Acquisitions (Tables)

12 Months Ended

Mar. 31, 2026

Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]

Schedule of Consideration Transferred

The following table summarizes the preliminary allocation of purchase price to the assets acquired and liabilities assumed (in thousands):


Cash consideration			$	590,149
Equity consideration (common stock issued)(1)			300,278
Valuation of potential earnout			7,100
Total consideration			897,527
Net assets acquired, excluding liability assumed for acquisition-related seller expenses	$	431,734
Liability assumed for acquisition-related seller expenses(2)	(47,100)
Less: Net assets acquired			(384,634)
Goodwill			$	512,893

(1) The fair market value of the $300.3 million common stock issued (equivalent to 2,582,371 shares of common stock) was determined on the basis of the opening market price of the Company’s stock of $116.28 per share on the rhode Acquisition date.

(2) In connection with the rhode Acquisition, the Company paid rhode’s acquisition-related expenses of $47.1 million recognized as an assumed liability at the acquisition date. The Company determined these amounts represented assumed liabilities of the sellers at the acquisition date, as the Company bore no legal obligation to the related vendors prior to closing.

The following table summarizes the fair market value of the consideration transferred and how the Company calculates the goodwill resulting from the Naturium Acquisition (in thousands):


Cash consideration			$	275,266
Equity consideration (common stock issued)(1)			57,772
Total consideration transferred			333,038
Less: Net assets acquired
Net assets acquired, excluding liability assumed for acquisition-related seller expenses	$	174,625
Liability assumed for acquisition-related seller expenses(2)	(10,549)
Net assets acquired			(164,076)
Goodwill			$	168,962

(1) The fair market value of the $57.8 million common stock issued (equivalent to 577,659 shares of common stock) was determined on the basis of the opening market price of the Company’s stock of $100.01 per share on the Naturium Acquisition date.

(2) In connection with the Naturium Acquisition, the Company paid Naturium’s acquisition-related expenses of $10.5 million recognized as an assumed liability at the Naturium Acquisition date.

Schedule of Purchase Price Allocation and Intangible Assets and Liabilities Acquired

The following table presents the preliminary purchase price allocation recorded in the Company's condensed consolidated balance sheet on the rhode Acquisition date (in thousands):


Cash	$	8,467
Accounts receivable	30,036
Inventory	39,568
Prepaid expenses and other current assets	2,392
Property and equipment	2,098
Intangible assets	380,900
Goodwill(1)	512,893
Total assets acquired	976,354
Accounts payable	(17,898)
Accrued expenses and other current liabilities	(60,861)
Other obligations	(68)
Total liabilities assumed	(78,827)
Total purchase price	$	897,527

(1) The goodwill represents the excess value over both tangible and intangible assets acquired and liabilities assumed. The goodwill recognized in the transaction is primarily attributable to the Company’s expectation that rhode can continue to expand distribution and deliver new skin care products. A substantial amount of the goodwill is expected to be deductible for tax purposes.

The Company made certain measurement period adjustments resulting in an increase to goodwill of $0.7 million and $1.6 million for the three and twelve months ended March 31, 2026, respectively. None of the adjustments were material.

Intangible assets

The estimated fair values (all considered level 3 measurements) of the identifiable intangible assets acquired as of the rhode Acquisition date, their estimated useful lives and fair value methodology are as follows:


	Fair Value		Estimated Useful Life
	(in thousands)		(in years)	Fair Value Methodology
Customer relationships – retailers	$	104,600	12	Excess earnings method
Trademarks	276,300		15	Relief from Royalty method
Total identified intangible assets	$	380,900

The following table presents the purchase price allocation recorded in the Company's condensed consolidated balance sheet on the Naturium Acquisition date and upon finalization during the quarter ended September 30, 2024. The adjustment reflects finalization of purchase accounting for facts and circumstances that existed upon the Naturium Acquisition date as follows (in thousands):


Cash	$	293
Accounts receivable	7,388
Inventory	16,236
Prepaid expenses and other current assets	1,899

Goodwill(1)	168,962
Intangible assets	162,100
Total assets acquired	356,878
Accounts payable	(15,897)
Accrued expenses and other current liabilities	(6,025)
Net deferred tax liability	(1,918)
Total liabilities assumed	(23,840)
Total purchase price	$	333,038

(1) The goodwill represents the excess value over both tangible and intangible assets acquired and liabilities assumed. The goodwill recognized in the transaction is primarily attributable to the Company’s expectation that Naturium can continue to expand distribution and deliver new skin care products. A substantial amount of the goodwill is expected to be deductible for tax purposes.

The estimated fair values (all considered level 3 measurements) of the identifiable intangible assets acquired as of the Naturium Acquisition date, their estimated useful lives and fair value methodology are as follows:


	Fair Value		Estimated Useful Life
	(in thousands)		(in years)	Fair Value Methodology
Customer relationships – retailers	$	20,000	10	Excess earnings method
Customer relationships – e-commerce	17,600		3	Excess earnings method and with and without method
Trademarks	124,500		15	Relief from Royalty method
Total identified intangible assets	$	162,100

Schedule of Acquisition Net Sales Pro Forma Information

The net sales and net income of the combined companies on an unaudited pro forma basis are presented below, had the rhode Acquisition date been April 1, 2024. The unaudited pro forma financial information includes, where applicable, adjustments for (i) amortization expense related to acquired intangible assets, (ii) additional interest expense for borrowings related to funding the rhode Acquisition, and (iii) associated tax-related impacts of adjustments. These pro forma adjustments are based on the available information as of the date hereof and upon assumptions that the Company believes are reasonable to reflect the impact of the rhode Acquisition with the Company's historical financial information on a pro forma basis. Adjustments do not include costs related to integration activities, cost savings, or synergies that have been or may be achieved by the combined business. The net sales and net income of the combined companies on an unaudited pro forma basis, are as follows (in thousands):


	Fiscal year ended March 31,
		2026		2025
Net sales		$	1,734,394	$	1,525,726
Net income		30,054		114,829

The amounts of Naturium’s net sales included in the Company's condensed consolidated financial statements from the date of acquisition and the net sales of the combined companies on an unaudited pro forma basis, had the acquisition date been April 1, 2022, are as follows (in thousands):


	Amount
Actual Naturium net sales from October 4, 2023 to March 31, 2024	$	53,421
Supplemental pro forma combined net sales for the fiscal year ended March 31, 2024	1,065,726

- Definition

Tabular disclosure of business combination. Includes, but is not limited to, recognized asset and liability.

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