hele-20230105
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) of THE SECURITIES EXCHANGE ACT OF 1934
 
Date of report (Date of earliest event reported)  January 5, 2023
hele-20230105_g1.jpg
 
HELEN OF TROY LIMITED
(Exact name of registrant as specified in its charter)

Commission File Number:  001-14669
Bermuda 74-2692550
(State or other jurisdiction (IRS Employer
of incorporation) Identification No.)

Clarendon House
2 Church Street
Hamilton, Bermuda
(Address of principal executive offices)
 
One Helen Of Troy Plaza
El Paso, Texas 79912
(Registrant's United States mailing address)

915-225-8000
(Registrant’s telephone number, including area code)


Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: 
Title of each class Trading Symbol(s) Name of each exchange on which registered
Common Shares, $0.10 par value per share HELE The NASDAQ Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.    



Item 2.02    Results of Operations and Financial Condition.

On January 5, 2023, Helen of Troy Limited (the “Company”, “our”, “we” or “us”) issued a press release announcing the results for its third quarter of fiscal 2023.  With this Form 8-K, we are furnishing a copy of the press release (attached hereto as Exhibit 99.1).  The press release is also provided on the Investor Relations Page of our website at: http://www.helenoftroy.com.  The information contained on this website is not included as a part of, or incorporated by reference into, this report.

Certain written and oral statements made by the Company and subsidiaries of the Company may constitute “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. This includes statements made in this Form 8-K and the exhibits attached hereto, in other filings with the SEC, and in certain other oral and written presentations. Generally, the words “anticipates”, “believes”, “expects”, “plans”, “may”, “will”, “might”, “would”, “should”, “seeks”, “estimates”, “project”, “predict”, “potential”, “currently”, “continue”, “intends”, “outlook”, “forecasts”, “targets”, “could”, and other similar words identify forward-looking statements. All statements that address operating results, events, or developments that the Company expects or anticipates may occur in the future, including statements related to sales, expenses, earnings per share results, and statements expressing general expectations about future operating results, are forward-looking statements and are based upon its current expectations and various assumptions. The Company believes there is a reasonable basis for these expectations and assumptions, but there can be no assurance that the Company will realize these expectations or that these assumptions will prove correct. Forward-looking statements speak only as of the date they are made and are subject to risks that could cause them to differ materially from actual results. Accordingly, the Company cautions readers not to place undue reliance on forward-looking statements. The forward-looking statements contained in this Form 8-K and the exhibits attached hereto should be read in conjunction with, and are subject to and qualified by, the risks described in the Company’s Form 10-Q for the quarterly period ended November 30, 2022, and in the Company’s other filings with the SEC. Investors are urged to refer to the risk factors referred to above for a description of these risks. Such risks include, among others, the occurrence of cyber incidents or failure by the Company or its third-party service providers to maintain cybersecurity and the integrity of confidential internal or customer data, a cybersecurity breach, obsolescence or interruptions in the operation of the Company’s central global Enterprise Resource Planning systems and other peripheral information systems, the geographic concentration and peak season capacity of certain United States (“U.S.”) distribution facilities which increase its risk to disruptions that could affect the Company's ability to deliver products in a timely manner, the Company's ability to successfully manage the demand, supply, and operational challenges associated with the actual or perceived effects of COVID-19 and any similar future public health crisis, pandemic or epidemic, the Company's ability to develop and introduce a continuing stream of innovative new products to meet changing consumer preferences, actions taken by large customers that may adversely affect the Company’s gross profit and operating results, the Company’s dependence on sales to several large customers and the risks associated with any loss of, or substantial decline in, sales to top customers, the Company’s dependence on third-party manufacturers, most of which are located in Asia, and any inability to obtain products from such manufacturers, the Company’s ability to deliver products to its customers in a timely manner and according to their fulfillment standards, the risks associated with trade barriers, exchange controls, expropriations, and other risks associated with domestic and foreign operations including uncertainty and business interruptions resulting from political changes and actions in the U.S. and abroad, such as the current conflict between Russia and Ukraine, and volatility in the global credit and financial markets and economy, the Company’s dependence on the strength of retail economies and vulnerabilities to any prolonged economic downturn, including a downturn from the effects of macroeconomic conditions, any public health crises (including any lingering effects of new surges in COVID-19) or similar conditions, risks associated with the use of licensed trademarks from or to third parties, risks associated with weather conditions, the duration and severity of the cold and flu season and other related factors, the Company’s reliance on its Chief Executive Officer and a limited number of other key senior officers to operate its business, expectations regarding the Company's global restructuring plan initiatives and the Company's ability to realize targeted
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savings, including expectations concerning costs and savings, are based on management’s estimates available at the time and are subject to a number of assumptions that could materially impact such estimates, expectations regarding recent acquisitions (including Curlsmith and Osprey) and any future acquisitions or divestitures, including the Company’s ability to realize related synergies along with its ability to effectively integrate acquired businesses or disaggregate divested businesses, the risks of potential changes in laws and regulations, including environmental, employment and health and safety and tax laws, and the costs and complexities of compliance with such laws, the risks associated with increased focus and expectations on climate change and other environmental, social and governance matters, the risks associated with significant changes in or the Company's compliance with regulations, interpretations or product certification requirements, the risks associated with global legal developments regarding privacy and data security that could result in changes to its business practices, penalties, increased cost of operations, or otherwise harm the business, the Company's ability to continue to avoid classification as a Controlled Foreign Corporation, the risks associated with legislation enacted in Bermuda and Barbados in response to the European Union’s review of harmful tax competition, the risks associated with accounting for tax positions and the resolution of tax disputes, the risks of significant tariffs or other restrictions being placed on imports from China, Mexico or Vietnam or any retaliatory trade measures taken by China, Mexico or Vietnam, the risks associated with product recalls, product liability and other claims against the Company, and associated financial risks including but not limited to, significant impairment of the Company's goodwill, indefinite-lived and definite-lived intangible assets or other long-lived assets, increased costs of raw materials, energy and transportation, the risks to the Company's liquidity or cost of capital which may be materially adversely affected by constraints or changes in the capital and credit markets and limitations under its financing arrangements, risks associated with foreign currency exchange rate fluctuations, and projections of product demand, sales and net income, which are highly subjective in nature, and from which future sales and net income could vary in a material amount. The Company undertakes no obligation to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise.

The press release includes or refers to certain information that the Company believes is non-GAAP Financial Information as contemplated by SEC Regulation G, Rule 100. The press release contains tables that reconcile these measures to their corresponding GAAP based measures presented in the Company’s Condensed Consolidated Statements of Income and Cash Flows. The material limitation associated with the use of the non-GAAP financial measures is that the non-GAAP measures do not reflect the full economic impact of the Company’s activities. These non-GAAP measures are not prepared in accordance with GAAP, are not an alternative to GAAP financial information, and may be calculated differently than non-GAAP financial information disclosed by other companies. Accordingly, undue reliance should not be placed on non-GAAP information.

The information in this Item 2.02 of this Form 8-K and Exhibit 99.1 attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or any proxy statement or report or other document we may file with the SEC, regardless of any general incorporation language in any such filing, except as shall be expressly set forth by specific reference in such filing.

Item 9.01    Financial Statements and Exhibits.

(d)        Exhibits
Exhibit Number    Description
 
104Cover Page Interactive Data File (embedded within the Inline XBRL document)

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Signatures

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 HELEN OF TROY LIMITED
  
Date: January 10, 2023/s/ Matthew J. Osberg
 Matthew J. Osberg
 Chief Financial Officer,  Principal Financial Officer and Principal Accounting Officer
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Exhibit 99.1

Helen of Troy Limited Reports Third Quarter Fiscal 2023 Results

Consolidated Net Sales Decline of 10.6%
Core Net Sales Decline of 10.0% From Fiscal 2022; Growth of 23.9% From Fiscal 2020
GAAP Diluted EPS of $2.15; Core Adjusted Diluted EPS of $2.75
Core Adjusted Diluted EPS Decline of 26.1% From Fiscal 2022; Decline of 7.7% From Fiscal 2020

Updates Fiscal 2023 Net Sales and Diluted EPS Outlook:
Consolidated Net Sales to $2.025-$2.050 Billion
Consolidated Diluted EPS to $4.82-$5.11; Consolidated Adjusted Diluted EPS to $9.20-$9.40

Provides Update on Project Pegasus

El Paso, Texas, January 5, 2023 — Helen of Troy Limited (NASDAQ: HELE), designer, developer and worldwide marketer of consumer brand-name home, outdoor, health, wellness, and beauty products, today reported results for the three-month period ended November 30, 2022.
 
Executive Summary – Third Quarter of Fiscal 2023 Compared to Fiscal 2022, Fiscal 2021 and Fiscal 2020

Consolidated net sales revenue was $558.6 million, a decrease of 10.6% from fiscal 2022, a decrease of 12.4% from fiscal 2021, and an increase of 17.7% from fiscal 2020

Core business net sales decrease of 10.0% from fiscal 2022, a decrease of 9.6% from fiscal 2021, and an increase of 23.9% from fiscal 2020

GAAP diluted EPS of $2.15, compared to $3.10 for the same period last year, $3.34 for fiscal 2021, and $2.71 for fiscal 2020

Non-GAAP Core adjusted diluted EPS of $2.75, a decrease of 26.1% from fiscal 2022, a decrease of 23.8% from fiscal 2021, and a decrease of 7.7% from fiscal 2020

Non-GAAP adjusted diluted EPS of $2.75, a decrease of 26.1% from fiscal 2022, a decrease of 26.9% from fiscal 2021, and a decrease of 11.9% from fiscal 2020

Julien R. Mininberg, Chief Executive Officer, stated: “While the operating environment remained difficult, our third quarter financial performance exceeded our expectations. Gross margin and cash flow improved significantly during the quarter, and our efforts to reduce inventory have resulted in inventory levels that are now below where we finished last fiscal year. On a fiscal year-to-date basis, core net sales are up 33.1% on a three-year stack vs. the pre-Covid base of fiscal year 2020. Over those same nine months, core adjusted diluted EPS is up 6.6% on a three-year stack despite the negative impacts this fiscal year from inflation, higher interest rates, and lower operating leverage.”

“Regarding our outlook for this fiscal year, we are raising the bottom of our range for both sales and adjusted EPS. Consumption remains soft in certain of our categories and some retailers are continuing to reduce their orders as they sell down their inventory. We are, however, encouraged to see trade inventory at some key retailers start to better align with sell through, as well as stabilization and modest improvement in market share for certain categories such as Beauty appliances.”

Mr. Mininberg continued: “During the quarter, we made significant progress on each of the workstreams comprising Project Pegasus. Under the organizational workstream, today we are announcing three major
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changes intended to streamline and simplify the organization. First, we are combining Beauty and Health & Wellness into a single reportable segment that will be referred to and reported as “Beauty & Wellness.” Second, we are creating a North America Regional Market Organization (RMO) that will be responsible for sales and go to market for all categories and channels in the United States and Canada. Third, we are further centralizing certain functions under shared services, especially in Operations and Finance. Consistent with our strategic choices throughout the transformation, our business segments will be even more focused on brand development, consumer-centric innovation and marketing. The RMOs will execute on go-to-market strategies and shared services will be even more centralized. We believe these and the other Pegasus workstreams will increase our effectiveness and the savings will provide fuel to reinvest in returning to growth under our value creation flywheel.”

Three Months Ended November 30,
(in thousands) (unaudited)Home & OutdoorHealth & WellnessBeautyTotal
Fiscal 2022 sales revenue, net$246,135 $203,900 $174,849 $624,884 
Organic business (1)(57,262)(22,046)(36,242)(115,550)
Impact of foreign currency(3,191)(1,371)(2,512)(7,074)
Acquisition (2)43,255 — 13,091 56,346 
Change in sales revenue, net(17,198)(23,417)(25,663)(66,278)
Fiscal 2023 sales revenue, net$228,937 $180,483 $149,186 $558,606 
Total net sales revenue growth (decline)(7.0)%(11.5)%(14.7)%(10.6)%
Organic business (23.3)%(10.8)%(20.7)%(18.5)%
Impact of foreign currency(1.3)%(0.7)%(1.4)%(1.1)%
Acquisition17.6 %— %7.5 %9.0 %
Operating margin (GAAP)    
Fiscal 202313.5 %11.8 %16.8 %13.8 %
Fiscal 202217.6 %6.7 %19.0 %14.4 %
Adjusted operating margin (non-GAAP)    
Fiscal 202317.4 %11.8 %21.1 %16.6 %
Fiscal 202219.4 %10.7 %20.9 %17.0 %

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 Three Months Ended November 30,% Change
(in thousands, except per share data) (unaudited)2022202120202019FY23/FY22FY23/FY21FY23/FY20
Consolidated net sales revenue $558,606 $624,884 $637,737 $474,737 (10.6)%(12.4)%17.7 %
Core business net sales revenue (3)558,606 620,509 617,766 450,742 (10.0)%(9.6)%23.9 %
Leadership Brand net sales revenue (4)451,500 506,982 508,210 379,604 (10.9)%(11.2)%18.9 %
Online channel net sales revenue (5)145,577 141,233 152,562 114,193 3.1 %(4.6)%27.5 %
Consolidated Diluted EPS$2.15 $3.10 $3.34 $2.71 (30.6)%(35.6)%(20.7)%
Consolidated Adjusted Diluted EPS (non-GAAP) (6)2.75 3.72 3.76 3.12 (26.1)%(26.9)%(11.9)%
Core Adjusted Diluted EPS (non-GAAP) (3) (6)2.75 3.72 3.61 2.98 (26.1)%(23.8)%(7.7)%

 Nine Months Ended November 30,% Change
(in thousands, except per share data) (unaudited)2022202120202019FY23/FY22FY23/FY21FY23/FY20
Consolidated net sales revenue $1,588,084 $1,641,335 $1,589,424 $1,265,067 (3.2)%(0.1)%25.5 %
Core business net sales revenue (3)1,588,084 1,611,098 1,526,995 1,193,454 (1.4)%4.0 %33.1 %
Leadership Brand net sales revenue (4)1,338,849 1,329,858 1,288,614 1,012,346 0.7 %3.9 %32.3 %
Online channel net sales revenue (5)372,762 369,007 398,175 299,901 1.0 %(6.4)%24.3 %
Consolidated Diluted EPS$4.45 $7.52 $9.14 $6.15 (40.8)%(51.3)%(27.6)%
Consolidated Adjusted Diluted EPS (non-GAAP) (6)7.44 9.85 10.05 7.42 (24.5)%(26.0)%0.3 %
Core Adjusted Diluted EPS (non-GAAP) (3) (6)7.44 9.67 9.58 6.98 (23.1)%(22.3)%6.6 %

During the fourth quarter of fiscal 2020, the Company committed to a plan to divest certain assets within its Beauty segment's mass channel personal care business (“Personal Care”). On June 7, 2021, the Company completed the sale of its North America Personal Care business and on March 25, 2022, the Company completed the sale of the Latin America and Caribbean Personal Care business. The Company defines Core business as strategic business that it expects to be an ongoing part of its operations, and Non-Core business as business or net assets (including net assets held for sale) that it expects to divest within a year of its designation as Non-Core. Accordingly, sales from the Personal Care business were included in Non-Core business for all historical periods presented. As a result of these dispositions, the Company no longer has any results of operations from Non-Core business or any assets or liabilities classified as held for sale.
Three Months Ended November 30,
(in thousands) (unaudited)Home & OutdoorHealth & WellnessBeautyTotal
Fiscal 2022 sales revenue, net$246,135 $203,900 $174,849 $624,884 
Core business (3)(17,198)(23,417)(21,288)(61,903)
Non-Core business (Personal Care) (3)— — (4,375)(4,375)
Change in sales revenue, net(17,198)(23,417)(25,663)(66,278)
Fiscal 2023 sales revenue, net$228,937 $180,483 $149,186 $558,606 
Total net sales revenue decline(7.0)%(11.5)%(14.7)%(10.6)%
Core business(7.0)%(11.5)%(12.2)%(9.9)%
Non-Core business (Personal Care)— %— %(2.5)%(0.7)%

Consolidated Results - Third Quarter Fiscal 2023 Compared to Third Quarter Fiscal 2022

Consolidated net sales revenue decreased $66.3 million, or 10.6%, to $558.6 million compared to $624.9 million. The decline was primarily driven by a decrease from Organic business of $115.6 million, or 18.5%. The Organic business decrease primarily reflects lower sales in all segments due to lower consumer demand, shifts in consumer spending patterns, reduced orders from retail customers due to higher trade inventory levels, the unfavorable comparative impact of
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approximately $15 million from earlier than typical customer orders in the third quarter of fiscal 2022 as retailers accelerated orders to try to avoid supply chain disruptions during the prior year holiday season, and a net sales revenue decline of $4.4 million in Non-Core business due to the sale of the Personal Care business. These factors were partially offset by the favorable impact of customer price increases related to rising freight and product costs, higher closeout channel sales in the Home & Outdoor segment and an increase in sales of humidification products in the Health & Wellness segment. The Organic business decline was partially offset by the contribution from the acquisitions of Osprey of $43.3 million and Curlsmith of $13.1 million, or 9.0% to consolidated net sales revenue.

