DEBT (Tables)

9 Months Ended

Mar. 31, 2024

Debt Disclosure [Abstract]

Schedule of debt

The Company’s debt balances consisted of the following as of March 31, 2024 and June 30, 2023, respectively:

	March 31, 2024		June 30, 2023
Short-term debt	$	1.5	$	—
Senior Secured Notes
2026 Dollar Senior Secured Notes due April 2026	650.0		900.0
2026 Euro Senior Secured Notes due April 2026	754.3		761.0
2028 Euro Senior Secured Notes due September 2028	538.8		—
2029 Dollar Senior Secured Notes due January 2029	500.0		500.0
2030 Dollar Senior Secured Notes due July 2030	750.0		—
2018 Coty Credit Agreement
2023 Coty Revolving Credit Facility due July 2028	255.4		—
2021 Coty Revolving Credit Facility due April 2025	—		228.9
2018 Coty Term B Facility due April 2025	—		1,183.7
Senior Unsecured Notes
2026 Dollar Notes due April 2026	323.0		473.0
2026 Euro Notes due April 2026	194.3		196.0
Brazilian Credit Facilities	—		31.9
Finance lease obligations	5.0		7.1
Total debt	3,972.3		4,281.6
Less: Short-term debt and current portion of long-term debt	(4.4)		(57.9)
Total Long-term debt	3,967.9		4,223.7
Less: Unamortized financing fees and discounts on long-term debt	(65.6)		(45.5)
Total Long-term debt, net	$	3,902.3	$	4,178.2

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	2026 Dollar Senior Secured Notes	2026 Euro Senior Secured Notes	2028 Euro Senior Secured Notes	2029 Dollar Senior Secured Notes	2030 Dollar Senior Secured Notes
Year	April 15,		September 15,	January 15,	July 15,
2024	101.250%	100.969%	N/A	N/A	N/A
2025	100.000%	100.000%	102.875%	102.375%	N/A
2026	N/A	N/A	101.438%	101.188%	103.313%
2027	N/A	N/A	100.000%	100.000%	101.656%
2028 and thereafter	N/A	N/A	100.000%	100.000%	100.000%

Schedule of total net leverage ratio requirement

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%

The 2018 Coty Credit Agreement contains affirmative and negative covenants. The negative covenants include, among other things, limitations on debt, liens, dispositions, investments, fundamental changes, restricted payments and affiliate

transactions. With certain exceptions as described below, the 2018 Coty Credit Agreement, as amended, includes a financial covenant that requires us to maintain a Total Net Leverage Ratio (as defined below), equal to or less than the ratios shown below for each respective test period.

Quarterly Test Period Ending	Total Net Leverage Ratio (a)
March 31, 2024 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 line of credit facilities

Fair Value of Debt

	March 31, 2024				June 30, 2023
	Carrying Amount		Fair Value		Carrying Amount		Fair Value
Senior Secured Notes	$	3,193.1	$	3,182.4	$	2,161.0	$	2,066.9
2018 Coty Credit Agreement	255.4		255.4		1,412.6		1,393.5
Senior Unsecured Notes	517.3		517.8		669.0		661.5
Brazilian Credit Facilities	—		—		31.9		32.2

Schedule of maturities of long-term debt

Aggregate maturities of the Company’s long-term debt, including the current portion of long-term debt and excluding short-term debt and finance lease obligations as of March 31, 2024, are presented below:

Fiscal Year Ending June 30,
2024, remaining
2025	—
2026	1,921.6
2027	—
2028	—
Thereafter	2,044.2
Total	$	3,965.8