Every material Form 8-K Energizer has filed with the SEC since November 14, 2023, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Energizer reported fiscal third-quarter 2026 net sales of $734.1 million, up 1.2% from a year earlier, but diluted earnings per share fell to $0.58 from $2.13 and adjusted EPS fell to $0.75 from $1.13. The company now expects full-year adjusted EPS and adjusted EBITDA at the low end of its original ranges, which lowers the top of its prior outlook for shareholders.
Q3 net sales were $734.1 million, up 1.2%, with organic sales up 2.7%.
Q3 diluted EPS was $0.58 versus $2.13; adjusted diluted EPS was $0.75 versus $1.13.
Reported gross margin was 38.2% versus 55.1%, partly reflecting $112.4 million of production credits recorded in the prior-year quarter.
Full-year fiscal 2026 adjusted EPS is expected at the low end of $3.30 to $3.60, and adjusted EBITDA at the low end of $580 million to $610 million.
Energizer reported fiscal second-quarter 2026 results, with net sales down 3.0% and GAAP earnings per share down to $0.15 from $0.39, while adjusted EPS rose to $0.94 from $0.67. The company expects full-year adjusted EPS and adjusted EBITDA at the high end of its previous ranges, and a $47.6 million tariff refund benefit boosted gross margin. The filing also says Executive Vice President Michael Lampman will leave his role on September 30, 2026, with Ryan Sedlak succeeding him.
Net sales were $643.3 million, down from $662.9 million a year earlier; organic net sales fell 5.5%.
GAAP diluted EPS was $0.15 versus $0.39; adjusted diluted EPS was $0.94 versus $0.67, with a $26.1 million non-cash pension settlement loss in GAAP results.
Full-year fiscal 2026 adjusted EPS is expected at the high end of $3.30 to $3.60, and adjusted EBITDA at the high end of $580 million to $610 million.
Michael Lampman's last day as EVP is September 30, 2026; his severance payments total about $1,210,305, and Ryan Sedlak takes over October 1, 2026.
Energizer reported first-quarter fiscal 2026 results with net sales up 6.5% to $778.9 million, driven by the APS acquisition, but a net loss of $3.4 million compared with net earnings of $22.3 million a year earlier. The company reaffirmed its fiscal 2026 outlook for net sales, adjusted EPS and adjusted EBITDA, which shareholders will watch as margins recover from tariff and restructuring pressures.
Net sales rose to $778.9 million from $731.7 million, including $64.6 million from the APS acquisition, while organic net sales fell 4.3%.
Diluted net loss was $0.05 per share versus diluted earnings of $0.30 a year earlier; adjusted diluted EPS was $0.31 versus $0.67.
Reported gross margin fell to 32.9% from 36.8%; free cash flow was $124.2 million and debt was reduced by over $100 million.
Fiscal 2026 guidance reaffirmed: adjusted EPS of $3.30 to $3.60 and adjusted EBITDA of $580 million to $610 million; second-quarter adjusted EPS guided to $0.40 to $0.50.
Energizer reported fiscal fourth-quarter 2025 net sales of $832.8 million, up 3.4%, but net earnings fell to $34.9 million and adjusted EPS fell to $1.05 from $1.22. For the full fiscal year, adjusted EPS rose 6% to $3.52, and the company guided fiscal 2026 adjusted EPS to $3.30 to $3.60, with a weaker first quarter expected.
Fourth-quarter organic net sales fell 2.2% with volumes down 2.9%; adjusted gross margin was 38.5%, down 370 basis points.
Full-year net sales rose 2.3% to $2,952.7 million; net earnings were $239.0 million and reported EPS was $3.32.
Fiscal 2026 outlook: adjusted EPS of $3.30 to $3.60 and Adjusted EBITDA of $580 million to $610 million.
First-quarter fiscal 2026 guidance: organic net sales to decline high-single digits and adjusted EPS of $0.20 to $0.30.
Energizer Holdings completed a $400 million offering of 6.000% senior notes due September 15, 2033, and entered an amendment adding a $100 million incremental term loan. Proceeds will redeem the 2027 senior notes, repay part of the revolving credit facility, cover fees and expenses, and fund general corporate purposes. The filing shows a refinancing and added borrowing, not an earnings or guidance update.