Consolidated gross profit margin increased 2.1 percentage points to 45.9%, compared to 43.8%. The increase in consolidated gross profit margin was primarily due to a favorable mix of more Home & Outdoor sales within consolidated net sales revenue, a more favorable customer mix within the Home & Outdoor segment, and a more favorable product mix within the Beauty segment primarily due to the acquisition of Curlsmith. These factors were partially offset by a less favorable product mix within the Home & Outdoor segment due to the acquisition of Osprey and the net dilutive impact of inflationary costs and related customer price increases.

Consolidated selling, general and administrative expense (“SG&A”) ratio increased 0.9 percentage points to 30.3%, compared to 29.4%. The increase in the consolidated SG&A ratio was primarily due to unfavorable operating leverage, higher salary and wage costs, higher marketing expense, increased amortization expense, higher outbound freight costs, and higher share-based compensation expense. These factors were partially offset by a gain from insurance recoveries on damaged inventory of $9.7 million, reduced annual incentive compensation expense, the favorable leverage impact of customer price increases related to inflationary costs, a decrease in EPA compliance costs of $2.9 million, and the favorable comparative impact of acquisition-related expense incurred in connection with the Osprey transaction during the prior year period.

Consolidated operating income was $77.2 million, or 13.8% of net sales revenue, compared to $90.0 million, or 14.4% of net sales revenue. The 0.6 percentage point decrease in consolidated operating margin was primarily due to unfavorable operating leverage, restructuring charges of $10.5 million, the unfavorable impact of less Beauty segment sales within consolidated net sales revenue, a less favorable product mix within the Home & Outdoor segment due to the acquisition of Osprey, higher salary and wage costs, an increase in outbound freight costs, increased amortization expense, and higher share-based compensation expense. These factors were partially offset by a gain from insurance recoveries on damaged inventory of $9.7 million, reduced annual incentive compensation expense, a decrease in EPA compliance costs of $2.8 million, the favorable comparative impact of acquisition-related expense incurred in connection with the Osprey transaction during the prior year period, a more favorable customer mix within the Home & Outdoor segment, and a more favorable product mix within the Beauty segment primarily due to the acquisition of Curlsmith.
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Interest expense was $13.1 million, compared to $3.2 million. The increase in interest expense was primarily due to higher average levels of debt outstanding, including borrowings to fund the acquisitions of Osprey and Curlsmith as well as construction of the previously-announced new distribution center in Tennessee, and higher average interest rates compared to the same period last year.

Income tax expense as a percentage of income before income tax was 19.1% compared to 12.9%, primarily due to lower forecasted annual income before income tax and shifts in the mix of income in various tax jurisdictions, which were partially offset by increased tax benefits for discrete items.
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Net income was $51.8 million, compared to $75.7 million. Diluted EPS was $2.15, compared to $3.10. Diluted EPS decreased primarily due to lower operating income in the Home & Outdoor and Beauty segments, higher interest expense and an increase in the effective income tax rate. These factors were partially offset by higher operating income in the Health & Wellness segment and lower weighted average diluted shares outstanding.

Adjusted EBITDA (earnings before interest, taxes, depreciation and amortization) decreased 10.8% to $99.7 million compared to $111.8 million.

On an adjusted basis for the third quarters of fiscal 2023 and 2022, excluding acquisition-related expenses, EPA compliance costs, gain from insurance recoveries, restructuring charges, amortization of intangible assets, and non-cash share-based compensation, as applicable:

Adjusted operating income decreased $13.4 million, or 12.7%, to $92.7 million, or 16.6% of net sales revenue, compared to $106.1 million, or 17.0% of net sales revenue. The 0.4 percentage point decrease in adjusted operating margin is primarily driven by unfavorable operating leverage, the unfavorable impact of less Beauty segment sales within consolidated net sales revenue, a less favorable product mix within the Home & Outdoor segment due to the acquisition of Osprey, higher salary and wage costs, and an increase in outbound freight costs. These factors were partially offset by reduced annual incentive compensation expense, a more favorable customer mix within the Home & Outdoor segment, and a more favorable product mix within the Beauty segment primarily due to the acquisition of Curlsmith.

Adjusted income decreased $24.4 million, or 26.9%, to $66.3 million, compared to $90.6 million for the same period last year. Adjusted diluted EPS decreased 26.1% to $2.75 compared to $3.72. The decrease in adjusted diluted EPS was primarily due to lower adjusted operating income, higher interest expense and an increase in the effective income tax rate. These factors were partially offset by lower weighted average diluted shares outstanding.

Segment Results - Third Quarter Fiscal 2023 Compared to Third Quarter Fiscal 2022

Home & Outdoor net sales revenue decreased $17.2 million, or 7.0%, to $228.9 million, compared to $246.1 million. The decline was driven by a decrease from Organic business of $57.3 million, or 23.3%, primarily due to declines in sales related to lower consumer demand driven by shifts in consumer spending patterns and reduced orders from retail customers due to higher trade inventory levels, the unfavorable comparative impact of earlier than typical customer orders in the third quarter of fiscal 2022 as retailers accelerated orders to try to avoid supply chain disruptions during the prior year holiday season, and lower sales in the club channel. These factors were partially offset by higher sales in the closeout channel and the favorable impact of customer price increases related to rising freight and product costs. The Organic business decline was partially offset by the contribution of $43.3 million from the acquisition of Osprey. Operating income was $30.8 million, or 13.5% of segment net sales revenue, compared to $43.2 million, or 17.6% of segment net sales revenue. The 4.1 percentage point decrease in segment operating margin was primarily due to the impact of the acquisition of Osprey, which has a lower operating margin than the rest of the Home & Outdoor segment, increased salary and wage costs, restructuring charges of $5.1 million, and unfavorable operating leverage. These factors were partially offset by reduced annual incentive compensation expense, a decrease in distribution expense, the net impact of inflationary costs and related customer price increases, lower inventory obsolescence expense, and a more favorable customer mix. Adjusted operating income decreased 16.5% to $39.9 million, or 17.4% of segment net sales revenue, compared to $47.7 million, or 19.4% of segment net sales revenue.

Health & Wellness net sales revenue decreased $23.4 million, or 11.5%, to $180.5 million, compared to $203.9 million. The decline was driven by a decrease from Organic business of $22.0 million, or 10.8%, primarily due to lower sales of thermometry, seasonal categories, water filtration, and air filtration
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products primarily driven by lower consumer demand, shifts in consumer spending patterns and reduced orders from retail customers due to higher trade inventory levels. These factors were partially offset by an increase in sales of humidification products, growth in international sales, and the impact of customer price increases related to rising freight and product costs. Operating income was $21.3 million, or 11.8% of segment net sales revenue, compared to $13.6 million, or 6.7% of segment net sales revenue. The 5.1 percentage point increase in segment operating margin was primarily due to a gain from insurance recoveries on damaged inventory of $8.2 million, a decrease in EPA compliance costs of $2.8 million, lower inventory obsolescence expense, the net impact of inflationary costs and related customer price increases, decreased annual incentive compensation expense, reduced salary and wage costs, lower outbound freight costs, and an increase in duty refunds received. These factors were partially offset by unfavorable operating leverage, restructuring charges of $2.9 million, and higher distribution expense. Adjusted operating income decreased 2.1% to $21.3 million, or 11.8% of segment net sales revenue, compared to $21.8 million, or 10.7% of segment net sales revenue.

Beauty net sales revenue decreased $25.7 million, or 14.7%, to $149.2 million, compared to $174.8 million. The decline was driven by a decrease from Organic business of $36.2 million, or 20.7%. The Organic business decrease was primarily due to reduced hair appliances category sales driven by lower consumer demand, shifts in consumer spending patterns and reduced orders from retail customers due to higher trade inventory levels, the unfavorable comparative impact of earlier than typical customer orders in the third quarter of fiscal 2022 as retailers accelerated orders to try to avoid supply chain disruptions during the prior year holiday season, and a decline in Non-Core business net sales revenue due to the sale of the Personal Care business. These factors were partially offset by the impact of customer price increases related to rising freight and product costs and $13.1 million from the acquisition of Curlsmith. Operating income was $25.1 million, or 16.8% of segment net sales revenue, compared to $33.2 million, or 19.0% of segment net sales revenue. The 2.2 percentage point decrease in segment operating margin was primarily due to unfavorable operating leverage, increased salary and wage costs, restructuring charges of $2.5 million, higher share-based compensation expense, the net dilutive impact of inflationary costs and related customer price increases, an increase in inventory obsolescence expense, higher distribution expense, increased outbound freight costs, and an increase in amortization expense. These factors were partially offset by decreased annual incentive compensation expense, a gain from insurance recoveries on damaged inventory of $1.5 million, favorable foreign exchange impacts, and a more favorable product mix primarily due to the acquisition of Curlsmith. Adjusted operating income decreased 14.0% to $31.5 million, or 21.1% of segment net sales revenue, compared to $36.6 million, or 20.9% of segment net sales revenue.

Balance Sheet and Cash Flow Highlights - Third Quarter Fiscal 2023 Compared to Third Quarter Fiscal 2022

Cash and cash equivalents totaled $45.3 million, compared to $44.3 million.

Accounts receivable turnover was 70.6 days, compared to 70.4 days.

Inventory was $536.8 million, compared to $585.8 million. Trailing twelve-month inventory turnover was 2.1 times, compared to 2.3 times.

Total short- and long-term debt was $1,080.5 million, compared to $447.5 million, primarily due to the acquisitions of Osprey and Curlsmith as well as investments in construction of the new distribution center.

Net cash provided by operating activities for the first nine months of the fiscal year was $49.5 million, compared to net cash used by operating activities of $5.1 million for the same period last year.
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For the first nine months of the fiscal year, net cash used by investing activities of $290.7 million included investments to acquire Curlsmith for $147.9 million and capital asset expenditures of $125.8 million for construction of the new distribution center.

Restructuring Plan

The Company previously announced a global restructuring plan intended to expand operating margins through initiatives designed to improve effectiveness and efficiency (collectively referred to as “Project Pegasus”). Project Pegasus, under the leadership of the Chief Operating Officer, Noel Geoffroy, and with advice from a premium global consulting firm, includes initiatives to further optimize the Company's brand portfolio, streamline and simplify the organization, accelerate cost of goods savings projects, enhance the efficiency of its supply chain network, optimize its indirect spending, and improve its cash flow and working capital, as well as other activities. The Company anticipates these initiatives will create operating efficiencies, as well as provide a platform to fund future growth investments.

As part of the Pegasus workstream focused on streamlining and simplifying the organization, the Company is announcing three major changes to the structure of its organization. The first change results in combining the Beauty and Health & Wellness businesses into a single reportable segment that will be referred to and reported as “Beauty & Wellness.” The second is the creation of a North America Regional Market Organization responsible for sales and go to market strategies for all categories and channels in the United States and Canada. The third is further centralization of certain functions under shared services, especially in Operations and Finance to better support the business segments and RMOs. The new structure will reduce the size of the global workforce by approximately 10%. The majority of the role reductions will be completed by March 1st, 2023. Nearly all of the remaining role reductions are expected to be completed before the end of fiscal year 2024. The Company believes that these changes better focus business segment resources on brand development, consumer-centric innovation and marketing, the RMOs on sales and go to market strategies, and shared services on their respective areas of expertise while also creating a more efficient and effective organizational structure. Beginning with the Company's fiscal 2023 Form 10-K, future disclosures will reflect the two reportable segments, Home & Outdoor and Beauty & Wellness.

Consistent with the second quarter of fiscal 2023, the Company continues to have the following expectations regarding Project Pegasus:
Targeted annualized pre-tax operating profit improvements of approximately $75 million to $85 million, which the Company expects to begin in fiscal 2024 and be substantially achieved by the end of fiscal 2026.
Estimated cadence of the recognition of the savings will be approximately 25% in fiscal 2024, approximately 50% in fiscal 2025 and approximately 25% in fiscal 2026.
Total profit improvements to be realized approximately 60% through reduced cost of goods sold and 40% through lower SG&A.
Total one-time pre-tax restructuring charges of approximately $85 million to $95 million over the duration of the plan, which is expected to be completed during fiscal 2025 and will primarily be comprised of severance and employee related costs, professional fees, contract termination costs, and other exit and disposal costs.
All of the Company's operating segments and shared services will be impacted by the plan.

7


Updated Fiscal 2023 Annual Outlook

The Company believes that Core business growth is the most relevant basis, as it provides the best comparability between historical and future periods. Due to the sale of the Personal Care business, the Company is not currently expecting any material activity related to Non-Core business in fiscal 2023. Therefore, the amounts included in its updated outlook for fiscal 2023 will be shown on a consolidated basis. However, due to the fact that the fiscal 2022 results include material activity related to Non-Core business, the year-over-year growth rates on a consolidated and Core business basis will be different. Where appropriate, the information provided in the outlook will reflect growth rates on both a consolidated and Core business basis.

The Company now expects consolidated net sales revenue in the range of $2.025 billion to $2.050 billion, which implies a decline of 8.9% to 7.8%, and a Core business decline of 7.5% to 6.4%.

The Company’s updated fiscal year net sales outlook reflects the following expectations by segment:
Home & Outdoor net sales growth of 2.5% to 3.5%; including net sales from Osprey of $180 million to $185 million;
Health & Wellness net sales decline of 11% to 10%; and
Beauty Core business net sales decline of 18.5% to 17.5%; including net sales from Curlsmith of $35 million to $40 million.

The Company now expects consolidated GAAP diluted EPS of $4.82 to $5.11 and consolidated non-GAAP adjusted diluted EPS in the range of $9.20 to $9.40, which implies a decrease in consolidated adjusted diluted EPS in the range of 25.6% to 23.9%, and a decrease in Core adjusted diluted EPS in the range of 24.5% to 22.8%. This includes adjusted diluted EPS contribution from Osprey of approximately $0.35 to $0.40, and $0.20 to $0.25 from Curlsmith.

The Company’s updated consolidated net sales and EPS outlooks reflect the following assumptions:
the assumption that the severity of the cough/cold/flu season will be higher than pre-COVID historical averages;
December 2022 foreign currency exchange rates will remain constant for the remainder of the fiscal year;
the estimated net favorable impact to net sales of approximately $10 million and adjusted diluted EPS of approximately $0.10 related to the EPA matter;
estimated incremental after-tax inflationary cost pressures in the range of $50 million to $55 million, or approximately $2.10 to $2.25 of adjusted diluted EPS;
expected interest expense of $42 million to $43 million based on the current assumption that the Federal Open Market Committee will increase interest rates by 450 basis points during calendar year 2022;
a reported consolidated GAAP effective tax rate range of 19.5% to 19.9% for the full fiscal year 2023 and a consolidated adjusted effective tax rate range of 13.1% to 13.6%; and
an estimated weighted average diluted shares outstanding of 24.1 million.

The Company now expects capital and intangible asset expenditures of $175 million to $185 million for the full fiscal year 2023 including expected expenditures of $150 million to $155 million related to the construction of a previously announced new distribution facility that is expected to be completed by the end of fiscal 2023.

The likelihood and potential impact of any fiscal 2023 acquisitions and divestitures, future asset impairment charges, future foreign currency fluctuations, or further share repurchases are unknown and cannot be reasonably estimated; therefore, they are not included in the Company’s updated outlook.

8


Conference Call and Webcast

The Company will conduct a teleconference in conjunction with today’s earnings release. The teleconference begins at 9:00 a.m. Eastern Time today, Thursday, January 5, 2023. Institutional investors and analysts interested in participating in the call are invited to dial (877) 407-3982 approximately ten minutes prior to the start of the call. The conference call will also be webcast live on the Events & Presentations page at: http://investor.helenoftroy.com/. A telephone replay of this call will be available at 12:00 p.m. Eastern Time on January 5, 2023 until 11:59 p.m. Eastern Time on January 19, 2023 and can be accessed by dialing (844) 512-2921 and entering replay pin number 13734889. A replay of the webcast will remain available on the website for one year.

