Third Party Arrangements and Related Party Disclosures | Note 3 — Third Party Arrangements and Related Party Disclosures Pursuant to the Separation, BD ceased to be a related party to Embecta and accordingly, no related party transactions or balances are reported subsequent to April 1, 2022. In connection with the Separation, the Company entered into the Separation and Distribution Agreement, which contains provisions that, among other things, relate to (i) assets, liabilities and contracts to be transferred, assumed and assigned to each of Embecta and BD (including certain deferred assets and liabilities) as part of the Separation, (ii) cross-indemnities principally designed to place financial responsibility for the obligations and liabilities of Embecta's business with Embecta and financial responsibility for the obligations and liabilities of BD’s remaining businesses with BD, (iii) procedures with respect to claims subject to indemnification and related matters, (iv) the allocation among Embecta and BD of rights and obligations under existing insurance policies with respect to occurrences prior to completion of the Separation, as well as the right to proceeds and the obligation to incur certain deductibles under certain insurance policies, and (v) procedures governing Embecta’s and BD’s obligations and allocations of liabilities with respect to ongoing litigation matters that may implicate each of BD’s business and Embecta’s business. Agreements that Embecta entered into with BD that govern aspects of Embecta's relationship with BD following the Separation include, but are not limited to the Transition Services Agreements ("TSA"), Trade Receivables Factoring Agreements ("Factoring Agreements"), Distribution Agreements, Cannula Supply Agreement, Tax Matters Agreement, Logistics Services Agreement, employee matters agreement, an intellectual property matters agreement, local support services agreements, certain other manufacturing arrangements and a process services agreement and lease agreement for a manufacturing facility located in Holdrege, Nebraska. For details on the rights and responsibilities of the parties under these agreements refer to Note 4 to the audited Consolidated Financial Statements in the 2022 Form 10-K. The amount due from BD under the above agreements was $169.0 million at June 30, 2023 and is included in Amounts due from Becton, Dickinson and Company . The amount due to BD under these agreements was $68.6 million at June 30, 2023 and is included in Amounts due to Becton, Dickinson and Company . The closing of the transfers of certain assets and liabilities related to the Diabetes Care Business in certain jurisdictions, including China, Mexico, and Italy, as contemplated by the Separation and Distribution Agreement did not occur at Separation. The transfers of the relevant local assets and liabilities for these deferred countries are expected to close at a future date. As of June 30, 2023, the Company estimates that amounts due to BD related to certain assets and liabilities in deferred close jurisdictions is $41.0 million and are reflected in Accrued expenses . As of June 30, 2023, the Company estimates that amounts due from BD related to certain assets and liabilities in deferred close jurisdictions are $7.5 million and is reflected in Prepaid expenses and other . Prior to the Separation, the Company did not operate as a standalone business and the Condensed Combined Financial Statements were derived from the consolidated financial statements and accounting records of BD. The following disclosure summarizes activity between the Company and BD up to the Separation, including the affiliates of BD that were not part of the Separation. Corporate and Medical Segment Allocations from BD Prior to the Separation, BD provided significant corporate, finance, human resources, information technology, facilities, and legal services, among others (collectively, “General Corporate Expenses”) to the Company. Some of these services continue to be provided by BD to the Company on a temporary basis under the Transition Services Agreement. For purposes of these Condensed Consolidated Financial Statements for the periods prior to the Separation, the General Corporate Expenses have been allocated to the Company. The allocations of General Corporate Expenses are reflected in the Condensed Consolidated Statements of Income as follows: Nine months ended June 30, 2022 Cost of products sold $ 2.3 Selling and administrative expense 47.9 Research and development expense 3.5 Other (income) expense, net (0.6) Total General Corporate Expenses $ 53.1 These expenses were allocated to the Company on a pro rata basis of global and regional revenues, headcount, research and development spend and other drivers. Management believes the assumptions underlying the Condensed Consolidated Financial Statements, including the assumptions regarding allocating General Corporate Expenses from BD, are reasonable. Nevertheless, the Condensed Consolidated Financial Statements for periods prior to the Separation may not include all of the actual expenses that would have been incurred and may not reflect the Company’s consolidated results of operations, financial position and cash flows had it been a standalone public company during the periods presented. Actual costs that would have been incurred if the Company had been a standalone public company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. Related party transactions The following transactions represent activity in the ordinary course of business between the Company and BD prior to the Separation for certain materials for use in production of certain medical products that were not at arm’s length. The following table summarizes related party purchases for the nine month period ended June 30, 2022: Nine months ended June 30, 2022 Purchases from BD $ 28.0 All significant intercompany transactions between the Company and BD prior to the Separation have been included in the Condensed Consolidated Financial Statements and are considered to be effectively settled for cash at the time the transaction is recorded. For the period prior to the Separation, the total net effect of the settlement of these intercompany transactions is reflected in the Condensed Consolidated Statements of Cash Flows as a financing activity and in the Condensed Consolidated Balance Sheets as Net Investment from Becton, Dickinson and Company. Prior to the Separation, net transfers to BD were included within Net Investment from Becton, Dickinson and Company . in the Condensed Consolidated Statements of Equity and represent the net effect of transactions between the Company and BD. The following table summarizes the components of the net transfers to BD for the nine months ended June 30, 2022: Cash pooling and general financing activities (1) $ 255.9 Corporate and segment allocations, excluding non-cash stock-based compensation (50.4) Taxes deemed settled with BD (16.2) Other Separation related adjustments, net (6.6) Net transfers to BD as reflected in the Condensed Consolidated Statements of Cash Flows 182.7 Stock-based compensation expense (8.5) Pension expense (3.6) Net consideration paid to BD in connection with the Separation 1,266.0 Related party senior secured notes 197.0 Other transfers to (from) BD, net 84.1 Net transfers to BD $ 1,717.7 |