Edgewell Personal Care Company filed SEC Form 8-K: Completion of Acquisition or Disposition of Assets, Regulation FD Disclosure, Financial Statements and Exhibits
$EPC
Package Goods/Cosmetics
Consumer Discretionary
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): February 2, 2026
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Item 2.01. Completion of Acquisition or Disposition of Assets.
On February 2, 2026 (the “Closing Date”), Edgewell Personal Care Company, a Missouri corporation (the “Company”), completed the previously announced sale of its Feminine Care segment (the “Business”), including specified assets and liabilities related to the Business, to Essity Aktiebolag (publ), a listed public limited company incorporated under the Laws of the Kingdom of Sweden (“Buyer”) pursuant to the Asset Purchase Agreement, dated as of November 12, 2025 (the “Purchase Agreement”), by and between the Company and Buyer as previously disclosed in the Company’s Current Report on Form 8-K filed with the Securities and Exchange Commission (the “SEC”) on November 12, 2025 (the “Prior 8-K”). At closing of the transactions contemplated by the Purchase Agreement (the “Closing”), the Company received from Buyer approximately $340 million in cash in exchange for the sale of the Business, which is subject to post-closing customary adjustments for inventory, indebtedness and other items, pursuant to the terms of the Purchase Agreement. Further, in connection with the Closing, the Company and Buyer entered into a customary transition services agreement for the provision of certain services to support the transition of the Business following the Closing, in each case subject to the terms and conditions set forth therein.
The foregoing description of the Purchase Agreement and the sale of the Business does not purport to be complete and is subject to and qualified in its entirety by reference to the full text of the Purchase Agreement, a copy of which was filed as Exhibit 2.1 to the Prior 8-K and is incorporated herein by reference.
Item 7.01 Regulation FD Disclosure.
On February 2, 2026, the Company issued a press release announcing the Closing. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
The information contained in this Item 7.01 (including Exhibit 99.1) is being furnished pursuant to Item 7.01 of Form 8-K and shall not be deemed to be “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section. Such information shall not be deemed incorporated by reference into any filing under the Securities Act of 1933, as amended, or the Exchange Act, whether made before or after the date hereof, unless expressly incorporated by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(b) Pro Forma Financial Information.
Attached hereto as Exhibit 99.2 are the following unaudited pro forma condensed consolidated financial information: unaudited pro forma condensed consolidated balance sheet as of September 30, 2025 and unaudited pro forma consolidated statements of earnings for the fiscal years ended September 30, 2025, 2024 and 2023, which reflect the sale of the Business.
(d) Exhibits.
| Exhibit No. | Description | ||||
| 2.1*† | |||||
| 99.1 | |||||
| 99.2 | |||||
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) | ||||
* Copies of schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. The registrant hereby undertakes to furnish copies of any of the omitted schedules and exhibits upon request by the Securities and Exchange Commission or its staff.
† Certain personally identifiable information has been omitted from this exhibit pursuant to Item 601(a)(6) of Regulation S-K.
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.
| By: | /s/ Francesca Weissman | ||||||||||
| Francesca Weissman | |||||||||||
| Chief Financial Officer | |||||||||||
| (principal financial officer) | |||||||||||
| Date: | February 6, 2026 | ||||||||||