Non-GAAP Financial Measures

The Company reports and discusses its operating results using financial measures consistent with accounting principles generally accepted in the United States of America (“GAAP”). To supplement its presentation, the Company discloses certain financial measures that may be considered non-GAAP such as Adjusted Operating Income, Adjusted Operating Margin, Adjusted Effective Tax Rate, Core Adjusted Effective Tax Rate, Adjusted Income, Adjusted Diluted Earnings per Share (“EPS”), Core and Non-Core Adjusted Diluted EPS, EBITDA, Adjusted EBITDA, and Free Cash Flow, which are presented in accompanying tables to this press release along with a reconciliation of these financial measures to their corresponding GAAP-based measures presented in the Company’s condensed consolidated statements of income and cash flows. For additional information see Note 6 to the accompanying tables to this press release.

About Helen of Troy Limited

Helen of Troy Limited (NASDAQ: HELE) is a leading global consumer products company offering creative products and solutions for its customers through a diversified portfolio of well-recognized and widely trusted brands, including OXO, Hydro Flask, Osprey, Vicks, Braun, Honeywell, PUR, Hot Tools and Drybar. The Company sometimes refers to these brands as its Leadership Brands. All trademarks herein belong to Helen of Troy Limited (or its subsidiaries) and/or are used under license from their respective licensors.

For more information about Helen of Troy, please visit http://investor.helenoftroy.com

Forward-Looking Statements

Certain written and oral statements made by the Company and subsidiaries of the Company may constitute “forward-looking statements” as defined under the Private Securities Litigation Reform Act of 1995. This includes statements made in this press release, in other filings with the SEC, and in certain other oral and written presentations. Generally, the words “anticipates”, “believes”, “expects”, “plans”, “may”, “will”, “might”, “would”, “should”, “seeks”, “estimates”, “project”, “predict”, “potential”, “currently”, “continue”, “intends”, “outlook”, “forecasts”, “targets”, “could”, and other similar words identify forward-looking statements. All statements that address operating results, events, or developments that the Company expects or anticipates may occur in the future, including statements related to sales, expenses, EPS results, and statements expressing general expectations about future operating results, are forward-looking statements and are based upon its current expectations and various assumptions. The Company believes there is a reasonable basis for these expectations and assumptions, but there can be no assurance that the Company will realize these expectations or that these assumptions will prove correct. Forward-looking statements speak only as of the date they are made and are subject to risks that could cause them to differ materially from actual results. Accordingly, the Company cautions readers not to place undue reliance on forward-looking statements. The forward-looking statements contained in this press release should be read in conjunction with, and are subject to and qualified by, the risks described
9


in the Company’s Form 10-Q for the quarterly period ended November 30, 2022, and in the Company's other filings with the SEC. Investors are urged to refer to the risk factors referred to above for a description of these risks. Such risks include, among others, the occurrence of cyber incidents or failure by the Company or its third-party service providers to maintain cybersecurity and the integrity of confidential internal or customer data, a cybersecurity breach, obsolescence or interruptions in the operation of the Company’s central global Enterprise Resource Planning systems and other peripheral information systems, the geographic concentration and peak season capacity of certain United States (“U.S.”) distribution facilities which increase its risk to disruptions that could affect the Company’s ability to deliver products in a timely manner, the Company's ability to successfully manage the demand, supply, and operational challenges associated with the actual or perceived effects of COVID-19 and any similar future public health crisis, pandemic or epidemic, the Company’s ability to develop and introduce a continuing stream of innovative new products to meet changing consumer preferences, actions taken by large customers that may adversely affect the Company’s gross profit and operating results, the Company’s dependence on sales to several large customers and the risks associated with any loss of, or substantial decline in, sales to top customers, the Company’s dependence on third-party manufacturers, most of which are located in Asia, and any inability to obtain products from such manufacturers, the Company's ability to deliver products to its customers in a timely manner and according to their fulfillment standards, the risks associated with trade barriers, exchange controls, expropriations, and other risks associated with domestic and foreign operations including uncertainty and business interruptions resulting from political changes and actions in the U.S. and abroad, such as the current conflict between Russia and Ukraine, and volatility in the global credit and financial markets and economy, the Company's dependence on the strength of retail economies and vulnerabilities to any prolonged economic downturn, including a downturn from the effects of macroeconomic conditions, any public health crises (including any lingering effects of new surges in COVID-19) or similar conditions, risks associated with the use of licensed trademarks from or to third parties, risks associated with weather conditions, the duration and severity of the cold and flu season and other related factors, the Company’s reliance on its Chief Executive Officer and a limited number of other key senior officers to operate its business, expectations regarding the Company's global restructuring plan initiatives and the Company's ability to realize targeted savings, including expectations concerning costs and savings, are based on management’s estimates available at the time and are subject to a number of assumptions that could materially impact such estimates, expectations regarding recent acquisitions (including Curlsmith and Osprey) and any future acquisitions or divestitures, including the Company's ability to realize related synergies along with its ability to effectively integrate acquired businesses or disaggregate divested businesses, the risks of potential changes in laws and regulations, including environmental, employment and health and safety and tax laws, and the costs and complexities of compliance with such laws, the risks associated with increased focus and expectations on climate change and other environmental, social and governance matters, the risks associated with significant changes in or the Company's compliance with regulations, interpretations or product certification requirements, the risks associated with global legal developments regarding privacy and data security that could result in changes to its business practices, penalties, increased cost of operations, or otherwise harm the business, the Company's ability to continue to avoid classification as a Controlled Foreign Corporation, the risks associated with legislation enacted in Bermuda and Barbados in response to the European Union’s review of harmful tax competition, the risks associated with accounting for tax positions and the resolution of tax disputes, the risks of significant tariffs or other restrictions being placed on imports from China, Mexico or Vietnam or any retaliatory trade measures taken by China, Mexico or Vietnam, the risks associated with product recalls, product liability and other claims against the Company, and associated financial risks including but not limited to, significant impairment of the Company's goodwill, indefinite-lived and definite-lived intangible assets or other long-lived assets, increased costs of raw materials, energy and transportation, the risks to the Company's liquidity or cost of capital which may be materially adversely affected by constraints or changes in the capital and credit markets and limitations under its financing arrangements, risks associated with foreign currency exchange rate fluctuations, and projections of product demand, sales and net income, which are highly subjective in nature, and from which future sales and net income could
10


vary in a material amount. The Company undertakes no obligation to publicly update or revise any forward-looking statements as a result of new information, future events or otherwise.
Investor Contact:
Helen of Troy Limited
Anne Rakunas, Director, External Communications
(915) 225-4841
ICR, Inc.
Allison Malkin, Partner
(203) 682-8200










11


HELEN OF TROY LIMITED AND SUBSIDIARIES
Condensed Consolidated Statements of Income (2)
(Unaudited) (in thousands, except per share data) 

Three Months Ended November 30,
20222021
Sales revenue, net$558,606 100.0 %$624,884 100.0 %
Cost of goods sold301,930 54.1 %351,051 56.2 %
Gross profit256,676 45.9 %273,833 43.8 %
Selling, general and administrative expense (“SG&A”)
169,020 30.3 %183,788 29.4 %
Restructuring charges 10,463 1.9 %— %
Operating income77,193 13.8 %90,040 14.4 %
Non-operating income, net— %52 — %
Interest expense13,149 2.4 %3,206 0.5 %
Income before income tax64,049 11.5 %86,886 13.9 %
Income tax expense 12,223 2.2 %11,203 1.8 %
Net income$51,826 9.3 %$75,683 12.1 %
    
Diluted earnings per share (“EPS”)$2.15  $3.10  
Weighted average shares of common stock used in computing diluted EPS24,078  24,399  

Nine Months Ended November 30,
20222021
Sales revenue, net$1,588,084 100.0 %$1,641,335 100.0 %
Cost of goods sold898,791 56.6 %936,322 57.0 %
Gross profit689,293 43.4 %705,013 43.0 %
SG&A
515,974 32.5 %482,467 29.4 %
Restructuring charges 15,241 1.0 %380 — %
Operating income158,078 10.0 %222,166 13.5 %
Non-operating income, net185 — %185 — %
Interest expense26,688 1.7 %9,508 0.6 %
Income before income tax131,575 8.3 %212,843 13.0 %
Income tax expense 24,482 1.5 %28,873 1.8 %
Net income$107,093 6.7 %$183,970 11.2 %
    
Diluted EPS$4.45  $7.52  
Weighted average shares of common stock used in computing diluted EPS24,086  24,461  
12


Condensed Consolidated Statements of Income and Reconciliation of Non-GAAP Financial Measures – Adjusted Operating Income, Adjusted Income and Adjusted Diluted EPS (2) (6)
(Unaudited) (in thousands, except per share data)

 Three Months Ended November 30, 2022
 As Reported
(GAAP)
Adjustments Adjusted
(Non-GAAP)
Sales revenue, net $558,606 100.0 %$—  $558,606 100.0 %
Cost of goods sold301,930 54.1 %(370)(7)301,560 54.0 %
Gross profit256,676 45.9 %370  257,046 46.0 %
SG&A169,020 30.3 %(1,733)(7)164,370 29.4 %
9,676 (8)
   (4,652)(9)  
(7,941)(10)
Restructuring charges 10,463 1.9 %(10,463)(11)— — %
Operating income77,193 13.8 %15,483  92,676 16.6 %
Non-operating income, net— %—  — %
Interest expense13,149 2.4 %—  13,149 2.4 %
Income before income tax64,049 11.5 %15,483  79,532 14.2 %
Income tax expense12,223 2.2 %1,050  13,273 2.4 %
Net income $51,826 9.3 %$14,433  $66,259 11.9 %
Diluted EPS$2.15  $0.60  $2.75  
Weighted average shares of common stock used in computing diluted EPS24,078    24,078  

 Three Months Ended November 30, 2021
 As Reported
(GAAP)
Adjustments Adjusted
(Non-GAAP)
Sales revenue, net $624,884 100.0 %$—  $624,884 100.0 %
Cost of goods sold351,051 56.2 %(306)(7)350,745 56.1 %
Gross profit273,833 43.8 %306  274,139 43.9 %
SG&A183,788 29.4 %(4,620)(7)168,020 26.9 %
(1,605)(12)
(2,994)(9)
   (6,549)(10)
Restructuring charges— %(5)(11)— — %
Operating income90,040 14.4 %16,079 106,119 17.0 %
Non-operating income, net52 — %—  52 — %
Interest expense3,206 0.5 %—  3,206 0.5 %
Income before income tax86,886 13.9 %16,079  102,965 16.5 %
Income tax expense 11,203 1.8 %1,113  12,316 2.0 %
Net income$75,683 12.1 %$14,966 $90,649 14.5 %
Diluted EPS$3.10  $0.61  $3.72  
Weighted average shares of common stock used in computing diluted EPS24,399    24,399  

13


Condensed Consolidated Statements of Income and Reconciliation of Non-GAAP Financial Measures – Adjusted Operating Income, Adjusted Income and Adjusted Diluted EPS (2) (6)
(Unaudited) (in thousands, except per share data)

 Nine Months Ended November 30, 2022
 As Reported
(GAAP)
Adjustments Adjusted
(Non-GAAP)
Sales revenue, net $1,588,084 100.0 %$— $1,588,084 100.0 %
Cost of goods sold898,791 56.6 %(16,928)(7)881,863 55.5 %
Gross profit689,293 43.4 %16,928 706,221 44.5 %
SG&A515,974 32.5 %(5,173)(7)471,976 29.7 %
(2,784)(12)
9,676 (8)
   (13,662)(9)  
(32,055)(10)
Restructuring charges 15,241 1.0 %(15,241)(11)— — %
Operating income158,078 10.0 %76,167  234,245 14.8 %
Non-operating income, net185 — %—  185 — %
Interest expense26,688 1.7 %—  26,688 1.7 %
Income before income tax131,575 8.3 %76,167  207,742 13.1 %
Income tax expense24,482 1.5 %4,114 28,596 1.8 %
Net income $107,093 6.7 %$72,053 $179,146 11.3 %
Diluted EPS$4.45  $2.99  $7.44  
Weighted average shares of common stock used in computing diluted EPS24,086    24,086  

 Nine Months Ended November 30, 2021
 As Reported
(GAAP)
Adjustments Adjusted
(Non-GAAP)
Sales revenue, net $1,641,335 100.0 %$— $1,641,335 100.0 %
Cost of goods sold936,322 57.0 %(13,775)(7)922,547 56.2 %
Gross profit705,013 43.0 %13,775 718,788 43.8 %
SG&A482,467 29.4 %(7,223)(7)436,327 26.6 %
(1,605)(12)
(8,963)(9)
   (28,349)(10)
Restructuring charges380 — %(380)(11)— — %
Operating income222,166 13.5 %60,295 282,461 17.2 %
Non-operating income, net185 — %—  185 — %
Interest expense9,508 0.6 %—  9,508 0.6 %
Income before income tax212,843 13.0 %60,295  273,138 16.6 %
Income tax expense 28,873 1.8 %3,337  32,210 2.0 %
Net income$183,970 11.2 %$56,958 $240,928 14.7 %
Diluted EPS$7.52  $2.33  $9.85  
Weighted average shares of common stock used in computing diluted EPS24,461    24,461  
14


Consolidated and Segment Net Sales Revenue
(Unaudited) (in thousands)

Three Months Ended November 30,
 Home & OutdoorHealth & WellnessBeautyTotal
Fiscal 2022 sales revenue, net$246,135 $203,900 $174,849 $624,884 
Organic business (1)(57,262)(22,046)(36,242)(115,550)
Impact of foreign currency(3,191)(1,371)(2,512)(7,074)
Acquisition (2)43,255 — 13,091 56,346 
Change in sales revenue, net(17,198)(23,417)(25,663)(66,278)
Fiscal 2023 sales revenue, net$228,937 $180,483 $149,186 $558,606 
Total net sales revenue growth (decline)(7.0)%(11.5)%(14.7)%(10.6)%
Organic business(23.3)%(10.8)%(20.7)%(18.5)%
Impact of foreign currency(1.3)%(0.7)%(1.4)%(1.1)%
Acquisition17.6 %— %7.5 %9.0 %

Nine Months Ended November 30,
 Home & OutdoorHealth & WellnessBeautyTotal
Fiscal 2022 sales revenue, net$654,997 $549,475 $436,863 $1,641,335 
Organic business (1)(85,186)(16,939)(104,759)(206,884)
Impact of foreign currency(7,950)(2,606)(4,253)(14,809)
Acquisition (2)141,898 — 26,544 168,442 
Change in sales revenue, net48,762 (19,545)(82,468)(53,251)
Fiscal 2023 sales revenue, net$703,759 $529,930 $354,395 $1,588,084 
Total net sales revenue growth (decline)7.4 %(3.6)%(18.9)%(3.2)%
Organic business(13.0)%(3.1)%(24.0)%(12.6)%
Impact of foreign currency(1.2)%(0.5)%(1.0)%(0.9)%
Acquisition21.7 %— %6.1 %10.3 %

Leadership Brand and Other Net Sales Revenue (2)
(Unaudited) (in thousands)

 Three Months Ended November 30,
 20222021$ Change% Change
Leadership Brand sales revenue, net (4)$451,500 $506,982 $(55,482)(10.9)%
All other sales revenue, net107,106 117,902 (10,796)(9.2)%
Total sales revenue, net$558,606 $624,884 $(66,278)(10.6)%

 Nine Months Ended November 30,
 20222021$ Change% Change
Leadership Brand sales revenue, net (4)$1,338,849 $1,329,858 $8,991 0.7 %
All other sales revenue, net249,235 311,477 (62,242)(20.0)%
Total sales revenue, net$1,588,084 $1,641,335 $(53,251)(3.2)%
15


Consolidated and Segment Net Sales from Core and Non-Core Business (3)
(Unaudited) (in thousands)

