v3.26.1
ACQUISITIONS AND DIVESTITURES
12 Months Ended
May 31, 2026
Business Combination, Asset Acquisition, Transaction between Entities under Common Control, and Joint Venture Formation [Abstract]  
ACQUISITIONS AND DIVESTITURES ACQUISITIONS AND DIVESTITURES
During the fourth quarter of fiscal 2026, we entered into a definitive agreement to sell our business in Brazil to Café Três Corações
S.A. (3corações) for a base price of R$800.0 million, subject to certain specified deductions and customary post-closing adjustments.
The sale is anticipated to close in calendar 2026, subject to regulatory approvals and other customary closing conditions. As a result,
we have classified relevant assets and liabilities (the disposal group) associated with our Brazil business as held for sale in our
Consolidated Balance Sheets as of May 31, 2026. Additionally, in the fourth quarter of fiscal 2026, we recorded a $1,031.8 million
non-cash pre-tax loss to value the disposal group at the lower of its carrying value or fair value less costs to sell based on estimated net
proceeds, which was based on Level 2 inputs in the fair value hierarchy and includes the impact of accumulated foreign currency
translation losses that will be reclassified to earnings upon sale. We recorded the loss in restructuring, transformation, impairment, and
other exit costs in our Consolidated Statements of (Loss) Earnings, which included a $753.1 million reserve against the assets held for
sale and a $264.9 million accrual of the remaining difference between the carrying amount and the estimated net proceeds within
liabilities held for sale. We will monitor changes in the estimated net proceeds that could further impact the value of the disposal
group and the expected loss on sale.
The components of assets held for sale and liabilities held for sale are as follows:
In Millions
May 31, 2026
Cash and cash equivalents
$37.9
Receivables
157.4
Inventories
59.3
Prepaid expenses and other current assets
15.6
Land, buildings, and equipment
134.9
Other intangible assets
57.2
Deferred income taxes
253.1
Other assets
37.7
Gross assets held for sale
$753.1
Reserve for assets held for sale
(753.1)
Assets held for sale
$
Accounts payable
$110.6
Other current liabilities
53.8
Other liabilities
20.5
Gross liabilities held for sale
184.9
Loss in excess of assets held for sale
264.9
Liabilities held for sale
$449.8
During the first quarter of fiscal 2026, we completed the sale of our United States yogurt business to Groupe Lactalis S.A. and
recorded a pre-tax gain of $1,046.5 million.
During the third quarter of fiscal 2025, we completed the sale of our Canada yogurt business to Sodiaal International and recorded a
pre-tax gain of $95.9 million. In the first quarter of fiscal 2026, we recorded a sale price adjustment that resulted in a $7.9 million
increase to the pre-tax gain.
During the third quarter of fiscal 2025, we acquired NX Pet Holding, Inc., representing Whitebridge Pet Brands’ North American
premium cat feeding and pet treating business, for a purchase price of $1.4 billion (Whitebridge Pet Brands acquisition). We financed
the transaction with cash on hand and new debt. We consolidated Whitebridge Pet Brands into our Consolidated Balance Sheets and
recorded goodwill of $1,086.7 million, an indefinite-lived intangible asset for the Tiki Pets brand totaling $289.0 million, and a finite-
lived customer relationship asset of $31.0 million. The goodwill is included in the North America Pet segment and is not deductible
for tax purposes. The pro forma effects of this acquisition were not material. The consolidated results are reported in our North
America Pet operating segment on a one-month lag. In fiscal 2026, we recorded a $31.9 million decrease to goodwill, primarily related
to adjustments to certain purchase accounting liabilities upon finalization of income tax returns recorded in the second quarter of fiscal
2026.
During the fourth quarter of fiscal 2024, we acquired a pet food business in Europe, for a purchase price of $434.1 million, net of cash
acquired. During the first quarter of fiscal 2025, we paid $7.7 million related to a purchase price holdback after closing conditions
were met. We financed the transaction with cash on hand. We consolidated the business into our Consolidated Balance Sheets and
recorded goodwill of $317.5 million, an indefinite-lived brand intangible asset of $118.4 million and a finite-lived customer
relationship asset of $14.2 million. The goodwill is included in the International segment and is not deductible for tax purposes. The
pro forma effects of this acquisition were not material. The consolidated results are reported in our International operating segment on
a one-month lag.