DEBT (Tables)
|
12 Months Ended |
Jun. 30, 2026 |
|---|
| Debt Disclosure [Abstract] |
|
| Schedule of debt |
| | | | | | | | | | | | | June 30,
2026 | | June 30,
2025 | | Short-term debt | $ | 12.3 | | | $ | — | | | Senior Secured Notes (a) | | | | | 2026 Dollar Senior Secured Notes due April 2026 | — | | | 350.0 | | | 2026 Euro Senior Secured Notes due April 2026 | — | | | 820.0 | | | 2027 Euro Senior Secured Notes due May 2027 (b) | 569.8 | | | 585.7 | | | 2028 Euro Senior Secured Notes due September 2028 | — | | | 585.7 | | | 2029 Dollar Senior Secured Notes due January 2029 | 500.0 | | | 500.0 | | | 2030 Dollar Senior Secured Notes due July 2030 | 750.0 | | | 750.0 | | | 2031 Dollar Senior Secured Notes due January 2031 | 900.0 | | | — | | | 2018 Coty Credit Agreement | | | | | | | | | 2023 Coty Revolving Credit Facility due July 2028 | 349.9 | | | 407.3 | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Finance lease obligations & other long term debt | 6.2 | | | 9.7 | | | Total debt | 3,088.2 | | | 4,008.4 | | | Less: Short-term debt and current portion of long-term debt | (14.4) | | | (3.5) | | | Total Long-term debt | 3,073.8 | | | 4,004.9 | | | Less: Unamortized financing fees and discounts on long-term debt | (40.4) | | | (49.4) | | | | | | | Total Long-term debt, net | $ | 3,033.4 | | | $ | 3,955.5 | |
(a) As described further below in Recent Developments, a covenant suspension period was in effect from September 2024 until July 2026 for each of the Senior Secured Notes, and in certain cases a collateral release, due to the achievement of investment grade ratings for such notes in September 2024.
(b) As of June 30, 2026, the 2027 Euro Senior Secured Notes due May 2027 in the amount of €500.0 million, respectively, are classified as long-term in the accompanying Consolidated Balance Sheets as the Company has the ability and intent to refinance on a long-term basis through the 2023 Coty Revolving Credit Facility.
|
| Schedule of long term debt facilities |
The Company’s long-term debt facilities consisted of the following as of June 30, 2026 and 2025: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Facility | | Maturity Date | | Borrowing Capacity (in millions) as of June 30, 2026 | | Interest Rate Terms | | Applicable Interest Rate as of June 30, 2026 | | Debt Discount | | Repayment Schedule | Fiscal 2026 and 2025 | | 2027 Euro Senior Secured Notes | | May 2027 | | €500.0 | | 4.50% per annum, payable semi-annually in arrears on May 15 and November 15 of each year, beginning on November 15, 2024 | | 4.50% | | N/A(b) | | Payable in full at maturity date | | 2028 Euro Senior Secured Notes | | September 2028 | | Repaid in full | | 5.75% per annum, payable semi-annually in arrears on March 15 and September 15 of each year, beginning on March 15, 2024 | | 5.75% | | N/A(b) | | Repaid in full | | 2029 Dollar Senior Secured Notes | | January 2029 | | $500.0 | | 4.75% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on July 15, 2022 | | 4.75% | | N/A(b) | | Payable in full at maturity date | | 2030 Dollar Senior Secured Notes | | July 2030 | | $750.0 | | 6.625% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on January 15, 2024 | | 6.625% | | N/A(b) | | Payable in full at maturity date | | 2031 Dollar Senior Secured Notes | | January 2031 | | $900.0 | | 5.600% per annum, payable semi-annually in arrears on January 15 and July 15 of each year, beginning on October 15, 2025 | | 5.600% | | N/A(b) | | Payable in full at maturity date | 2023 Coty Revolving Credit Facility (f) (g) | | July 2028 | | $1,670.0 and €300.0 | | SOFR (a) plus a margin ranging from 1.00% to 2.00% per annum or a base rate plus a margin ranging from 0.00% to 1.00% per annum, based on the Company's total net leverage ratio (c) (d) (e) | | SOFR + 1.25% (interest rate spread) | | N/A(b) | | Payable in full at maturity date | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2026 Dollar Senior Secured Notes | | April 2026 | | Repaid in full | | 5.0% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2021 | | 5% | | N/A(b) | | Repaid in full | | 2026 Euro Senior Secured Notes | | April 2026 | | Repaid in full | | 3.875% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2021 | | 3.875% | | N/A(b) | | Repaid in full | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | 2026 Euro
Notes | | April 2026 | | Repaid in full | | 4.75% per annum, payable semi-annually in arrears on April 15 and October 15 of each year, beginning on October 15, 2018 | | N/A(b) | | N/A(b) | | Repaid in full |
(a)As defined in the Interest section below. (b)N/A - Not Applicable. (c)As defined per the 2018 Coty Credit Agreement, as amended. (d)The selection of the applicable one, two, three, six or twelve month interest rate for the period is at the discretion of the Company. (e)The Company will pay to the Revolving Credit Facility lenders an unused commitment fee calculated at a rate ranging from 0.10% to 0.35% per annum, based on the Company’s total net leverage ratio (as calculated in accordance with the 2018 Coty Credit Agreement). As of June 30, 2026 and 2025, the applicable rate on the unused commitment fee was 0.20% and 0.25%, respectively. (f)As a result of the amendments entered into in fiscal 2024, the 2021 Coty Revolving Credit Facility was refinanced and replaced by the 2023 Coty Revolving Credit Facility due July 11, 2028 (as described below). (g)Except as described below in amendments to the 2018 Coty Credit Agreement, as amended (as defined below), original terms of the 2018 Coty Credit Agreement apply to these debt facilities.