Three Months Ended November 30,
Home & OutdoorHealth & WellnessBeautyTotal
Fiscal 2022 sales revenue, net$246,135 $203,900 $174,849 $624,884 
Core business(17,198)(23,417)(21,288)(61,903)
Non-Core business (Personal Care)— — (4,375)(4,375)
Change in sales revenue, net(17,198)(23,417)(25,663)(66,278)
Fiscal 2023 sales revenue, net$228,937 $180,483 $149,186 $558,606 
Total net sales revenue decline(7.0)%(11.5)%(14.7)%(10.6)%
Core business(7.0)%(11.5)%(12.2)%(9.9)%
Non-Core business (Personal Care)— %— %(2.5)%(0.7)%

Nine Months Ended November 30,
Home & OutdoorHealth & WellnessBeautyTotal
Fiscal 2022 sales revenue, net$654,997 $549,475 $436,863 $1,641,335 
Core business48,762 (19,545)(52,231)(23,014)
Non-Core business (Personal Care)— — (30,237)(30,237)
Change in sales revenue, net48,762 (19,545)(82,468)(53,251)
Fiscal 2023 sales revenue, net$703,759 $529,930 $354,395 $1,588,084 
Total net sales revenue growth (decline)7.4 %(3.6)%(18.9)%(3.2)%
Core business7.4 %(3.6)%(12.0)%(1.4)%
Non-Core business (Personal Care)— %— %(6.9)%(1.8)%

Consolidated Net Sales by Geographic Region
(Unaudited) (in thousands)

Three Months Ended November 30,
20222021
U.S. sales revenue, net$410,832 73.5 %$496,666 79.5 %
International sales revenue, net147,774 26.5 %128,218 20.5 %
Total sales revenue, net$558,606 100.0 %$624,884 100.0 %

Nine Months Ended November 30,
20222021
U.S. sales revenue, net$1,170,349 73.7 %$1,271,102 77.4 %
International sales revenue, net417,735 26.3 %370,233 22.6 %
Total sales revenue, net$1,588,084 100.0 %$1,641,335 100.0 %






16


Reconciliation of Non-GAAP Financial Measures – GAAP Operating Income and Operating Margin to Adjusted Operating Income and Adjusted Operating Margin (Non-GAAP) (6)
(Unaudited) (in thousands)

 Three Months Ended November 30, 2022
 Home &
Outdoor (2)
Health & WellnessBeauty (2)Total
Operating income, as reported (GAAP)$30,847 13.5 %$21,257 11.8 %$25,089 16.8 %$77,193 13.8 %
Acquisition-related expenses(2)— %— — %— %— — %
EPA compliance costs— — %2,103 1.2 %— — %2,103 0.4 %
Gain from insurance recoveries— — %(8,167)(4.5)%(1,509)(1.0)%(9,676)(1.7)%
Restructuring charges5,090 2.2 %2,893 1.6 %2,480 1.7 %10,463 1.9 %
Subtotal35,935 15.7 %18,086 10.0 %26,062 17.5 %80,083 14.3 %
Amortization of intangible assets1,756 0.8 %582 0.3 %2,314 1.6 %4,652 0.8 %
Non-cash share-based compensation2,169 0.9 %2,665 1.5 %3,107 2.1 %7,941 1.4 %
Adjusted operating income (non-GAAP)$39,860 17.4 %$21,333 11.8 %$31,483 21.1 %$92,676 16.6 %

 Three Months Ended November 30, 2021
 Home &
Outdoor
Health & WellnessBeautyTotal
Operating income, as reported (GAAP)$43,239 17.6 %$13,573 6.7 %$33,228 19.0 %$90,040 14.4 %
Acquisition-related expenses1,605 0.7 %— — %— — %1,605 0.3 %
EPA compliance costs— — %4,926 2.4 %— — %4,926 0.8 %
Restructuring charges— — %— — %— %— %
Subtotal44,844 18.2 %18,499 9.1 %33,233 19.0 %96,576 15.5 %
Amortization of intangible assets525 0.2 %572 0.3 %1,897 1.1 %2,994 0.5 %
Non-cash share-based compensation2,339 1.0 %2,717 1.3 %1,493 0.9 %6,549 1.0 %
Adjusted operating income (non-GAAP)$47,708 19.4 %$21,788 10.7 %$36,623 20.9 %$106,119 17.0 %

 Nine Months Ended November 30, 2022
Home &
Outdoor (2)
Health &
Wellness
Beauty (2)Total
Operating income, as reported (GAAP)$102,722 14.6 %$12,505 2.4 %$42,851 12.1 %$158,078 10.0 %
Acquisition-related expenses117 — %— — %2,667 0.8 %2,784 0.2 %
EPA compliance costs— — %22,101 4.2 %— — %22,101 1.4 %
Gain from insurance recoveries— — %(8,167)(1.5)%(1,509)(0.4)%(9,676)(0.6)%
Restructuring charges5,562 0.8 %6,447 1.2 %3,232 0.9 %15,241 1.0 %
Subtotal108,401 15.4 %32,886 6.2 %47,241 13.3 %188,528 11.9 %
Amortization of intangible assets5,255 0.7 %1,743 0.3 %6,664 1.9 %13,662 0.9 %
Non-cash share-based compensation10,807 1.5 %11,078 2.1 %10,170 2.9 %32,055 2.0 %
Adjusted operating income (non-GAAP)$124,463 17.7 %$45,707 8.6 %$64,075 18.1 %$234,245 14.8 %

 Nine Months Ended November 30, 2021
Home &
Outdoor
Health & WellnessBeautyTotal
Operating income, as reported (GAAP)$112,303 17.1 %$29,616 5.4 %$80,247 18.4 %$222,166 13.5 %
Acquisition-related expenses 1,605 0.2 %— — %— — %1,605 0.1 %
EPA compliance costs— — %20,998 3.8 %— — %20,998 1.3 %
Restructuring charges369 0.1 %— — %11 — %380 — %
Subtotal114,277 17.4 %50,614 9.2 %80,258 18.4 %245,149 14.9 %
Amortization of intangible assets1,562 0.2 %1,709 0.3 %5,692 1.3 %8,963 0.5 %
Non-cash share-based compensation11,047 1.7 %10,229 1.9 %7,073 1.6 %28,349 1.7 %
Adjusted operating income (non-GAAP)$126,886 19.4 %$62,552 11.4 %$93,023 21.3 %$282,461 17.2 %

17


Reconciliation of Non-GAAP Financial Measures - EBITDA
(Earnings Before Interest, Taxes, Depreciation and Amortization) and Adjusted EBITDA (6)
(Unaudited) (in thousands)

 Three Months Ended November 30, 2022
 Home & Outdoor (2)Health & WellnessBeauty (2)Total
Operating income, as reported (GAAP)$30,847 $21,257 $25,089 $77,193 
Depreciation and amortization4,716 3,446 3,551 11,713 
Non-operating income, net— — 
EBITDA (non-GAAP)35,563 24,703 28,645 88,911 
Add: Acquisition-related expenses (2)— — 
 EPA compliance costs— 2,103 — 2,103 
 Gain from insurance recoveries— (8,167)(1,509)(9,676)
 Restructuring charges5,090 2,893 2,480 10,463 
 Non-cash share-based compensation2,169 2,665 3,107 7,941 
Adjusted EBITDA (non-GAAP)$42,820 $24,197 $32,725 $99,742 

 Three Months Ended November 30, 2021
 Home & OutdoorHealth & WellnessBeautyTotal
Operating income, as reported (GAAP)$43,239 $13,573 $33,228 $90,040 
Depreciation and amortization2,894 2,529 3,218 8,641 
Non-operating income, net— — 52 52 
EBITDA (non-GAAP)46,133 16,102 36,498 98,733 
Add: Acquisition-related expenses1,605 — — 1,605 
EPA compliance costs— 4,926 — 4,926 
Restructuring charges— — 
Non-cash share-based compensation2,339 2,717 1,493 6,549 
Adjusted EBITDA (non-GAAP)$50,077 $23,745 $37,996 $111,818 

 Nine Months Ended November 30, 2022
 Home & Outdoor (2)Health & WellnessBeauty (2)Total
Operating income, as reported (GAAP)$102,722 $12,505 $42,851 $158,078 
Depreciation and amortization13,704 9,279 10,347 33,330 
Non-operating income, net— — 185 185 
EBITDA (non-GAAP)116,426 21,784 53,383 191,593 
Add: Acquisition-related expenses 117 — 2,667 2,784 
 EPA compliance costs— 22,101 — 22,101 
Gain from insurance recoveries— (8,167)(1,509)(9,676)
 Restructuring charges5,562 6,447 3,232 15,241 
 Non-cash share-based compensation10,807 11,078 10,170 32,055 
Adjusted EBITDA (non-GAAP)$132,912 $53,243 $67,943 $254,098 
18


Reconciliation of Non-GAAP Financial Measures - EBITDA
(Earnings Before Interest, Taxes, Depreciation and Amortization) and Adjusted EBITDA (6)
(Unaudited) (in thousands)

 Nine Months Ended November 30, 2021
 Home & OutdoorHealth & WellnessBeautyTotal
Operating income, as reported (GAAP)$112,303 $29,616 $80,247 $222,166 
Depreciation and amortization8,257 7,879 9,946 26,082 
Non-operating income, net— — 185 185 
EBITDA (non-GAAP)120,560 37,495 90,378 248,433 
Add: Acquisition-related expenses 1,605 — — 1,605 
 EPA compliance costs— 20,998 — 20,998 
 Restructuring charges369 — 11 380 
 Non-cash share-based compensation11,047 10,229 7,073 28,349 
Adjusted EBITDA (non-GAAP)$133,581 $68,722 $97,462 $299,765 

19


Reconciliation of Non-GAAP Financial Measures – GAAP Income and Diluted EPS to
Adjusted Income and Adjusted Diluted EPS (Non-GAAP) (6)
(Unaudited) (in thousands, except per share data)

 Three Months Ended November 30, 2022
 IncomeDiluted EPS
 Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$64,049 $12,223 $51,826 $2.66 $0.51 $2.15 
Acquisition-related expenses — — — — — — 
EPA compliance costs2,103 32 2,071 0.09 — 0.09 
Gain from insurance recoveries(9,676)(121)(9,555)(0.40)(0.01)(0.40)
Restructuring charges10,463 131 10,332 0.43 0.01 0.43 
Subtotal66,939 12,265 54,674 2.78 0.51 2.27 
Amortization of intangible assets4,652 534 4,118 0.19 0.02 0.17 
Non-cash share-based compensation7,941 474 7,467 0.33 0.02 0.31 
Adjusted (non-GAAP)$79,532 $13,273 $66,259 $3.30 $0.55 $2.75 
Weighted average shares of common stock used in computing diluted EPS24,078 

 Three Months Ended November 30, 2021
 IncomeDiluted EPS
 Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$86,886 $11,203 $75,683 $3.56 $0.46 $3.10 
Acquisition-related expenses 1,605 58 1,547 0.07 — 0.06 
EPA compliance costs4,926 74 4,852 0.20 — 0.20 
Restructuring charges— — — — 
Subtotal93,422 11,335 82,087 3.83 0.46 3.36 
Amortization of intangible assets2,994 197 2,797 0.12 0.01 0.11 
Non-cash share-based compensation6,549 784 5,765 0.27 0.03 0.24 
Adjusted (non-GAAP)$102,965 $12,316 $90,649 $4.22 $0.50 $3.72 
Weighted average shares of common stock used in computing diluted EPS24,399 

 Three Months Ended November 30, 2020
 IncomeDiluted EPS
 Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$97,876 $13,721 $84,155 $3.89 $0.55 $3.34 
Restructuring charges(12)— (12)— — — 
Subtotal97,864 13,721 84,143 3.89 0.55 3.34 
Amortization of intangible assets4,501 204 4,297 0.18 0.01 0.17 
Non-cash share-based compensation6,739 403 6,336 0.27 0.02 0.25 
Adjusted (non-GAAP)$109,104 $14,328 $94,776 $4.33 $0.57 $3.76 
Weighted average shares of common stock used in computing diluted EPS25,192 


20


Reconciliation of Non-GAAP Financial Measures – GAAP Income and Diluted EPS to
Adjusted Income and Adjusted Diluted EPS (Non-GAAP) (6)
(Unaudited) (in thousands, except per share data)

 Three Months Ended November 30, 2019
 IncomeDiluted EPS
 Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$76,594 $7,895 $68,699 $3.02 $0.31 $2.71 
Acquisition-related expenses1,475 22 1,453 0.06 — 0.06 
Restructuring charges12 — 12 — — — 
Subtotal78,081 7,917 70,164 3.07 0.31 2.76 
Amortization of intangible assets4,790 252 4,538 0.19 0.01 0.18 
Non-cash share-based compensation4,758 343 4,415 0.19 0.01 0.17 
Adjusted (non-GAAP)$87,629 $8,512 $79,117 $3.45 $0.34 $3.12 
Weighted average shares of common stock used in computing diluted EPS25,396 





































21


Reconciliation of Non-GAAP Financial Measures – GAAP Income and Diluted EPS to
Adjusted Income and Adjusted Diluted EPS (Non-GAAP) (6)
(Unaudited) (in thousands, except per share data)

 Nine Months Ended November 30, 2022
 IncomeDiluted EPS
Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$131,575 $24,482 $107,093 $5.46 $1.02 $4.45 
Acquisition-related expenses 2,784 2,782 0.12 — 0.12 
EPA compliance costs22,101 332 21,769 0.92 0.01 0.90 
Gain from insurance recoveries(9,676)(121)(9,555)(0.40)(0.01)(0.40)
Restructuring charges15,241 192 15,049 0.63 0.01 0.62 
Subtotal162,025 24,887 137,138 6.73 1.03 5.69 
Amortization of intangible assets13,662 1,581 12,081 0.57 0.07 0.50 
Non-cash share-based compensation32,055 2,128 29,927 1.33 0.09 1.24 
Adjusted (non-GAAP)$207,742 $28,596 $179,146 $8.63 $1.19 $7.44 
Weighted average shares of common stock used in computing diluted EPS24,086 

 Nine Months Ended November 30, 2021
 IncomeDiluted EPS
Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$212,843 $28,873 $183,970 $8.70 $1.18 $7.52 
Acquisition-related expenses1,605 58 1,547 0.07 — 0.06 
EPA compliance costs20,998 315 20,683 0.86 0.01 0.85 
Restructuring charges380 374 0.02 — 0.02 
Subtotal235,826 29,252 206,574 9.64 1.20 8.45 
Amortization of intangible assets8,963 603 8,360 0.37 0.02 0.34 
Non-cash share-based compensation28,349 2,355 25,994 1.16 0.10 1.06 
Adjusted (non-GAAP)$273,138 $32,210 $240,928 $11.17 $1.32 $9.85 
Weighted average shares of common stock used in computing diluted EPS24,461 

 Nine Months Ended November 30, 2020
 Income Diluted EPS
 Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$247,835 $16,061 $231,774 $9.78 $0.63 $9.14 
Restructuring charges 355 353 0.01 — 0.01 
Tax reform— 9,357 (9,357)— 0.37 (0.37)
Subtotal248,190 25,420 222,770 9.79 1.00 8.79 
Amortization of intangible assets13,527 651 12,876 0.53 0.03 0.51 
Non-cash share-based compensation20,654 1,406 19,248 0.82 0.06 0.76 
Adjusted (non-GAAP)$282,371 $27,477 $254,894 $11.14 $1.08 $10.05 
Weighted average shares of common stock used in computing diluted EPS25,350 

22


Reconciliation of Non-GAAP Financial Measures – GAAP Income and Diluted EPS to
Adjusted Income and Adjusted Diluted EPS (Non-GAAP) (6)
(Unaudited) (in thousands, except per share data)

 Nine Months Ended November 30, 2019
 Income Diluted EPS
 Before TaxTaxNet of TaxBefore TaxTaxNet of Tax
As reported (GAAP)$172,018 $16,530 $155,488 $6.80 $0.65 $6.15 
Acquisition-related expenses1,475 22 1,453 0.06 — 0.06 
Restructuring charges1,061 68 993 0.04 — 0.04 
Subtotal174,554 16,620 157,934 6.90 0.66 6.24 
Amortization of intangible assets13,129 621 12,508 0.52 0.02 0.49 
Non-cash share-based compensation18,743 1,434 17,309 0.74 0.06 0.68 
Adjusted (non-GAAP)$206,426 $18,675 $187,751 $8.16 $0.74 $7.42 
Weighted average shares of common stock used in computing diluted EPS25,295 
23


