | 868.6 | 782.8 |
Non-oil changes and related fees | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 93.6 | 77.2 | 258.6 | 219.9 |
Franchise fees and other | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 19.9 | 18.3 | 56.3 | 50.8 |
Net revenues transferred at a point in time | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | 401.7 | 358.3 | 1,127.7 | 1,003.4 |
Franchised revenues transferred over time | ||||
Disaggregation of Revenue [Line Items] | ||||
Net revenues | $ 19.7 | $ 17.9 | $ 55.8 | $ 50.1 |
Subsequent Events (Details)
Subsequent Events (Details) $ in Millions | 1 Months Ended | 9 Months Ended | ||
Jul. 31, 2024 USD ($) service_center_store | Aug. 07, 2024 USD ($) service_center_store | Jul. 31, 2024 USD ($) service_center_store | Jun. 30, 2024 USD ($) service_center_store | |
Subsequent Event [Line Items] | ||||
Number of service center stores acquired | 21 | |||
Total cash consideration transferred | $ | $ 28.2 | |||
Subsequent Event | ||||
Subsequent Event [Line Items] | ||||
Number of service center stores sold | 17 | |||
Number of service center stores acquired | 12 | |||
Number of service center stores acquired in multi-store transactions | 7 | |||
Total cash consideration transferred | $ | $ 18.7 | |||
Authorized shares for repurchase (up to) | $ | $ 400 | $ 400 | ||
Subsequent Event | TL2 Services, LLC | ||||
Subsequent Event [Line Items] | ||||
Number of service center stores acquired | 5 |