XML 24 R11.htm IDEA: XBRL DOCUMENT v3.19.2
Divestment
9 Months Ended
Jun. 30, 2019
Discontinued Operations and Disposal Groups [Abstract]  
Divestment Divestment

As discussed in Note 1, the Divestment Business was classified as held for sale in the accompanying Consolidated (Condensed) Balance Sheets and as discontinued operations in the accompanying Consolidated (Condensed) Statement of Earnings and Comprehensive Income.

On May 29, 2019, the Company entered into a definitive agreement with VARTA AG to sell the Divestment Business for €180.0, subject to approval by the European Commission and certain purchase price adjustments. Pursuant to the terms of the Battery Acquisition agreement, Spectrum will be contributing an additional $200.0 to Energizer in connection with the divestiture. The total proceeds anticipated prior to contractual purchase price adjustments with VARTA AG is approximately $405. The Company estimates the contractual adjustments could be up to $100. The Divestment Business is expected to be sold by the end of calendar year 2019 and the Company anticipates recording a loss at the time of divestment, which would include the impact of any contractual adjustments.

The following table summarizes the assets and liabilities of the Divestment Business classified as held for sale as of June 30, 2019. As the Company did not own the business as of September 30, 2018, there are no Divestment Business assets or liabilities as of that period:
 
 
June 30, 2019
Assets
 
 
Trade receivables
 
$
41.1

Inventories
 
60.8

Other current assets
 
30.4

Property, plant and equipment, net
 
77.5

Goodwill
 
15.5

Other intangible assets, net
 
565.7

Other assets
 
16.6

Assets held for sale
 
$
807.6

 
 
 
Liabilities
 
 
Current portion of capital leases
 
$
5.4

Accounts payable
 
32.0

Notes payable
 
2.5

Other current liabilities
 
78.9

Long-term debt
 
26.7

Other liabilities (1)
 
239.4

Liabilities held for sale
 
$
384.9

(1) Included in other liabilities is deferred tax liabilities of $198.2 and pension liabilities of $40.3 related to the Divestment Business.

The following table summarizes the components of Loss from discontinued operations in the accompanying Consolidated (Condensed) Statement of Earnings and Comprehensive Income for the quarter and nine months ended June 30, 2019. As the Company acquired the business on January 2, 2019, there is no activity on the Consolidated (Condensed) Statement of Earnings and Comprehensive Income for the three and nine months ended June 30, 2018:
 
 
For the Quarter Ended
 
For the Nine Months Ended
 
 
June 30, 2019
 
June 30, 2019
Net sales
 
$
69.9

 
$
150.1

Cost of products sold
 
52.5

 
122.3

Gross profit
 
17.4

 
27.8

Selling, general and administrative expense
 
18.1

 
39.2

Advertising and sales promotion expense
 
0.2

 
0.5

Research and development expense
 
0.2

 
0.2

Interest expense
 
3.7

 
10.4

Other items, net
 
(3.4
)
 
(7.2
)
Loss before income taxes from discontinued operations
 
(1.4
)
 
(15.3
)
Income tax expense (benefit)
 
0.4

 
(2.5
)
Net loss from discontinued operations
 
$
(1.8
)
 
$
(12.8
)


Included in the loss from discontinued operations for the quarter ended June 30, 2019 are divestment related pre-tax costs of $4.2 and allocated pre-tax interest expense of $3.7. The nine months ended June 30, 2019 include the inventory fair value pre-tax adjustment of $11.2, divestment related pre-tax costs of $9.9, and allocated pre-tax interest expense of $9.9.