Consolidated Core and Non-Core Net Sales and Reconciliation of Non-GAAP Financial
Measures – Core and Non-Core Adjusted Diluted EPS (Non-GAAP) (3) (6)
(Unaudited) (in thousands, except per share data)

Three Months Ended November 30,
20222021$ Change % Change
Sales revenue, net
Core$558,606 $620,509 $(61,903)(10.0)%
Non-Core— 4,375 (4,375)(100.0)%
Total$558,606 $624,884 $(66,278)(10.6)%

Three Months Ended November 30,
20222021$ Change% Change
Adjusted Diluted EPS (non-GAAP)
Core$2.75 $3.72 $(0.97)(26.1)%
Non-Core— — — — %
Total$2.75 $3.72 $(0.97)(26.1)%

 Three Months Ended November 30,
Core Business:20222021
Diluted EPS, as reported$2.15 $3.10 
Acquisition-related expenses, net of tax— 0.06 
EPA compliance costs, net of tax0.09 0.20 
Gain from insurance recoveries(0.40)— 
Restructuring charges, net of tax0.43 — 
     Subtotal2.27 3.36 
Amortization of intangible assets, net of tax0.17 0.11 
Non-cash share-based compensation, net of tax0.31 0.24 
Adjusted Diluted EPS (non-GAAP)$2.75 $3.72 
Three Months Ended November 30,
Non-Core Business:20222021
Diluted EPS, as reported$— $— 
Adjusted Diluted EPS (non-GAAP)$— $— 
Diluted EPS, as reported (GAAP)$2.15 $3.10 
















24


Consolidated Core and Non-Core Net Sales and Reconciliation of Non-GAAP Financial
Measures – Core and Non-Core Adjusted Diluted EPS (Non-GAAP) (3) (6)
(Unaudited) (in thousands, except per share data)

Three Months Ended November 30,
20202019
Sales revenue, net
Core$617,766 $450,742 
Non-Core19,971 23,995 
Total$637,737 $474,737 
Three Months Ended November 30,
20202019
Adjusted Diluted EPS (non-GAAP)
Core$3.61 $2.98 
Non-Core0.15 0.14 
Total$3.76 $3.12 

Three Months Ended November 30,
Core Business:20202019
Diluted EPS, as reported$3.19 $2.62 
Acquisition-related expenses, net of tax— 0.06 
     Subtotal3.19 2.68 
Amortization of intangible assets, net of tax0.17 0.13 
Non-cash share-based compensation, net of tax0.25 0.17 
Adjusted Diluted EPS (non-GAAP)$3.61 $2.98 
Three Months Ended November 30,
Non-Core Business:20202019
Diluted EPS, as reported$0.15 $0.09 
Amortization of intangible assets, net of tax— 0.05 
Non-cash share-based compensation, net of tax— — 
Adjusted Diluted EPS (non-GAAP)$0.15 $0.14 
Diluted EPS, as reported (GAAP)$3.34 $2.71 











25


Consolidated Core and Non-Core Net Sales and Reconciliation of Non-GAAP Financial
Measures – Core and Non-Core Adjusted Diluted EPS (Non-GAAP) (3) (6)
(Unaudited) (in thousands, except per share data)

Nine Months Ended November 30,
20222021$ Change % Change
Sales revenue, net
Core$1,588,084 $1,611,098 $(23,014)(1.4)%
Non-Core— 30,237 (30,237)(100.0)%
Total$1,588,084 $1,641,335 $(53,251)(3.2)%
Nine Months Ended November 30,
20222021$ Change% Change
Adjusted Diluted EPS (non-GAAP)
Core$7.44 $9.67 $(2.23)(23.1)%
Non-Core— 0.18 (0.18)(100.0)%
Total$7.44 $9.85 $(2.41)(24.5)%

 Nine Months Ended November 30,
Core Business:20222021
Diluted EPS, as reported$4.45 $7.35 
Acquisition-related expenses, net of tax0.12 0.06 
EPA compliance costs, net of tax0.90 0.85 
Gain from insurance recoveries(0.40)— 
Restructuring charges, net of tax0.62 0.02 
     Subtotal5.69 8.28 
Amortization of intangible assets, net of tax0.50 0.34 
Non-cash share-based compensation, net of tax1.24 1.05 
Adjusted Diluted EPS (non-GAAP)$7.44 $9.67 
Nine Months Ended November 30,
Non-Core Business:20222021
Diluted EPS, as reported$— $0.17 
Non-cash share-based compensation, net of tax— 0.01 
Adjusted Diluted EPS (non-GAAP)$— $0.18 
Diluted EPS, as reported (GAAP)$4.45 $7.52 
26


Consolidated Core and Non-Core Net Sales and Reconciliation of Non-GAAP Financial
Measures – Core and Non-Core Adjusted Diluted EPS (Non-GAAP) (3) (6)
(Unaudited) (in thousands, except per share data)

Nine Months Ended November 30,
20202019
Sales revenue, net
Core$1,526,995 $1,193,454 
Non-core62,429 71,613 
Total$1,589,424 $1,265,067 

Nine Months Ended November 30,
20202019
Adjusted Diluted EPS (non-GAAP)
Core$9.58 $6.98 
Non-core0.47 0.44 
Total$10.05 $7.42 

 Nine Months Ended November 30,
Core Business:20202019
Diluted EPS, as reported$8.67 $5.85 
Acquisition-related expenses, net of tax— 0.06 
Restructuring charges, net of tax0.01 0.02 
Tax Reform(0.37)— 
     Subtotal8.31 5.93 
Amortization of intangible assets, net of tax0.51 0.38 
Non-cash share-based compensation, net of tax0.76 0.67 
Adjusted Diluted EPS (non-GAAP)$9.58 $6.98 
Nine Months Ended November 30,
Non-Core Business:20202019
Diluted EPS, as reported$0.47 $0.30 
Restructuring charges, net of tax— 0.01 
     Subtotal0.47 0.31 
Amortization of intangible assets, net of tax— 0.12 
Non-cash share-based compensation, net of tax— 0.01 
Adjusted Diluted EPS (non-GAAP)$0.47 $0.44 
Diluted EPS, as reported (GAAP)$9.14 $6.15 
27


Selected Consolidated Balance Sheet, Cash Flow and Liquidity Information
(Unaudited) (in thousands)

 November 30,
 20222021
Balance Sheet:  
Cash and cash equivalents$45,337 $44,344 
Receivables, net505,555 505,933 
Inventory536,793 585,811 
Assets held for sale— 2,265 
Total assets, current1,122,401 1,164,989 
Total assets3,129,425 2,487,405 
Total liabilities, current522,702 625,308 
Total long-term liabilities1,149,650 507,139 
Total debt1,080,460 447,468 
Stockholders' equity1,457,073 1,354,958 
Liquidity:  
Working capital$599,699 $539,681 

 Nine Months Ended November 30,
 20222021
Accounts receivable turnover (days) (13)70.670.4
Inventory turnover (times) (13)2.12.3
Working capital$599,699$539,681
Current ratio2.1:11.9:1
Ending debt to ending equity ratio74.2%33.0%
Return on average equity (13)10.7%16.4%

 Nine Months Ended November 30,
 20222021
Cash Flow:  
Depreciation and amortization$33,330 $26,082 
Net cash provided (used) by operating activities49,523 (5,054)
Capital and intangible asset expenditures146,194 41,529 
Net debt proceeds266,452 103,100 
Payments for repurchases of common stock18,350 113,019 


Reconciliation of Non-GAAP Financial Measures – GAAP Net Cash Provided (Used) by Operating Activities to Free Cash Flow (Non-GAAP) (6)
(Unaudited) (in thousands)

Nine Months Ended November 30,
 20222021
Net cash provided (used) by operating activities (GAAP)$49,523 $(5,054)
Less: Capital and intangible asset expenditures(146,194)(41,529)
Free cash flow (non-GAAP)$(96,671)$(46,583)

28


Updated Fiscal 2023 Outlook for Net Sales Revenue (3)
(Unaudited)
(in thousands) 

Consolidated:
Fiscal 2022
Updated Outlook for Fiscal 2023
Net sales revenue$2,223,355 $2,025,000$2,050,000
Net sales revenue decline(8.9)%(7.8)%
Core Business:
Net sales revenue$2,189,239 $2,025,000$2,050,000
Net sales revenue decline(7.5)%(6.4)%

Reconciliation of Non-GAAP Financial Measures - Updated Fiscal 2023 Outlook for GAAP Diluted EPS to Adjusted Diluted EPS (Non-GAAP) (3) (6)  (Unaudited)  

Consolidated & Core BusinessNine Months Ended November 30, 2022
Outlook for the
Balance of the
Fiscal Year
(Three Months)
Updated Outlook
Fiscal 2023
Diluted EPS, as reported (GAAP)$4.45 $0.37 $0.66 $4.82$5.11
Acquisition-related expenses, net of tax 0.12 — — 0.120.12
EPA compliance costs, net of tax0.90 0.02 0.01 0.920.91
Gain from insurance recoveries, net of tax(0.40)— — (0.40)(0.40)
Restructuring charges, net of tax0.62 0.84 0.80 1.461.42
Subtotal5.69 1.23 1.47 6.927.16
Amortization of intangible assets, net of tax0.50 0.19 0.17 0.690.67
Non-cash share-based compensation, net of tax1.24 0.35 0.33 1.591.57
Adjusted diluted EPS (non-GAAP)$7.44 $1.76 $1.96 $9.20$9.40

Reconciliation of Non-GAAP Financial Measures - Updated Fiscal 2023 Outlook for Effective Tax Rate (GAAP) to Adjusted Effective Tax Rate (Non-GAAP) (3) (6) (Unaudited)

Consolidated & Core BusinessNine Months Ended November 30, 2022
Outlook for the
Balance of the
Fiscal Year
(Three Months)
Updated Outlook
Fiscal 2023
Effective tax rate, as reported (GAAP)18.6 %30.8 %25.7 %19.9 %19.5 %
Acquisition-related expenses(0.3)%(0.1)%(0.1)%(0.3)%(0.3)%
EPA compliance costs(2.4)%(0.4)%(0.1)%(2.1)%(2.0)%
Gain from insurance recoveries1.0 %0.1 %— %0.9 %0.9 %
Restructuring charges(1.5)%(18.7)%(11.3)%(3.3)%(3.1)%
Subtotal15.4 %11.7 %14.2 %15.1 %15.0 %
Amortization of intangible assets(0.5)%(0.5)%(0.4)%(0.6)%(0.4)%
Non-cash share-based compensation(1.1)%(1.0)%(0.8)%(1.4)%(1.0)%
Adjusted effective tax rate (non-GAAP)13.8 %10.2 %13.0 %13.1 %13.6 %
 




29


HELEN OF TROY LIMITED AND SUBSIDIARIES
Notes to Press Release
(1)Organic business refers to net sales revenue associated with product lines or brands after the first twelve months from the date the product line or brand is acquired, excluding the impact that foreign currency remeasurement had on reported net sales revenue. Net sales revenue from internally developed brands or product lines is considered Organic business activity.
(2)The three and nine month periods ended November 30, 2022 include operating results from Osprey, which was acquired on December 29, 2021, and approximately thirteen and thirty-two weeks of operating results from Curlsmith, respectively, which was acquired on April 22, 2022.
(3)The Company defines Core business as strategic business that it expects to be an ongoing part of its operations, and Non-Core business as business or net assets (including net assets held for sale) that it expects to divest within a year of its designation as Non-Core.
(4)Leadership Brand net sales consists of revenue from the OXO, Hydro Flask, Osprey, Vicks, Braun, Honeywell, PUR, Hot Tools and Drybar brands.
(5)Online channel net sales revenue includes direct to consumer online net sales, net sales to retail customers fulfilling end-consumer online orders and net sales to pure-play online retailers.
(6)This press release contains non-GAAP financial measures. Adjusted Operating Income, Adjusted Operating Margin, Adjusted Effective Tax Rate, Core Adjusted Effective Tax Rate, Adjusted Income, Adjusted Diluted EPS, Core and Non-Core Adjusted Diluted EPS, EBITDA, Adjusted EBITDA, and Free Cash Flow ("Non-GAAP Financial Measures") that are discussed in the accompanying press release or in the preceding tables may be considered non-GAAP financial information as contemplated by SEC Regulation G, Rule 100. Accordingly, the Company is providing the preceding tables that reconcile these measures to their corresponding GAAP-based measures. The Company believes that these non-GAAP measures provide useful information to management and investors regarding financial and business trends relating to its financial condition and results of operations. The Company believes that these non-GAAP financial measures, in combination with the Company’s financial results calculated in accordance with GAAP, provide investors with additional perspective regarding the impact of certain charges and benefits on applicable income, margin and earnings per share measures. The Company also believes that these non-GAAP measures facilitate a more direct comparison of the Company’s performance with its competitors. The Company further believes that including the excluded charges and benefits would not accurately reflect the underlying performance of the Company’s operations for the period in which the charges and benefits are incurred, even though such charges and benefits may be incurred and reflected in the Company’s GAAP financial results in the near future. The material limitation associated with the use of the non-GAAP measures is that the non-GAAP measures do not reflect the full economic impact of the Company’s activities. These non-GAAP measures are not prepared in accordance with GAAP, are not an alternative to GAAP financial information, and may be calculated differently than non-GAAP financial information disclosed by other companies. Accordingly, undue reliance should not be placed on non-GAAP information.
(7)Charges incurred in conjunction with EPA packaging compliance for certain products in the air filtration, water filtration and humidification categories within the Health & Wellness segment.
(8)Gain from insurance recoveries on damaged inventory resulting from a severe weather-related incident that impacted a third-party warehouse facility that the Company used for the Health & Wellness and Beauty segments.
(9)Amortization of intangible assets.
(10)Non-cash share-based compensation.
(11)Charges incurred in connection with the Company’s current restructuring plan, Project Pegasus, and its prior restructuring plan, Project Refuel, which was completed during the fourth quarter of fiscal 2022.
(12)Acquisition-related expenses associated with the definitive agreements to acquire Osprey and Curlsmith included in SG&A for the three and nine month periods ended November 30, 2022.
(13)Accounts receivable turnover, inventory turnover and return on average equity computations use 12 month trailing net sales revenue, cost of goods sold or net income components as required by the particular measure. The current and four prior quarters' ending balances of trade accounts receivable, inventory and equity are used for the purposes of computing the average balance component as required by the particular measure.
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Exhibit 99.2 1 PARTICIPANTS Corporate Participants Jack Jancin – Senior Vice President-Corporate Business Development, Helen of Troy Ltd. Julien R. Mininberg – Chief Executive Officer & Director, Helen of Troy Ltd. Noel M. Geoffroy – Chief Operating Officer, Helen of Troy Ltd. Matt Osberg – Chief Financial Officer, Helen of Troy Ltd. Other Participants Rupesh Parikh – Analyst, Oppenheimer & Co., Inc. Robert Labick – Analyst, CJS Securities, Inc. Olivia Tong – Analyst, Raymond James Financial, Inc. Linda Bolton Weiser – Analyst, D. A. Davidson & Co. Susan Anderson – Analyst, Canaccord Genuity LLC Anthony C. Lebiedzinski – Analyst, Sidoti & Co. LLC MANAGEMENT DISCUSSION SECTION Operator: Greetings. Welcome to Helen of Troy Limited Third Quarter Fiscal 2023 Earnings Call. At this time, all participants are in a listen-only mode. A question-and-answer session will follow the formal presentation. [Operator Instructions] Please note, this conference is being recorded. I will now turn the conference over to Jack Jancin, Senior Vice President of Corporate Business Development. Thank you. You may begin. Jack Jancin, Senior Vice President-Corporate Business Development, Helen of Troy Ltd. Thank you, operator. Good morning, everyone, and welcome to Helen of Troy Third Quarter Fiscal 2023 Earnings Conference Call. The agenda for the call this morning is as follows. I’ll begin with a brief discussion of forward-looking statements. Mr. Julien Mininberg, the company’s CEO; and Noel Geoffroy, the company’s COO, will comment on business performance of the quarter, project Pegasus, and current trends. Then Mr. Matt Osberg, the company’s CFO, will review the financials in more detail and provide an update on our financial outlook for fiscal 2023. Following this, we will take questions you have for us today. This conference call may contain certain forward-looking statements that are based on management’s current expectations with respect to future events or financial performance. Generally, the words anticipates, believes, expects, and other words similar are words identifying forward-looking statements. Forward-looking statements are subject to a number of risks and uncertainties that could cause anticipated results to differ materially from the actual results. This conference call may also include information that may be considered non-GAAP financial information. These non-GAAP measures are not an alternative to GAAP financial information and may be calculated differently than the non-GAAP financial information disclosed by other parties. The company cautions listeners not to place undue reliance on forward-looking statements or non- GAAP information. Before I turn the call over to Mr. Mininberg, I’d like to inform all interested parties that a copy of today’s earnings release has been posted to the Investor Relations section of the company’s website at www.helenoftroy.com. The earnings release contains tables that reconcile non-GAAP


