The Company acquired 26 service center stores in single and multi-store transactions, including six former franchise locations converted to company-operated service center stores, for an aggregate purchase price of $32.3 million during the nine months ended June 30, 2025. These acquisitions expand Valvoline's retail presence in key North American markets and contribute to growing the number of company-operated service center stores to 983 as of the nine months ended June 30, 2025.

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)	2025		2024




Property, plant and equipment (a)	$	3.9	$	4.8
Operating lease assets	11.1		8.6
Goodwill (b)	23.7		26.3
Intangible assets (c)
Reacquired franchise rights (d)	7.6		—


Other	0.4		0.2


Other current liabilities (a)	(0.2)		(0.1)
Operating lease liabilities	(11.1)		(8.6)
Other noncurrent liabilities (a)	(3.1)		(3.0)
Total net assets acquired	$	32.3	$	28.2

Non-cash consideration	(0.2)		(0.3)



Total cash consideration transferred	$	32.1	$	27.9

(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, 2025, finance lease assets acquired were $3.3 million and finance lease liabilities of $0.2 million and $3.1 million in other current and noncurrent liabilities, respectively. During the nine months ended June 30, 2024, finance lease assets acquired were $3.1 million and finance lease liabilities of $0.1 million and $3.0 million in other current and noncurrent liabilities, respectively.

(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, 2025 and 2024 have weighted average amortization periods of ten and five years, respectively.

(d)Prior to the acquisition of former franchise service center stores, the Company licensed the right to operate the 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 ten years for the rights reacquired in fiscal 2025. The effective settlement of these arrangements resulted in no settlement gain or loss as the contractual terms were at market.

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 did not record any material measurement period adjustments and does not expect any material changes to the preliminary purchase price allocations summarized above for acquisitions completed during the last twelve months.

In early December 2024, Valvoline completed the sale of 39 company-operated service center stores to a new franchisee and recognized a pre-tax gain on sale within Other income, net in the Condensed Consolidated Statements of Comprehensive Income. The pre-tax gain on sale recognized during the nine months ended June 30, 2025 was $74.3 million.


(In millions)
Balance as of September 30, 2024	$	615.3
Acquisitions (a)	23.8
Dispositions	(11.4)
Currency translation	(0.3)
Balance at June 30, 2025	$	627.4

(a) Includes measurement period adjustments when applicable.