Commitments, Contingencies and Guarantees |
6 Months Ended |
|---|---|
Jun. 30, 2026 | |
| Commitments and Contingencies Disclosure [Abstract] | |
| Commitments, Contingencies and Guarantees | 17. Commitments, Contingencies and Guarantees Commitments The Company has a partnership with a supplier of raw materials that mines and processes sodium-based mineral deposits. The Company purchases the majority of its sodium-based raw material requirements from the partnership. The partnership agreement terminates upon two years’ written notice by either partner. Under the partnership agreement, the Company has an annual commitment to purchase 240,000 tons of sodium-based raw materials at the prevailing market price. The Company is not engaged in any other material transactions with the partnership or the partner supplier. As of June 30, 2026, the Company had commitments of approximately $369.5. These commitments include the purchase of raw materials, packaging supplies and services from its vendors at market prices to enable the Company to respond quickly to changes in customer orders or requirements, as well as costs associated with licensing and promotion agreements. As of June 30, 2026, the Company had various guarantees and letters of credit totaling $9.0. In connection with the December 1, 2020 acquisition of the ZICAM® brand, the Company deferred payment of $20.0 of the purchase price related to certain indemnifications provided by the seller. The Company made a cash payment of $12.9 in the first quarter of 2026 and a final payment of $2.0 in April 2026. In connection with the December 24, 2021 acquisition of the THERABREATH® brand, the Company deferred payment of $14.0 of the purchase price related to certain indemnity obligations provided by the seller. The deferred amount was payable in installments between and four years from the closing, with the first installment payment of $2.0 paid in January 2024 and an additional $5.9 paid in the first quarter of 2025. The Company paid a final amount of $5.0 in January 2026. In connection with the October 13, 2022 acquisition of the HERO® brand, the Company deferred payment of $8.0 of the purchase price to satisfy certain indemnification obligations. The amount, to the extent not used to satisfy such indemnity obligations, is payable five years from the closing. In connection with the July 16, 2025 Touchland acquisition, the business acquisition liability was contingent upon the achievement of certain 2025 net sales thresholds. The initial fair value of this business acquisition liability was $140.0, which was established in the initial purchase price allocation. During 2025, the Company increased the fair value of the business acquisition liability to $158.7 based on updated 2025 net sales. The changes in fair value resulted in $18.7 of expense recorded within the Consumer Domestic segment. In April 2026, the Company paid $158.7 to satisfy the business acquisition liability. The Company deferred a payment of $5.0 of the purchase price to satisfy certain indemnification obligations. The additional amount, to the extent not used in satisfaction of such indemnity obligations, is payable three years from the closing. In connection with the May 28, 2026 Miss Mouth's acquisition, the Company deferred payment of $25.0 of the purchase price with $15.0 expected to be paid later in 2026 related to required post-closing activities of the Seller. The remaining amount relates to certain indemnity obligations with, $4.0 payable in the second quarter of 2029, and $6.0 payable in the second quarter of 2031.
Legal proceedings In addition, in conjunction with the Company’s acquisition and divestiture activities, the Company entered into select guarantees and indemnifications of performance with respect to the fulfillment of the Company’s commitments under applicable purchase and sale agreements. The arrangements generally indemnify the buyer or seller for damages associated with breach of contract, inaccuracies in representations and warranties surviving the closing date and satisfaction of liabilities and commitments retained under the applicable contract. Representations and warranties that survive the closing date generally survive for periods up to five years or the expiration of the applicable statutes of limitations. Potential losses under the indemnifications are generally limited to a portion of the original transaction price, or to other lesser specific dollar amounts for select provisions. With respect to sale transactions, the Company also routinely enters into non-competition agreements for varying periods of time. Guarantees and indemnifications with respect to acquisition and divestiture activities, if triggered, could have a materially adverse impact on the Company’s financial condition, results of operations and cash flows. In addition to the matters described above, from time to time in the ordinary course of its business the Company is the subject of, or party to, various pending or threatened legal, regulatory or governmental actions or other proceedings, including, without limitation, those relating to, intellectual property, commercial transactions, product liability, purported consumer class actions, employment matters, antitrust, environmental, health, safety and other compliance related matters. Such proceedings are generally subject to considerable uncertainty and their outcomes, and any related damages, may not be reasonably predictable or estimable. Any such proceedings could result in a material adverse outcome negatively impacting the Company’s business, financial condition, results of operations or cash flows. |