 
2 financial measures to their corresponding GAAP-based measures. The release can be obtained by selecting the Investor Relations tab on the company’s homepage and then the Press Releases tab. I will now turn the conference call over to Mr. Mininberg. Julien R. Mininberg, Chief Executive Officer & Director, Helen of Troy Ltd. Thank you, Jack. Good morning and thanks to everyone for joining us. Today, I would like to provide you with an update on Project Pegasus, discuss our third quarter results, and the consumer and retail trends we saw during the quarter. As discussed in our October call, Pegasus is a comprehensive restructuring program launched this past summer with the goals of significantly strengthening and accelerating our platform for operating margin expansion, reducing inventory, improving ROIC, and improving cash flow. Pegasus is a multiyear initiative with a three-year arc designed not only to improve profitability but also provide additional investment fuel to more efficiently leverage our proven value creation flywheel as we return to growth. Pegasus goes well beyond the typical belt tightening exercise. With the macro environment not indicative of a rapid reacceleration due to higher inflation, higher interest rates, uncertainty about the future financial health of consumers and foreign exchange headwinds, we used this summer to take a hard look at ourselves. We zeroed in on ways to accelerate efficiency projects already underway and identify a comprehensive set of new savings opportunities. The key initiatives in Pegasus include optimizing our brand portfolio, accelerating and amplifying cost of goods savings projects, enhancing the efficiency of our supply chain and distribution network, optimizing our indirect spending, streamlining and simplifying the organization, and reducing inventory. Pegasus also includes initiatives to return to operating margin expansion and improve our organic growth rates. Over the past few months, we have made significant progress. All workstreams are underway. Leaders and teams are in place and they’re focused on speed and on executional excellence. I have asked our Chief Operating Officer, Noel Geoffroy, to walk through that progress. Beyond Pegasus, Noel was also working closely with the business segments and operations, so she will also join Matt and I in the question-and-answer section on both Pegasus and the business segments. Noel M. Geoffroy, Chief Operating Officer, Helen of Troy Ltd. Thanks, Julien. Today, we are sharing details on the progress across several Pegasus initiatives, including streamlining and simplifying the organization, optimizing our brand portfolio, and further sharpening our investment choices. Specifically, on the organization, we are announcing three major structural changes. The first is to consolidate from three business segments to two. The second is to create a North American regional market organization that will be responsible for sales and go-to-market for the United States and Canada. And the third is to further centralize our global shared services for operations and finance. Let’s go through each of the three areas. Starting with the consolidation from three business segments to two, we are combining our current Health & Wellness and Beauty segments into one and renaming it Beauty & Wellness. Our other business segment will continue to be Home & Outdoor. Both segments will be even more focused on delighting consumers with outstanding brands and products that people trust and adore. They will retain and use their deep understanding of the brands, consumers, and competitors in each category, focusing on developing even more outstanding consumer centric innovation and marketing programs that will further differentiate our world-class brands.


 
3 The second major organizational change is to create a North American regional market organization very similar to the RMOs we already operate in EMEA, Latin America, and Asia Pacific. The new North American RMO will capture the benefits of increased focus on sales and go- to-market with further attention to shoppers in the United States and Canada. The North American RMO will also create new savings and new capabilities, both externally and internally. Like our other RMOs, the North American RMO will be responsible for go-to-market activation on all brands and channels, will capitalize on the scale of Helen of Troy’s diversified brand portfolio, and leverage the strong strategic customer relationships we have worked so hard to build over many years. New savings will come from increased speed, eliminating duplication, streamlining interfaces with shared service functions, and standardizing processes. The North American RMO is being staffed with an emphasis on continuity of key sales leader and maintaining the needed category and channel specialization in areas such as outdoors and prestige beauty where there is less overlap. There will be no change to the international RMO and it will continue to be led by our President of International. The third change is to further centralize operations and finance. This is a continuation of the theme of shared service centralization we started in Phase 1 for IT, legal, and HR. As always, our shared services are designed to support our business segments and RMOs with their expertise, gain speed and efficiency from applying best practices, eliminate duplication, standardize processes, streamline interfaces, and better leverage scale. We are further centralizing operations under our Chief of Global Operations, who will now own all sourcing and supplier relationships and will create a center of excellence on supply and demand planning to help improve forecast accuracy and inventory management. In finance, we are reconfiguring our finance leadership support to match our new organizational structure, centralizing our global accounting functions, and aligning reporting for the full global finance organization under our CFO, all at a reduced head count versus today. The new structure will reduce the size of our global workforce with impact across all business segments, departments, and shared services. Our overall global workforce will shrink by approximately 10%. The majority of the role reductions will be completed by March 1st and the savings will largely be realized in fiscal 2024. Nearly all the rest will be completed before the end of fiscal 2024. We did not take this decision lightly. Our Global Leadership Team has worked very carefully on the new organizational structure and on the specific staffing for each role. We all have immense respect and gratitude for the highly talented associates who will be leaving us. We have been careful to ensure continuity of leadership and expertise in the new organizational design. The two business segments, international and the new North American RMO, will each be led by proven current presidents who will continue to report to me. Nearly all shared service functions, including operations, finance, IT, legal, and corporate business development will operate under the proven leaders who serve with me on Julien’s Global Leadership Team. Turning now to our initiative to optimize our brand portfolio. We have three specific Pegasus workstreams to highlight. They include sharpening our discretionary spending choices, SKU rationalization, and assessing which brands might be good candidates to exit. As always, our objective is a portfolio with faster growth than fleet average, better ROIs on our spend, and higher margins. While it is still too early to share our specific choices today, here is an update on each. The first action focuses on making more targeted investment choices, investing disproportionately in businesses that deliver superior value as differentiated market leaders with higher margins that have the most compelling growth adjacencies and that are the most asset efficient. Under Pegasus, we are creating more rigorous tools to better determine which brands, innovations, and channels will get the most focus and support, which ones to maintain a steady performers, and which ones will receive less focus. The second action is a Pegasus workstream focused on simplifying our SKU assortment by prioritizing better selling items that have the highest growth potential and best margins. This


 
4 includes eliminating hidden costs and longtail complexity to improve the efficiency of assets such as inventory, distribution centers, new product development teams, and supply chain teams. We believe these first two actions will translate into more robust support for our highest potential brands and a more efficient product assortment for omni-channel distribution. The third action area is acquisition and divestiture. We have demonstrated our ability to use accretive acquisition to enter new growth areas where we can add value. We have also demonstrated our ability to divest good businesses that were no longer a long-term priority for Helen of Troy or shut down significant underperformers. We will update you with specific news as this evolves under Pegasus. Now let me turn the call back to Julien to discuss the third quarter and the external trends we are seeing. Julien R. Mininberg, Chief Executive Officer & Director, Helen of Troy Ltd. Thanks, Noel. Our third quarter financial performance was better than the outlook we provided in October. The result was primarily due to higher sales from what has so far been an above average cold and flu season and some pull forward of sales from the fourth quarter into the third quarter of this fiscal year. On a fiscal year-to-date basis, core net sales are up 33% on a three-year stack versus the pre-COVID base of fiscal year 2020. Over those same nine months, core adjusted and diluted earnings per share is up 6.6% on a three-year stack despite the negative impact this fiscal year from inflation, higher interest rates, and lower operating leverage. During the third quarter, consumers continued to tighten their purchasing patterns in some categories in response to high inflation and higher interest rates. As consumption slowed, some retailers continued their conservative repurchase patterns to further reduce their inventory. Our promotions across online and in-store channels were slightly elevated on certain parts of our business, such as Beauty and Health and Wellness, helping to support the consumer trends we are seeing and helping our retail partners better reach their inventory reduction goals. The holiday season started off slower than expected, with discretionary categories generally under pressure from these trends. In some categories, performance improved in late December, ending largely in line with our expectations. Looking at our business segments, I’ll start with Health & Wellness. As highlighted in the media, there has been a market (sic) [marked] increase in the various viruses that cause the symptoms our products help relieve such as fever, cough, runny noses, congestion, and sore throat. While it was still early in the season during our third quarter, we are seeing elevated incidents of these conditions from colds, flu, and the latest Omnicron COVID subvariants. Symptoms this year have further been raised by a surge of other respiratory infections in both children and adults. The result has been strong sell-through of our thermometers, humidifiers, and inhalants under the Vicks and Braun brands. Since US retailers generally had sufficient inventory on hand from last season, elevated incidents did not translate into year-over-year shipment growth during our third quarter, but it did quickly reduce inventory for our major retailer customers and even led to out of stocks for some, especially in humidifiers. Internationally, we saw shipment growth, especially in thermometers. As we start the fourth quarter, replenishment orders from retailers have been much stronger, especially on humidifiers, and we are forecasting strong shipments of our cold and cough related products this quarter. The exact amount will depend on how long symptoms persist, how aggressively retailers replenish, and our ability to serve the increased demand. Turning to Home & Outdoor. Total sales, including Osprey, declined 7% versus a very tough comparison to the prior year, when the segment grew 10.7%. OXO continued to see POS below peak prior year levels at brick-and-mortar as the overall home category continued to slow.


 
5 Importantly, total POS for OXO remained solidly ahead of pre-pandemic levels as we focused on our marketing to introduce the brand to new consumers. OXO performed very well at our largest online retailer during the Black Friday and Cyber Monday period. Hydro Flask continues to hold its number one position at our largest online retailer, where sales almost doubled during the Black Friday and Cyber Monday period compared to the same period last year. This helped to offset the broader POS decline at brick-and-mortar in the quarter. Turning to Beauty. Core segment sales declined 12.2% in the third quarter. Primary driver was the overall beauty appliance category decline from the high base of fiscal 2022 in both online and the US mass merchandisers. It was partially offset by some pull-forward of orders in the third quarter ahead of this year’s holiday period. Even though consumers continue to trade down to lower-priced appliances, our market shares at the largest online retailer and at the brick-and-mortar retailers that make up the majority of our sales are now showing growth over the past 52 weeks. The Revlon One-Step Volumizer continues to be by far the number one selling item in the category, selling at twice the rate of the number two seller across nearly all retail customers. In prestige liquids, which are among our most profitable businesses, both Drybar and Curlsmith achieved solid performance. Turning to international. Results were ahead of expectations, with net sales up 15.3% and particular strength in EMEA and Asia. Contributions from the acquisitions of Osprey and Curlsmith were the main drivers. All three Home & Outdoor brands performed above expectations internationally, with Osprey doing very well in Europe. Braun outperformed as we were able to partially overcome supply shortages to help meet the increased thermometer demand in EMEA and in Asia. Regarding Pegasus, I would like to say that the workforce reduction we announced today is one of the hardest things I have done in my entire career. We have an exceptional team and a team that has delivered outstanding results over many years. My respect for the people who will be leaving us and the work that they have done is immense, as is my gratitude. Changes we are announcing today are the right ones. They are a natural evolution of the major themes we have been focused on from the start of our transformation. While change is never easy, I want to reiterate how encouraged I am about the progress on all of the Pegasus workstreams. Helen of Troy has an outstanding track record of adapting to change and transforming itself with significant positive results. We have done it 3 times in the recent past, as proven in Phase 1 of our transformation, as demonstrated further in the first three years of Phase 2, both before and also during the pandemic, and in our Beauty segment under the Refuel initiative. Rather than grind through the present challenges, we greatly prefer to proactively shape our future through Pegasus and then build on it with Phase 3. With regard to timing, we see fiscal 2024 as a transition year. From a macro standpoint, we see a very challenging near-term economic backdrop. We are focused on Pegasus, on launching our pipeline of consumer-centric innovation, and on executing our commercial plans for fiscal 2024. The faster we secure our Pegasus efficiencies, the more that we can invest in accelerating revenue growth and building market share for our most promising brands. With the largest portion of Pegasus savings slated for realization in fiscal 2025, we expect to generate fuel to invest in the value-creation flywheel further. As we execute the full suite of Pegasus initiatives over the three-year arc, I am confident we can return to growth on the top line, lower our input costs, expand operating margins, improve cash flow and further reduce inventory. I look forward to sharing further progress on Pegasus as well as our fiscal 2024 outlook when we report our fourth quarter results on our normal timing in late April. And with that, I’d like to hand the call over to Matt.


 
6 Matt Osberg, Chief Financial Officer, Helen of Troy Ltd. Thank you, Julien, and good morning, everyone. I would like to begin with an overview of our third quarter results, then review our updated fiscal 2023 outlook, provide an update on Project Pegasus, and conclude with some high-level thoughts on fiscal 2024. Looking at the third quarter, results were ahead of our expectations as we benefited from a more severe start to the cough, cold and flu season, driving higher-than-expected sales in certain health-related categories such as thermometry and humidification, as well as the benefit of the shift of approximately $10 million of sales that occurred in the third quarter that were forecasted to occur in the fourth quarter and lower interest expense. These factors were partially offset by holiday selling seasons that did not start off as strong as expected as macroeconomic pressures continued to impact consumer purchasing behavior, a more unfavorable gross profit margin, particularly in Beauty and Health & Wellness and a higher effective tax rate. Our consolidated net sales decreased 10.6% in the quarter, as organic sales were impacted by lower consumer demand, unfavorable shifts in consumer spending patterns, and reduced orders from retail customers due to higher trade inventory levels. The net sales comparison was also unfavorably impacted by the pull-forward of approximately $15 million into the third quarter of last year, as retailers accelerated orders to try to avoid supply chain disruptions during the holiday season. The contributions of Osprey and Curlsmith partially offset the decline in organic sales. GAAP consolidated operating margin for the quarter was 13.8% of net sales. On an adjusted basis, operating margins declined by 0.4 percentage points to 16.6%, primarily driven by unfavorable operating leverage, the unfavorable impact of less Beauty segment sales within our consolidated net sales revenue, and a less favorable product mix within the Home & Outdoor segment due to the acquisition of Osprey. These items were partially offset by higher gross margin due to the more favorable customer mix within the Home & Outdoor segment and a more favorable product mix within the Beauty segment, primarily due to the acquisition of Curlsmith, as well as lower annual incentive compensation expense. Net income was $51.8 million or $2.15 per diluted share. Non-GAAP adjusted diluted EPS decreased 26.1% to $2.75, primarily due to lower adjusted operating income, higher interest expense, and an increase in the effective income tax rate, partially offset by lower weighted average diluted shares outstanding. We generated $125 million of operating cash flow in the third quarter, primarily driven by a sequential decline in our inventory levels from the end of the second quarter of $106 million. We are now at lower inventory levels than the end of fiscal 2022 and we continue to expect a further decline in inventory in the fourth quarter. Our new expectation is to reach approximately $500 million of inventory by the end of fiscal 2023. Even with this accelerated improvement in inventory levels versus our previous expectations, we continue to expect slightly negative free cash flow for the full fiscal year. We ended the quarter with total debt of $1.08 billion, a decrease of $89.3 million from the second quarter, as we used our positive cash flow to pay down our debt. This brought our net leverage ratio down to 3.1 times compared to 3.16 times at the end of the second quarter. We continue to expect our leverage ratio to decline in the fourth quarter and to end fiscal 2023 with the leverage ratio in the range of 2.75 to 3.0 times. Now turning to our revised outlook for the current fiscal year. As outlined in our earnings release, we have raised the lower end of our full year outlook for fiscal 2023 for both sales and adjusted diluted EPS, while maintaining the top end of the ranges. Given the volatility and uncertainty we have experienced this year, coupled with the current trends in the market, we remain cautious in our outlook for the fourth quarter. The consumer continues to feel the impact of inflation, and as we have seen during the holiday period, was seeking to buy discounted or promotional items. We are seeing positive signs that inventory at some key customers is beginning to rebalance and we will continue to monitor closely as retailers finish their holiday season.


