Edgewell Personal Care Enters Material Definitive Agreement

TL;DR

EPC signed a big deal, filing shows. Details in exhibits.

AI Summary

On November 12, 2025, Edgewell Personal Care Company (EPC) entered into a material definitive agreement. The filing also includes Regulation FD disclosures and financial statements/exhibits. The company is incorporated in Missouri and headquartered in Shelton, Connecticut.

Why It Matters

This filing indicates a significant new agreement for Edgewell Personal Care, which could impact its future business operations and financial performance.

Risk Assessment

Risk Level: medium — Entering into material definitive agreements can introduce new risks and opportunities that may affect the company's financial health and market position.

Key Numbers

• 001-15401 — SEC File Number (Identifies the company's filing history with the SEC.)
• 43-1863181 — EIN (Employer Identification Number for tax purposes.)

Key Players & Entities

• Edgewell Personal Care Company (company) — Registrant
• November 12, 2025 (date) — Date of earliest event reported
• Shelton, Connecticut (location) — Principal executive offices
• Missouri (location) — State of incorporation

FAQ

Key Financial Figures

• $0.01 — ich registered Common Stock, par value $0.01 per share EPC New York Stock Exchange
• $340 million — y in connection with the Transaction is $340 million in cash, subject to customary adjustmen
• $15 million — ntitled to receive a termination fee of $15 million from Buyer if the Purchase Agreement is

Filing Documents

• epc-20251112.htm (8-K) — 37KB
• exhibit21finalformatteddoc.htm (EX-2.1) — 799KB
• ex991epcdivestitureoffemca.htm (EX-99.1) — 20KB
• epc-20251112_g1.jpg (GRAPHIC) — 5KB
• 0001628280-25-051814.txt ( ) — 1154KB
• epc-20251112.xsd (EX-101.SCH) — 2KB
• epc-20251112_def.xml (EX-101.DEF) — 14KB
• epc-20251112_lab.xml (EX-101.LAB) — 25KB
• epc-20251112_pre.xml (EX-101.PRE) — 15KB
• epc-20251112_htm.xml (XML) — 3KB

01 Entry into a Material Definitive Agreement

Item 1.01 Entry into a Material Definitive Agreement. On November 12, 2025 (the "Signing Date"), Edgewell Personal Care Company, a Missouri corporation (the "Company"), entered into an Asset Purchase Agreement (the "Purchase Agreement") with Essity Aktiebolag (publ), a listed public limited company incorporated under the Laws of the Kingdom of Sweden ("Buyer"), pursuant to which the Company has agreed to sell to Buyer (or its designated affiliates) certain assets, and Buyer has agreed to assume certain liabilities, comprising the Feminine Care segment (the "Business") of the Company (such transaction, the "Transaction"), on the terms and subject to the conditions set forth in the Purchase Agreement. The aggregate consideration payable by Buyer to the Company in connection with the Transaction is $340 million in cash, subject to customary adjustments for inventory, indebtedness and other items. The obligation of the parties to consummate the Transaction is subject to the satisfaction or waiver of a number of customary conditions, including: (a) the receipt of required regulatory approvals (or the expiration of applicable waiting periods with respect thereto) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended (the "HSR Act"); (b) the absence of applicable laws or orders restraining the consummation of the Transaction; (c) the representations and warranties of the Company and Buyer being true and correct, subject to the materiality standards contained in the Purchase Agreement; and (d) the Company and Buyer having complied in all material respects with their respective obligations under the Purchase Agreement. Buyer's obligation to consummate the Transaction is also subject to certain additional conditions, including: (i) the absence of any material adverse effect on the Business; (ii) the absence of any ongoing substantial destruction of manufacturing facilities conveying with the Business; and (iii) the receipt of certain required third

01 Regulation FD Disclosure

Item 7.01 Regulation FD Disclosure. On November 12, 2025, the Company issued a press release announcing the execution of the Purchase Agreement. 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.

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this Current Report on Form 8-K that do not relate to matters of historical fact should be considered forward-looking statements, including without limitation statements regarding the anticipated timeline for closing of the Transaction, anticipated benefits of the transaction to the Company and its stakeholders, the Company's anticipated uses of net proceeds from the Transaction, entry into and the obligations under the transition services agreement following the Transaction, the Company's strategy, future financial results and competitive position. These statements are neither promises nor guarantees, but involve known and unknown risks, uncertainties and other important factors that may cause our actual results, performance or achievements to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements, including, but not limited to, the risk that the parties may be unable to close the Transaction on anticipated timelines or at all; the failure to obtain regulatory approvals or satisfy other conditions to closing required in connection with the Transaction; costs associated with the Transaction and the potential that it may not have the anticipated impact on the Company's business; the risk that disruptions from the Transaction will harm business plans and operations; the Company's ability to compete in products and prices, as well as costs, in an intensely competitive industry; the loss of any of the Company's principal customers or changes in the policies of its principal customers; its inability to design and execute a successful omnichannel strategy; the Company's ability to attract, retain and develop key personnel; fluctuations in the price and supply of raw materials and costs of labor, war

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (d) Exhibits . Exhibit No. Description 2.1* Asset Purchase Agreement, dated as of November 12, 2025, by and between Edgewell Personal Care Company and Essity Aktiebolag (publ). 99.1 Press Release of Edgewell Personal Care Company, dated November 12, 2025. 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

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: November 13, 2025

View Full Filing

View this 8-K filing on SEC EDGAR