$400 million of 6.000% senior notes due September 15, 2033, sold under Rule 144A and Regulation S, not registered with the SEC
$100 million incremental term loan under the Amended Credit Agreement, bringing the Term B Facility balance to $860 million
Revolving Facility remains with a committed amount of $500 million
Company may redeem notes at any time before September 15, 2028 at a make-whole premium, and up to 40% with equity proceeds at 106.000%
Energizer reported fiscal third-quarter 2025 results for the period ended June 30, 2025, with net sales up 3.4% to $725.3 million and reported diluted EPS of $2.13, compared with a loss of $0.61 a year earlier. The company raised its full-year 2025 adjusted EPS outlook to $3.55 to $3.65, but the filing attributes much of the earnings gain to $112.4 million of production credits, and organic net sales grew only 0.1%.
Net sales were $725.3 million, up 3.4% from $701.4 million; organic net sales rose 0.1%.
Reported diluted EPS was $2.13 versus a loss of $0.61; adjusted EPS was $1.13 versus $0.79, with production credits of $112.4 million recorded in the quarter.
FY2025 adjusted EPS outlook was raised to $3.55 to $3.65; adjusted EBITDA is now expected at $630 to $640 million.
For the fourth quarter, adjusted EPS is expected at $1.05 to $1.15.
Energizer reported fiscal second-quarter 2025 results, with net sales of $662.9 million, essentially flat from $663.3 million a year earlier, and net earnings of $28.3 million, or $0.39 per share, down from $32.4 million, or $0.45 per share. The company tempered its fiscal 2025 outlook, citing a more cautious consumer, and now expects Adjusted EPS of $3.30 to $3.50, which means weaker profit expectations for shareholders.
Net sales were $662.9 million, down 0.1% from the prior year, with organic growth of 1.4% offset by a 1.7% currency headwind.
Adjusted EPS was $0.67 versus $0.72 a year earlier, and Adjusted EBITDA was $140.3 million versus $142.5 million.
Fiscal 2025 outlook now calls for organic net sales of flat to up 2%, Adjusted EBITDA of $610 million to $630 million, and Adjusted EPS of $3.30 to $3.50.
Third-quarter Adjusted EPS is expected to be $0.55 to $0.65, and the APS acquisition was completed on May 2, 2025.
On March 19, 2025, Energizer entered an Amendment and Restatement Agreement that refinanced its credit agreement, providing a $760 million Term B loan and a $500 million revolving credit facility. The company says the transactions are leverage neutral and extend the maturities of both facilities by more than four years, to March 19, 2032 for the term loan and March 19, 2030 for the revolver.
Term B loan of $760 million matures March 19, 2032; SOFR-based loans bear a margin of 2.00%
Revolving facility of $500 million matures March 19, 2030; SOFR-based margin ranges from 1.375% to 2.00% depending on leverage ratio
Obligations are secured by a first priority lien on substantially all assets of the company and guarantors
Proceeds were used to repay the existing facilities and pay related fees and expenses, with revolver proceeds also available for working capital and general corporate purposes
Energizer reported fiscal first-quarter 2025 results for the quarter ended December 31, 2024. Net sales rose 2.1% to $731.7 million, and net earnings were $22.3 million, up from $1.9 million a year earlier. The company raised its fiscal 2025 organic net sales outlook to 2% to 3% and reaffirmed its Adjusted EBITDA and Adjusted earnings per share targets.
Net sales were $731.7 million versus $716.6 million a year earlier, with organic net sales up 3.8%.
Diluted earnings per share were $0.30 versus $0.03; Adjusted diluted earnings per share were $0.67 versus $0.59.
Fiscal 2025 organic net sales outlook raised to up 2% to 3%; Adjusted EBITDA ($625 million to $645 million) and Adjusted earnings per share ($3.45 to $3.65) outlook reaffirmed.
Gross margin was 36.8% reported and 40.0% adjusted; the reported figure includes $14.0 million of network transition costs.
Energizer reported fiscal 2024 net sales of $2,887.0 million, down 2.5% from $2,959.7 million, while adjusted diluted EPS rose to $3.32 from $3.09. Reported net earnings fell to $38.1 million from $140.5 million, mainly due to a $110.6 million non-cash impairment of intangible assets. The company guided fiscal 2025 adjusted EBITDA to $625 million to $645 million and adjusted EPS to $3.45 to $3.65, and its board approved a new buyback of up to 7.5 million shares.