 
7 Our revised outlook reflects several factors, including the timing shift of sales into the third quarter versus our previous expectation of low sales occurring in the fourth quarter. Higher sales in our Beauty segment due to an improved outlook for Curlsmith and a less-than-expected category decline in hair appliances and higher sales in our Health & Wellness segment due to a more severe start to the flu season. These factors are offset by lower-than-expected consumption trends in our Home & Outdoor segment and our assumption of lower customer replenishment orders impacting the fourth quarter following the slower start to the holiday season. Although we are seeing a more severe start to the flu season, it is unclear how the remainder of the season will progress. Additionally, due to our strategic initiative to decrease inventory levels and our previous expectation of a flu season in line with pre-COVID historical averages, we will be somewhat limited in our ability to supply at elevated demand levels in certain categories in the fourth quarter. Our adjusted diluted EPS outlook is being impacted by our expectations for sales, a more unfavorable gross margin, particularly in Beauty and Health & Wellness, higher marketing expense, lower interest expense, and a higher effective tax rate. For fiscal 2023, we now expect consolidated net sales revenue in the range of $2.025 billion to $2.05 billion, which implies a consolidated decline of 8.9% to 7.8% and a core decline of 7.5% to 6.4%. By segment, we now have the following net sales expectations. Home & Outdoor growth of 2.5% to 3.5%, including net sales from Osprey of $180 million to $185 million. A Health & Wellness decline of 11% to 10%, and a Beauty Core business decline of 18.5% to 17.5%, including net sales from Curlsmith of $35 million to $40 million for the 10-month period of ownership in fiscal 2023. As a reminder, the fourth quarter of last year included accelerated sales from certain retailers, securing additional supply ahead of expected price increases, the favorable sales impact of health- related products from the initial Omicron wave, and approximately two months of sales from the Osprey acquisition. Despite the macroeconomic challenges we have faced this year, we are particularly pleased to see Osprey continue to hold the sales outlook we provided at the beginning of the year and to be able to increase our sales outlook for Curlsmith. We now expect consolidated GAAP diluted EPS of $4.82 to $5.11 and consolidated non-GAAP adjusted diluted EPS in the range of $9.20 to $9.40, which implies a consolidated decline of 25.6% to 23.9% and a core decline of 24.5% to 22.8%. This includes an adjusted diluted EPS contribution from Osprey of approximately $0.35 to $0.40 and pro rata fiscal 2023 contribution from Curlsmith of approximately $0.20 to $0.25. We continue to expect to slightly expand gross margin in fiscal 2023 and consolidated adjusted operating margin is now expected to decline approximately 100 to 120 basis points, with roughly the same year-over-year decline in each of our segments. The consolidated adjusted operating margin decline is expected to be driven primarily by unfavorable operating leverage. The net dilutive effect of inflationary price increases, the dilutive impact of the Osprey acquisition in the Home & Outdoor segment, and an unfavorable product mix in the Health & Wellness segment. Our outlook for the estimated after-tax impact of incremental inflationary costs declined slightly to approximately $50 million to $55 million, or approximately $2.10 to $2.25 of adjusted diluted EPS. Our outlook for interest expense declined to approximately $42 million to $43 million. While we still expect the Fed to increase interest rates by 450 basis points in calendar year 2022, we benefited from previous assumptions on the pace of rate increases, our ability to pay down debt, and the forecasted amount of capitalized interest related to the construction of our new distribution center. During the quarter, we made good progress on our Project Pegasus initiatives as we reduced inventory levels, improved cash flow, and advanced many other workstreams that we believe will create future operating efficiencies, expand our margins and provide a platform to fund the future


 
8 growth investments. We believe we are on track to achieve the total savings and timing objectives that we introduced in our second quarter call and that we reiterated in today’s earnings release. As Noel discussed in her remarks, changes to the structure of the organization in connection with Project Pegasus will include the Beauty and Health & Wellness operating segments being combined into a single reportable segment, which will be referred to as Beauty & Wellness. Therefore, beginning with our fiscal 2023 Form 10-K, our future disclosures will reflect the two reportable segments Home & Outdoor and Beauty & Wellness with historical period segment information recast to be on the same basis. Additionally, when we issue our fourth quarter earnings release, we will provide two years of historical quarterly segment data on a comparable basis. Looking ahead to fiscal 2024. There remains considerable uncertainty in the near-term macroeconomic and consumer outlooks. We expect that many of the same macroeconomic factors that made calendar 2022 so challenging may persist into calendar 2023, as well as the compounding effect of the uncertainty of a potential recession, and whether or not the Fed can execute a soft landing. These factors continue to make the ability to forecast consumer behavior patterns difficult. We believe that fiscal 2024 sales growth will be challenged and highly dependent on the health of the consumer, and that the variability of these factors could drive a wide range of potential outcomes, which will be impacted by the depth and length of any potential recession. As previously discussed, we also expect to face a number of cost headwinds in fiscal 2024, which include higher interest expense as we annualize the increase in interest rates in fiscal 2023, incremental depreciation related to our new $225 million distribution center, which we expect to put in service at the beginning of fiscal 2024, and higher annual incentive compensation expense as we reinstate expense associated with our estimates to achieve fiscal 2024 compensation targets. We do expect fiscal 2024 tailwinds from healthier retailer inventories and more aligned sell-in and sell- through sales patterns, savings from Project Pegasus initiatives, and lower ocean freight and product costs. However, the benefit from freight and product costs are generally expected to be realized in the second half of our fiscal year as we move through the cycle of purchasing new inventory and turning it through cost of goods sold. While our fiscal 2024 may be a transition year, as we see macroeconomic rebalancing and navigate some cost headwinds, I am confident that the strength of our brands, efforts of our associates, strategic growth investments, and the initiatives we are executing under Project Pegasus will help position us to return to sustained long-term growth as we look to fiscal 2025 and beyond. And with that, I would like to turn it back to the operator for questions.


 
9 QUESTION AND ANSWER SECTION Operator: Thank you. [Operator Instructions] Our first question is from Rupesh Parikh with Oppenheimer. Please proceed. <Q – Rupesh Parikh – Oppenheimer & Co., Inc.>: Good morning. Thanks for taking my question. So I guess, I’ll just start with the Hydro Flask brand. Just curious what’s driving the disconnect between what you guys are seeing online versus some of the weakness you’re seeing at brick-and- mortar? And then as you look at Hydro Flask, is that gaining or losing share at this point from your perspective? <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. Hi, Rupesh. Nice to talk to you and glad for everyone that we’re out of our quiet period and able to speak openly. Noel, could you fill in on this topic? <A – Noel Geoffroy – Helen of Troy Ltd.>: Sure. Hi, Rupesh. Thanks for joining us today. When we look at Hydro Flask, we do see a channel shift, and you touched on that in your question. We see a lot more sales transitioning to online where we are performing very strongly, as Julien outlined in the script, leading share brand in the leading online retailer. I think that’s a function of shoppers just shifting more and more to online, especially for items like Hydro Flask. As we look at Hydro Flask over a two-year stack, we do see the brand growing and strong. And so we still are very excited about Hydro Flask and the performance. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah, my only build there. Now, thanks, Noel. My only build there is that on a share basis, if you look at the last three or four years in total, Hydro Flask is roughly flat, call it, four years ago basis. So there’s been some ups and downs along the way. And in the case of the channel shift, my only build on that particular topic is that we’ve been active in the area. We disclosed, I think, a quarter or two ago that we went from a third-party manager of our online sales at the biggest online retailer to first-party. And that made a big difference for us. And the DTC in general is a big investment area for us. We’ve been very clear that we have major initiatives in that area and we’re very pleased actually with the progress. It did not change the online retailer results during the quarter, but it is influencing our DTC. We mentioned that DTC did extremely well during the Turkey 5 Cyber Monday period in our prepared remarks, and we have much more to come on the subject of DTC on very short timing for Hydro Flask and other brands. <Q – Rupesh Parikh – Oppenheimer & Co., Inc.>: Great. Thank you. Operator: Our next question is from Bob Labick with CJS Securities. Please proceed. <Q – Bob Labick – CJS Securities, Inc.>: Good morning, and Happy New Year. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. Hey, Bob, Happy New Year to you, too. <Q – Bob Labick – CJS Securities, Inc.>: Thank you. I just want to follow-up on some of your comments, as it relates to the outlook. Obviously, you guys said and we’ve heard from many companies that visibility into calendar 2023 is lower than normal due to the inventory corrections at retail, and also the potential recession next year. So the question is, what changes operationally in a low visibility environment for you? What do you do differently in that, if anything, and how can this impact the year overall? What are the kind of issues that it could impact the year as a result? <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. Let me just say a little and then I’ll give to Matt and Noel because I think they can help on this one. First just a general comment and this is for everybody. We’re at that funny time of year, when I think everyone is extremely interested in calendar 2023 or our fiscal 2024 which starts on March 1st and yet our normal cycle is to go


 
10 through the rest of our budget process, prepare the last of our year and then disclosing in April. So we won’t be in a position to put specificity. I know that people were asking even as recently as long ago as October and we were laughing a bit saying, well, I guess people knew about 18 months from now. I know you’re not asking for that kind of specificity. You’re asking at the macro level of what you do in a lower visibility environment. So going to that question, the key answer for me is about focusing on the controllables. We mentioned the specific ones in the prepared remarks. The first is Pegasus of course and we talked quite a lot about that. That’s the source of fuel. It’s also the source of additional efficiencies, and it will help us in all the ways talked. Now the second big controllable is our significant pipeline. We’re a winner on innovation. Our products are winning awards all over the place. Noel might be able to speak to a little of this. We have some market share wins, actually a few market share losses. But in general, consumers not only prefer our products, but buy them. And the result is that we are continuing to focus on innovation and we’re investing in innovation, and that’s a controllable for us. We love consumers. We love delighting consumers and kicking butt in the marketplace on that topic is a control. The third controller is just commercial plans and Noel can speak to a little bit about some of them, but the idea is to focus on controllables. As far as inventory, we can control what we buy. We can’t control what retailers choose to buy, but we do work very closely with them on helping to manage their inventory. So you heard us say in the prepared remarks that in this environment, we’re extremely focused on making sure that retailer inventory is healthy. We’re helping where we can. We’re being careful with consumers to be sharp on price, and we are bringing our own inventory down in a big way, that’s a whole another controllable for us. And the last year is around cost and footprint, kind of a things where we’ve been pretty aggressive. On the marketplace, we’ve not given up. We believe in the economy, we believe in the consumer, and we believe in the long-term health of people’s interest in improving their lives. So we’re making that bet. There’s just a choppy period ahead where we don’t have that kind of visibility, and it does create a fairly broad set of potential outcomes. So for Matt or Noel, I don’t know if there’s any further specificity that you guys might want to put there, but the key message is controllables. <A – Matt Osberg – Helen of Troy Ltd.>: Yeah. Good morning, everybody, and Happy New Year, this is Matt. Bob, the only think I would add to what Julien said is, he talked about focusing our controllables and what we do differently. I think Pegasus is part of that, too, right? I mean so we’ve already put Pegasus in place and I think that will help generate some things that’ll give us some headwinds (sic) [tailwinds] for next year. The other is, I think you can just take a general planning approach as you go in, which we’ve done before in similar years, where there is more uncertainty, where you take a little bit more of a conservative spending approach, cash management approach, and then what I call spending the success, right? So as you see the sales develop, maybe more positively than you would have gone in, you are ready with plans to start spending into the success. And I think as we look at our budgeting approach for fiscal 2024, that’s kind of the mentality we’re taking is plan for maybe a more conservative approach, but then be ready with alternative plans as we see success to be more aggressive and capitalize on it. <A – Noel Geoffroy – Helen of Troy Ltd.>: Yeah. The only other build I have to what Julien added is just, and it builds on what Matt said is prioritizing where we do spend, as we do that. So really using the budget season that we’ve got upon us to think about which of those brands that we think have the best growth potential, the best profitability, the best momentum in the marketplace and leaning in there and then trying to treating some of the other brands as more steady strongholds that maintain their position. And that allows us to make sure we get the very most and the best out of the best parts of our portfolio. As Julien said, we do continue to innovate. We’ve got some great innovations. We’ve earned a lot of awards not only on design but also from some of the preeminent women’s magazines on many of our products. So we know that our consumer-centric innovation continues to resonate. And commercially, we also continue to do very close joint business planning with our major customers, making sure that our distribution and assortment is appropriate for kind


 
11 of this given time horizon where the economic uncertainty is there for consumers and it’s one of the magics of Helen of Troy’s diversified portfolio. We have things that cover a broad range of price points to enable us to do that. <A – Julien Mininberg – Helen of Troy Ltd.>: By the way on that awards thing, people might think, oh, we might be talking more about all those volumizer awards or the traditional industrial design awards that OXO would win. There was a pretty healthy slate in Health & Wellness quite recently and some pretty major international ones. And even in Beauty, by the way, and not in the volumizer area, the dual plate straightener, the one that has the four plates looks like a tuning fork, you’ve seen it from us before on Hot Tools, where we extended it from the original Revlon just won a Cosmopolitan Holy Grail Award for 2022 like a week or two ago. <Q – Bob Labick – CJS Securities, Inc.>: Got it. Okay. Thank you. Operator: Our next question is from Olivia Tong with Raymond James. Please proceed. <Q – Olivia Tong – Raymond James Financial, Inc.>: Great. Thanks. Good morning, everybody. My first question is first a clarification on the consolidation of Beauty and Health & Wellness divisions into one. It sounds like, it’s both the cost savings maneuver to reduce head count but also you’re expecting it to help with brand development innovation, focus on marketing, at least that’s what it says in the press release. So I’m trying to understand, the savings components is fairly straightforward, but can you talk about how you expect that consolidation to help you drive innovation and presumably faster sales growth over time to start? Thanks. <A – Noel Geoffroy – Helen of Troy Ltd.>: Yes. Hey, Olivia. Good to talk with you again. We do – you said the cost savings aspect of it is obvious, but we do see significant additional synergy by combining Beauty and Health & Wellness. The two business units have the largest overlap of core customers. Of course, we’ve got driver on our Curlsmith that are more prestige beauty. But when you think about mass merchandisers, food, drug, mass, etcetera, there’s a lot of overlap there, so good synergy there as we get our North American RMO up and running. And then many different synergies in the cost area, some third-party manufacturers, a lot of common plastics and rubber. So when you think about some of the cost of goods workstreams that we have on that side of things, we see a lot of synergies there, plastic and resins as well as common motors and blowers, those sorts of things. So there’s really a lot of areas. It may not be obvious on the surface, but when you really dig down into it, there’s a lot. And then the other place is just when you have fewer business units, not only do you need less overhead or less people, as you’ve talked about, but just the streamlined interfaces. As we get our shared services even more centralized interfacing with two business units versus three is more efficient. Our processes can be more standard and be more efficient. So those would be some of the areas that we see as beneficial as we kind of come together as a new Beauty & Wellness business unit. <Q – Olivia Tong – Raymond James Financial, Inc.>: Got it. That’s helpful. And then my second question is on inventory and consumer demand. And can you talk about where you stand on retailer inventory within key categories, particularly those that benefited from outsized demand, obviously, in the last two or three years? And kind of your view on when sell-in and sell-through more or less converge. And then the other side is then on your own inventory, getting to $500 million, great progress over this year of course. But what’s the end goal? Because even if we adjust upwards for acquisitions, inflation, etcetera, inventory is still a bit higher than pre-pandemic levels. So what’s the end goal? Maybe a little bit of color on that after that $500 million. Thanks so much. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah, Matt, could you start us off on this one, please?


