Divestitures

3 Months Ended

Jan. 03, 2021

Discontinued Operations and Disposal Groups [Abstract]

DIVESTITURES

The following table summarizes the components of Income from Discontinued Operations, Net of Tax in the accompanying Condensed Consolidated Statement of Income for the three month periods ended January 3, 2021 and December 29, 2019:


	Three Month Periods Ended
(in millions)	January 3, 2021		December 29, 2019
(Loss) income from discontinued operations before income taxes	$	(0.3)	$	2.4
Income tax benefit from discontinued operations	—		(0.4)
(Loss) income from discontinued operations, net of tax	(0.3)		2.8
(Loss) income from discontinued operations attributable to controlling interest, net of tax	$	(0.3)	$	2.8

During the three month period ended January 3, 2021 the Company recognized incremental pre-tax loss on sale for changes to tax and legal indemnifications and other agreed-upon funding under the acquisition agreement for its sale and divestiture of its Global Batteries & Lighting ("GBL") and Global Auto Care ("GAC") divisions to Energizer Holdings, Inc. ("Energizer") during the year ended September 30, 2019.

The Company and Energizer agreed to indemnify each other for losses arising from certain breaches of the acquisition agreement and for certain other matters. The Company has agreed to indemnify Energizer for certain liabilities relating to the assets retained by the Company, and Energizer agreed to indemnify the Company for certain liabilities assumed by Energizer, in each case as described in the acquisition agreements. As of January 3, 2021 and September 30, 2020, there are $37.2 million and $51.6 million related to indemnification payables in accordance with the acquisition agreements, respectively, including $17.5 million and $33.0 million within Other Current Liabilities on the Company’s Condensed Consolidated Statement of Financial Position, respectively, primarily attributable to current income tax indemnifications and $19.7 million and $18.6 million within Other Long-Term Liabilities on the Company’s Condensed Consolidated Statement of Financial Position, respectively, primarily attributable to income tax indemnifications associated with previously recognized uncertain tax benefits.

Coevorden Operations

On March 29, 2020, the Company completed its sale of the dog and cat food (“DCF”) production facility and distribution center in Coevorden, Netherlands (“Coevorden Operations”) pursuant to an agreement with United Petfood Producers NV (“UPP”) for total cash proceeds of $29.0 million received during the year ended September 30, 2020. The divestiture did not constitute a strategic shift for the Company and therefore was not considered discontinued operations. The divestiture of the Coevorden Operations was defined as a disposal of a business and a component of the GPC segment and reporting unit, resulting in the allocation of $10.6 million of GPC goodwill to the disposal group based upon a relative fair-value allocation. Assets held for sale are recognized at their estimated fair value less cost to sell, which resulted in the recognition of a loss on assets held for sale of $32.8 million during the three month period ended December 29, 2019.

The Company and UPP entered into related agreements ancillary to the acquisition that became effective upon the consummation of the acquisition, including a transaction service arrangement (TSA). The Company will continue to operate its commercial DCF business following the divestiture of the Coevorden Operations and entered into a manufacturing agreement with UPP to supply the continuing DCF business, subject to an incremental tolling charge. Additionally, the Company will lease and operate the distribution center on behalf of UPP for up to 18 months following the divestiture under a lease agreement.