Fiscal 2024 net sales were $2,887.0 million, down 2.5%; organic sales declined 2.2%
Fiscal 2024 reported diluted EPS was $0.52 versus $1.94; adjusted diluted EPS was $3.32 versus $3.09
Fiscal 2025 outlook: adjusted EBITDA of $625 million to $645 million and adjusted EPS of $3.45 to $3.65
Board approved a new share repurchase program of up to 7.5 million shares on November 18, 2024, replacing the prior authorization
Energizer reported fiscal third-quarter 2024 net sales of $701.4 million, up 0.3% from $699.4 million a year earlier, and a net loss of $43.8 million, or $0.61 per diluted share, after a $110.6 million non-cash impairment of intangible assets. Adjusted diluted earnings per share were $0.79, up from $0.54, and the company said its fiscal 2024 adjusted earnings per share and adjusted EBITDA are expected at the high end of its original range.
Q3 net sales $701.4 million vs. $699.4 million; organic net sales up 1.2%
Net loss $43.8 million, or $0.61 per diluted share, including a $110.6 million non-cash impairment
Adjusted diluted EPS $0.79 vs. $0.54; fiscal 2024 adjusted EPS guidance $3.20 to $3.30 and adjusted EBITDA $610 million to $620 million
Fiscal 2024 organic revenue expected to be down roughly 2%
On May 29, 2024, Energizer Holdings entered a Fourth Amendment to its credit agreement that repriced its term loans by lowering the applicable margin by 25 basis points and removing the credit spread adjustment for term benchmark loans. The filing does not state the size of the loans or any dollar savings, and it does not report financial results.
Applicable margin cut from 1.25% to 1.00% for floating rate loans and from 2.25% to 2.00% for term benchmark loans
Credit spread adjustment on Adjusted Term SOFR Rate for term benchmark loans removed
Prepayment premium reset to apply to a repricing event occurring within six months after the amendment's effective date
JPMorgan Chase Bank, N.A. is administrative agent; full amendment filed as Exhibit 10.1
Energizer reported fiscal second-quarter 2024 results for the period ended March 31, 2024. Net sales fell 3.0% to $663.3 million, while GAAP diluted EPS dropped to $0.45 from $0.55 and adjusted diluted EPS rose to $0.72 from $0.64. The company reaffirmed its fiscal 2024 outlook for adjusted EPS of $3.10 to $3.30 and adjusted EBITDA of $600 million to $620 million.
Net sales were $663.3 million versus $684.1 million a year earlier; organic net sales declined 2.7%.
GAAP net earnings were $32.4 million versus $40.0 million, after restructuring charges of $23.4 million versus $7.5 million.
Adjusted diluted EPS was $0.72 versus $0.64; adjusted EBITDA was $142.5 million versus $139.5 million.
Fiscal 2024 outlook for adjusted EPS ($3.10 to $3.30) and adjusted EBITDA ($600 million to $620 million) was reaffirmed.
Energizer Holdings reported fiscal first-quarter 2024 results for the quarter ended December 31, 2023, with net sales down 6.3% to $716.6 million and GAAP diluted EPS of $0.03, versus $0.68 a year earlier. The company reaffirmed its fiscal 2024 outlook and raised its Project Momentum savings estimate, but a $21.0 million Argentina currency loss and higher SG&A weighed on profit.
Net sales were $716.6 million versus $765.1 million, down 6.3%; organic net sales fell 7.4%.
Adjusted diluted EPS was $0.59 versus $0.72 a year earlier; GAAP diluted EPS was $0.03 versus $0.68.
Fiscal 2024 Adjusted EPS outlook of $3.10 to $3.30 and Adjusted EBITDA outlook of $600 million to $620 million were reaffirmed.
Project Momentum savings estimate was raised to $160 million to $180 million from $130 million to $150 million.
Energizer reported fourth-quarter and full fiscal 2023 results on November 14, 2023, and issued its fiscal 2024 financial outlook. Fourth-quarter net sales rose 2.6% and net earnings were $19.7 million, compared with a loss of $362.9 million a year earlier, while full-year net sales fell 3.0%. For shareholders, the company expects fiscal 2024 adjusted earnings per share of $3.10 to $3.30 but flat to down low single-digit organic revenue.
Fourth-quarter net sales were $811.1 million, up 2.6%, with organic growth of 2.0%.
Fiscal 2023 net sales were $2,959.7 million, down 3.0%; net earnings were $140.5 million versus a $231.5 million loss in fiscal 2022, which included a $541.9 million impairment charge.
Fiscal 2024 guidance: Adjusted EBITDA of $600 million to $620 million, adjusted EPS of $3.10 to $3.30, and organic revenue flat to down low single digits.
Fiscal 2023 adjusted diluted EPS was $3.09; first-quarter fiscal 2024 adjusted EPS is expected to be $0.50 to $0.60.
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