 
12 <A – Matt Osberg – Helen of Troy Ltd.>: Yeah. Good morning, Olivia. Yes, so good questions. Obviously, we’re very pleased with the amount of progress we’ve been able to make in the quarter to bring down our inventory levels and get to $500 million this year. And then to your point, I think there is some adjustment for some of the acquisitions that we’ve done. As I look forward, I think a good measure for us we’re going to be looking at is turns. And so inventory levels are the leading indicator and turns are the lagging indicator just because of the look back in how you calculate it. We work a lot closer to 3 turns in the past and we’ve drifted down to the low 2s at this point in time. We really want to get back to the 3 turns level. I think that, I don’t know if we’ll get there next year because of the lag impact of it, and what happens with the macroeconomic environment. But I think as we look forward, we definitely want to get to 3 and then above 3 on more long-term basis. I think that’ll be really efficient. Our new distribution center, the consolidation of our distribution footprint will be a lot of things that can help us be more efficient in inventory. And so I think that that will help us get to that turns level. I definitely think we want to get down much more below $500 million just from an inventory level perspective. And we’ll have to look at what that means by the end of next year. But I’d say overall, focus on turns and we’ll need a little bit more time to get to that 3 times turn and then beyond. But for us, I think there’s a lot of good tailwinds for us that are going to help us get there over time. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah, one example on that one is, remember, we’ve spoken a lot about balancing between China sourcing and rest of world sourcing, including in the Americas and especially Mexico, which leads to nearshoring for the US and Canadian market and even to Latin American markets. That nearshoring has the obvious benefit of shorter lead times. Shorter lead times by definition mean less inventory and also less exposure to the sea freight market. And so lots of reasons why those initiatives, which are much bigger than just the speed of turn – sorry, than the sourcing or the comments that Matt was making will help us bring the speed of turns up. On the retailer inventories – oh, sorry, I want to say one other thing about this, about ours, which is you heard us talk about SKU rationalization, Pegasus, and Noel might mention this because that’s going to help us on the topic of not just how much inventory we carry, but how quickly it turns. And on the retailer inventory, Noel, I don’t know you if you might speak to that and also any other builds on how our inventory will continue to come down. <A – Noel Geoffroy – Helen of Troy Ltd.>: Yeah, sure. Starting with our inventories, as Julien mentioned, SKU rationalization in a really robust, comprehensive way through Pegasus will help us, I think, on inventory. They start to simplify your lineup and really look to focus on your most productive items both from a consumer and a retailer perspective and cut out some of that longtail complexity that’s going to help us from an inventory management standpoint and from a forecasting standpoint, which also then helps inventory. From a retailer inventory standpoint, what I would say, Olivia, is it does still vary category by category and retailer by retailer, as you might expect. We have a diverse portfolio. We play across a lot of retailers, but we are clearly in a better place now than what we were in last quarter and the quarter before that. We do continue to see some retailers in certain categories ordering less than consumption, suggesting that we do still have some pockets of higher inventory in retail than we might like. We continue to partner closely with our retailers on the right commercial programming to move through that, but we are pleased to see those kind of sell-in and sell-out, kind of get closer to one another as we progress through the year. So that’s kind of where we stand there. <A – Julien Mininberg – Helen of Troy Ltd.>: One quick thought before we move from this one, Olivia, is things change quickly. And what I mean by that is we just saw it in the cold and flu numbers. And yet I think people are used to, whether it’s because of the consumer buying pattern shift from the pandemic or the retailers having swollen inventories in the last six to nine months, people are used to this narrative that the inventory needs to turn slowly and the consumer is down for the count. Things turn quickly. So just now, when people have a need, like in the cold and flu, we’re in a situation where we literally just can’t ship enough humidifiers right this minute. In the


 
13 case of thermometers, everyone knows what it was like during the pandemic, air purifiers a little bit later in the pandemic. And so things change quickly. Our products are diversified. So when needs come, we do have what people want, whether it’s in health-related category or home related category, an outdoor related category. And when the need is there and consumers go for it, not only do they prefer our products, but things change quickly for us. <Q – Olivia Tong – Raymond James Financial, Inc.>: Got it. Thanks for all the details and see you next week. <A – Julien Mininberg – Helen of Troy Ltd.>: You bet. Yeah. Looking forward to that. Operator: Our next question is from Linda Bolton Weiser with D.A. Davidson. Please proceed. <Q – Linda Weiser – D. A. Davidson & Co.>: Hi. Thank you. <A – Julien Mininberg – Helen of Troy Ltd.>: Hi, Linda. <Q – Linda Weiser – D. A. Davidson & Co.>: Hi. Hi. Happy New Year. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. Thank you. <Q – Linda Weiser – D. A. Davidson & Co.>: So I just had a question kind of about maybe the bigger picture, longer-term thing here, when you look at your operating margin for this year, I don’t know, I guess, I haven’t updated it here, but it’s around 15% or so, give or take. And that’s actually not down a ton from your high, from your peak margins, you’ve achieved really good margins through all your hard work. And I guess as mostly a durable goods company with like a 15%-ish operating margin. I guess the question I get a lot from people is like, well, what’s the potential long- term, I mean, one would argue that that’s already high. And so I’m just curious if this Pegasus restructuring is it, is it kind of like to stem further decline or is it actually to drive that margin to even newer, new highs, I guess, I just want to understand kind of what your thoughts are there? <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. First the former then the latter, and Noel, please put some color on the margin trajectory for Pegasus. <A – Noel Geoffroy – Helen of Troy Ltd.>: Yeah, I think, again, we’ve talked about various different workstreams on Pegasus and many of them do look at improving our margins. I just talked about SKU rationalization in the prior question and that’s a good example of it. When you do that kind of work, you’re really looking SKU by SKU and looking for these opportunities to prune any items that maybe aren’t as productive and aren’t as profitable and the margins aren’t as good. And so that starts to help from – from a margin standpoint. We’re looking at all the different cost of goods savings projects. So there’s many different aspects of Pegasus that will help us. And when we think about it, when we think about it, we also want to reinvest with Pegasus. So I would say we certainly don’t look at Pegasus to only improve our operating margin over time. We’re looking as we generate savings to be able to reinvest back in the business and drive growth for us in the future. And that’s a big part of it. The faster we can get some of these projects going and turning through cost of goods and inventory. As Matt mentioned, the faster we’ll be able to reinvest back in the business. So Matt, if you want to build. <A – Matt Osberg – Helen of Troy Ltd.>: Yeah, the only builds, I would have Linda I think you’ve kind of got the margin outcome this year. We guided today in my comments to down 100 to 120 basis points. But to your point within that of getting to that approximately 15%, like you said, there’s a lot of deleveraging. I mean, with the amount of sales decline that we had, there’s a lot of deleveraging in that number. So let’s say snap your fingers and take out the deleveraging impact and you get to some growth next year and you get a little even, God forbid, a little favorable leverage that’s a building block. And then, what Noel was saying on Pegasus is there’s an


 
14 opportunity in Pegasus to create margin improvement. And that could be dropping some of the cost savings. It could be lower product costs. It could be making space to reinvest and drive leadership brand growth, which are going to drive better mix. I mean think about we’ve had a huge favorable impact this year from Curlsmith, and although it’s not the biggest brand we have, it really punches above it’s weight in terms of mix and so being able to invest in those brands that we’ve purchased over the past couple of years that are going to drive higher mix. I think there’s a lot of tailwinds when you look at our operating margin trajectory. And of course, we’ll have to fight cost headwinds like everybody else and we’ve got some big ones next year, but I think if you look in the longer- term, I think there’s still a lot of tailwinds on our ability to continue to expand margins. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. I couldn’t agree more. And then I’m so glad you asked this question and for your question and for all, frankly, on this call, there’s a message from us. And the message from us is that the best is yet to come over time on margin from Helen of Troy. In the short-term, there’s pressure. You just heard it described, the minus 100 points. I think everyone on the call knows that Helen of Troy is up several hundred points on margin over the course of the transformation years. To lose 100 or even 120 basis points during this fiscal year is extremely painful, and we’re certainly taking our beating on that topic. So for the short-term folks, they’re right that that’s painful. For the long-term picture and not just Pegasus, but also the Phase 3 plan, which will follow it, the intention is to not only return to the margin peak that we saw last year, which was in I think the 16% range for adjusted operating margin, but to surpass it. So we’re not making particular Phase 3 promises. We’re not putting a specific long-term goal out today. But there’s a message and the message is we’ve made several hundred bps of progress. We’ve lost about 100 of them. We not only intend with Pegasus to quickly try to earn it back, but to surpass it in Phase 3, using the fuel from Pegasus to reinvest in the flywheel. <Q – Linda Weiser – D. A. Davidson & Co.>: Okay. Thank you. That’s very helpful. And then can I just ask about in the Health & Wellness, we all know the whole story in the past about the EPA relabeling issue, etcetera, etcetera, and you have lost some sales from that. It actually looks in the IRI data like you are actually gaining back a lot of share. Is that the case and are you kind of catching up and now that you’re able to re-ship, are you actually gaining a lot of share as well as the cough, cold flu season helping? I mean, is that kind of what I’m seeing going on there? <A – Noel Geoffroy – Helen of Troy Ltd.>: Yeah, Linda. As we touched on in the prepared remarks and you see it all over the news, this is a particularly high illness season. And the products that we have in many cases really help with those symptoms. So our humidifiers, for example, is one where Julien just said it, they’re selling very well. Our share is very robust there. We look very positive in that regard. And frankly, we don’t have necessarily enough to meet all of the elevated demand from a supply standpoint. Thermometers is another place. Now, there’s a lot of ups and downs in thermometers since we’ve kind of come out of COVID and we’ve had very different participants come in. But that’s another place where we see strength. So we do see strength in a few of our share positions in Health & Wellness in the most recent time period. <A – Julien Mininberg – Helen of Troy Ltd.>: We were also down pretty hard in air purifiers because of the EPA matter. So, yes, it’s true that we’ve bounced back in part. It’s quite competitive these days. There is a lot of inventory out there, so there’s more promotion than I think anybody would like. But in that battle to see our share improve and hold our own, that’s good news. But the idea that we’re back to pre-EPA positions, that would not be the case in market share for air purifiers. Operator: Our next question is from Susan Anderson with Canaccord. Please proceed. <Q – Susan Anderson – Canaccord Genuity LLC>: Hi, good morning. Thanks for taking my question. Nice to see the improved inventory position. I’m curious just on the M&A environment, just kind of what you’re seeing out there, potential acquisitions starting to become more attractive from a valuation perspective. And also, if you could give us and update us on your thoughts on leverage. It sounds like you still expect to be to 2.75 to 3 times at the end of the year. I’m curious


 
15 how you’re thinking about if there’s any early thoughts of next year, if you’re happy with that level. And then also, any other thoughts on just the floating rate debt and maybe moving that to more of a fixed rate? Thanks. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. Hi. First of all, Susan, and welcome. We’re very pleased that you initiated coverage, and I believe this is the first call since you did, so we’re out of our quiet period. So very nice to meet you. We’re looking forward to meeting you in person next week... <Q – Susan Anderson – Canaccord Genuity LLC>: Same here. <A – Julien Mininberg – Helen of Troy Ltd.>: ...so which is great news. Yeah, pleasure. Yeah, thanks. Let me say just a little, and then from Jack on the subject of M&A and Matt on the topic of debt levels. Our general goal is, as we’ve been talking quite a lot in the last few months, is to improve our cash flow, reduce our inventory, bring down our debt and invest in the most important initiatives. That’s where our money has been going. It’s been our strategy for a while now. In the case of the progress, you heard it reported today, and thanks for your comment. We did make progress on inventory. We made progress on debt a little bit, actually, not that much. And on the subject of cash flow, also progress despite the investments in the big new – in distribution center. With regard to M&A and debt levels, maybe for Jack first and then for Matt. <A – Jack Jancin – Helen of Troy Ltd.>: Sure. Hi, Susan. So on the M&A side, we are actively looking at a number of different projects. What I can tell you is that we’re not really seeing the types of assets that we would like that will fit our criteria. We’re rather picky with selecting and bringing new assets in. They need to sweeten our mix. And we also look to ones that we can make better but also can help make us better. So at this point in time, we’re continuing to look, but we’re not seeing anything that is getting us to lean in, at least at this point in time. But hopefully, there will be something in the near future, and when we do, we’ll have something to share about it. <A – Julien Mininberg – Helen of Troy Ltd.>: By the way, valuations to your comment, they are coming down, right? The money is not cheap and there is a different marketplace that many people are selling into. So we’re keenly aware of that. You were not following us at the time, but you probably saw our comments when we bought Curlsmith. We bought an extremely strong prestige name with a significant position in its unique space of textured hair for roughly 10 times. That’s unheard of in the prestige space, so we took advantage of that opportunity. It’s been good for us, as you’ve heard us say, and as we see others that have the right mix of better together, as Jack always says, and the sweet spot on valuation, and then put that together with the cash flow and debt story. Not only why not, but that’s our entire track record as a company. We’ve doubled this company in the last 10 years in terms of sales and a portion of that came from acquisition, and many of those were outstandingly good financial deals. <A – Matt Osberg – Helen of Troy Ltd.>: Hey, this is Matt. I’ll just add on to the leverage component of it. Obviously, if you look back at our history, the amount of cash flow we’ll generate this year, free cash flow is much lower than we’ve done in the past. And as you look into next year, we’ve got tailwinds for being able to continue to reduce our inventory levels as well as we’re not going to spend the $150 million of CapEx on our new distribution center we’re going to spend this year. So just take those two things and put them together. And that’s a big tailwind for us from a cash flow perspective. So we expect to be able to continue to bring down our leverage. One thing for us is we typically generate more of our cash flow in the third and fourth quarter than the first and second quarter. So as we kind of look at our general cash flow cadence, I’d expect more of the reduction in our leverage to occur in the second half of the year than the first half of the year. Operator: And our final question is from Anthony Lebiedzinski with Sidoti & Company. Please proceed.


 
16 <Q – Anthony Lebiedzinski – Sidoti & Co. LLC>: I guess good morning. Thank you for taking the questions and Happy New Year to all. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. Hi. <Q – Anthony Lebiedzinski – Sidoti & Co. LLC>: So first, so given some of the trade down comments Julien that you said and as well as the current state of the economy, does that make you guys maybe rethink your product strategy or do you think just a low-end type of products are just too commoditized? Would love to get your thoughts on that. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. There’s a sweet spot, Anthony. And hi. And Happy New Year to you, too. There’s a sweet spot where the products can differentiate the brands and justify their excellent, their pricing and delight the consumers. Then below that sweet spot, the commoditization comment starts to kick in, and that world of opening price point much like the world of private label products, it’s fully undifferentiated. And that’s not a place where brands distinguish themselves. It’s not a place where innovation is rewarded. It’s a place where people who just want to spend less money will buy. I would say this too shall pass, but I think that’s a bit too dismissive. There’s simply a shift for a short time, and this happens when there are economic cycles like this. So what we’ve done about it, as we talked in the last call, is to make sure, especially in beauty appliances, that we have some lower-priced products in the mix. And while that’s not as good for margins, it does help on this topic. We also spoke about our in the world of good, better, best, our better thermometers like the Vicks stick type of thermometers which picked up share when we last reported it, which I believe was last quarter, helped during the trade down area. And so you can see us navigating in this area. So it’s diversification, not just in category but in the world of good, better, best, but not all the way down to the commoditized opening price points. And all that said, Noel, if you might comment, just because we have like a moment left before the call will break, that the thoughts in the hair appliance category, especially at large mass merchandisers, where there’s an opportunity to improve the mix a bit in the direction Anthony is talking about. <A – Noel Geoffroy – Helen of Troy Ltd.>: Yeah, as mentioned, that was a place to really make sure that our assortment was as robust as possible to cover the good, better, best range that Julien just referred to. So we’ve done that in mass in particular, the channel where that consumer and that shopper tends to shop. We have rounded out our assortment in that regard and that helped us in this quarter and that’s part of what helped our share in the beauty appliance category and we look to continue to do that as appropriate during this time when we need to meet that full broad range of consumer and shopper needs. <A – Julien Mininberg – Helen of Troy Ltd.>: Yeah. So we’ll see some improvements in that area in upcoming distribution planogram as our expectation as well. And it just helps balance it all. But if you have the question, are we strategically going to shift, go down market, and become commoditized, and then duke it out on price where people sell their mother for a nickel, the answer is no. Operator: This will conclude our question-and-answer session. I would like to turn the conference back over to management for closing comments. Julien R. Mininberg, Chief Executive Officer & Director, Helen of Troy Ltd. Yeah, well, I know we’ve run just a minute too long, so I’ll be very brief. First of all, just a thanks to everybody. It’s a new year. There’s a lot going on and we’re grateful for people to continue to follow and take interest in where we’re going. We’re at a very special point in our career you see – sorry, in our trajectory, you hear all the things that we said today. So you know what I’m talking about. We look very much forward to seeing quite a few of you actually in person next week and then virtually over the next week or two in the upcoming conferences. I know we have a number of other


 
17 meetings scheduled with you, so looking forward to it and with the analysts as well. It’s an exciting time for us and we’re very happy to communicate. Thanks very much and appreciate you joining today. Operator: Thank you. This will conclude today’s conference. You may disconnect your lines at this time. And thank you for your participation. Julien R. Mininberg, Chief Executive Officer & Director, Helen of Troy Ltd. Thank you, operator. Bye-bye. Operator: Thank you.