|
| Schedule of debt instrument redemption |
At any time on or after the Early Redemption Dates, the Company may redeem some or all of the respective notes at the redemption prices (expressed in percentage of principal amount) set forth below, plus accrued and unpaid interest, if any, to, but excluding, the redemption dates, if redeemed during the twelve-month period beginning on respective dates of each of the years indicated below: | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | | Price | | For the period beginning | | 2027 Euro Senior Secured Notes | | 2029 Dollar Senior Secured Notes | | 2030 Dollar Senior Secured Notes | | 2031 Dollar Senior Secured Notes | | Year | | May 15, | | November 15, | | January 15, | | July 15, | | January 15, | | | | | | | | | | | | | | | | | | | | | | | | 2026 | | 102.250% | | 100.000% | | 101.188% | | 103.313% | | 100.000% | | 2027 | | 100.000% | | N/A | | 100.000% | | 101.656% | | 100.000% | | 2028 and thereafter | | N/A | | N/A | | 100.000% | | 100.000% | | 100.000% |
|
| Schedule of leverage-based pricing |
In the case of the 2023 Coty Revolving Credit Facility, the applicable margin means the lesser of a percentage per annum to be determined in accordance with the leverage-based pricing grid and the debt rating-based grid below: | | | | | | | | | | | | | | | | | | | | | | Pricing Tier | | Total Net Leverage Ratio: | | SOFR plus: | | Alternative Base Rate Margin: | | 1.0 | | Greater than or equal to 4.75:1 | | 2.000% | | 1.000% | | 2.0 | | Less than 4.75:1 but greater than or equal to 4.00:1 | | 1.750% | | 0.750% | | 3.0 | | Less than 4.00:1 but greater than or equal to 2.75:1 | | 1.500% | | 0.500% | | 4.0 | | Less than 2.75:1 but greater than or equal to 2.00:1 | | 1.250% | | 0.250% | | 5.0 | | Less than 2.00:1 but greater than or equal to 1.50:1 | | 1.125% | | 0.125% | | 6.0 | | Less than 1.50:1 | | 1.000% | | —% |
| | | | | | | | | | | | | | | | | | | | | | Pricing Tier | | Debt Ratings
(S&P/Fitch/Moody’s): | | SOFR plus: | | Alternative Base Rate Margin: | | 5.0 | | Less than BB+/Ba1 | | 2.000% | | 1.000% | | 4.0 | | BB+/Ba1 | | 1.750% | | 0.750% | | 3.0 | | BBB-/Baa3 | | 1.500% | | 0.500% | | 2.0 | | BBB/Baa2 | | 1.250% | | 0.250% | | 1.0 | | BBB+/Baa1 or higher | | 1.125% | | 0.125% |
| | | | | | | | | | Quarterly Test Period Ending | | Total Net Leverage Ratio (a) | | | | | | | | | | | | | | | | | | | | June 30, 2026 through July 11, 2028 | | 4.00 to 1.00 |
(a)Total Net Leverage Ratio means, as of any date of determination, the ratio of: (a) (i) Total Indebtedness minus (ii) unrestricted and Cash Equivalents of the Parent Borrower and its Restricted Subsidiaries as determined in accordance with GAAP to (b) Adjusted EBITDA for the most recently ended Test Period (each of the defined terms, including Adjusted EBITDA, used within the definition of Total Net Leverage Ratio have the meanings ascribed to them within the 2018 Coty Credit Agreement, as amended). Adjusted EBITDA, as defined in the 2018 Coty Credit Agreement, as amended, includes certain add backs related to cost savings, unusual events such as COVID-19, operating expense reductions and future unrealized synergies subject to certain limits and conditions as specified in the 2018 Coty Credit Agreement, as amended.
|
| Schedule of fair value of debt |
| | | | | | | | | | | | | | | | | | | | | | | | | June 30, 2026 | | June 30, 2025 | | Carrying
Amount | | Fair
Value | | Carrying
Amount | | Fair
Value | | Senior Secured Notes | $ | 2,719.8 | | | $ | 2,684.1 | | | $ | 3,591.4 | | | $ | 3,632.7 | | 2018 Coty Credit Agreement | 349.9 | | | 349.9 | | | 407.3 | | | 407.3 | | | | | | | | | | | | | | | | | |
|
| Schedule of aggregate maturities of long-term debt |
Aggregate maturities of the Company’s long-term debt, including the current portion of long-term debt and excluding capital lease obligations as of June 30, 2026, are presented below: | | | | | | | Fiscal Year Ending June 30, | | | 2027 | $ | 569.8 | | | 2028 | — | | | 2029 | 849.9 | | | 2030 | — | | | 2031 | 1,650.0 | | | Thereafter | — | | | Total | $ | 3,069.7 | |
|