Form 8-K - Current report

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): November 2, 2023

PRESTIGE CONSUMER HEALTHCARE INC.

(Exact Name of Registrant as Specified in Charter)

Delaware

001-32433

20-1297589

(State or Other Jurisdiction of Incorporation)

(Commission File Number)

(IRS Employer Identification No.)

660 White Plains Road, Tarrytown, New York 10591

(Address of Principal Executive Offices) (Zip Code)

(914) 524-6800

(Registrant's telephone number, including area code)

(Former Name or Former Address, if Changed Since Last Report.)

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 (see General Instruction A.2. below):

☐ 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 or to be registered pursuant to Section 12(b) of the Act:
Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common stock, par value $0.01 per share	PBH	New York Stock Exchange

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 November 2, 2023, Prestige Consumer Healthcare Inc. (the “Company”) announced financial results for the fiscal quarter and six months ended September 30, 2023. A copy of the press release announcing the Company's earnings results for the fiscal quarter and six months ended September 30, 2023 is attached hereto as Exhibit 99.1 and incorporated herein by reference.

Item 7.01 Regulation FD Disclosure.

On November 2, 2023, representatives of the Company began making presentations to investors regarding the Company's financial results for the quarter and six months ended September 30, 2023 using slides attached to this Current Report on Form 8-K as Exhibit 99.2 (the “Investor Presentation”) and incorporated herein by reference. The Company expects to use the Investor Presentation, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others during the fiscal year ended March 31, 2024.

By filing this Current Report on Form 8-K and furnishing the information contained herein, the Company makes no admission as to the materiality of any information in this report that is required to be disclosed solely by reason of Regulation FD.

The information contained in the Investor Presentation is summary information that is intended to be considered in the context of the Company's Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company undertakes no duty or obligation to publicly update or revise the information contained in this report, although it may do so from time to time as its management believes is warranted. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure.

The information presented in Items 2.02 and 7.01 of this Current Report on Form 8-K and Exhibits 99.1 and 99.2 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, unless the Company specifically states that the information is to be considered “filed” under the Exchange Act or specifically incorporates it by reference into a filing under the Securities Act of 1933, as amended, or the Exchange Act.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

See Exhibit Index immediately following the signature page.

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.


Dated: November 2, 2023	PRESTIGE CONSUMER HEALTHCARE INC.

	By:	/s/ Christine Sacco
		Christine Sacco
		Chief Financial Officer

EXHIBIT INDEX


Exhibit						Description

99.1						Press Release dated November 2, 2023 announcing the Company's financial results for the fiscal quarter and six months ended September 30, 2023 (furnished only).
99.2						Investor Presentation in use beginning November 2 , 202 3 (furnished only).
104						Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

Exhibit 99.1

Prestige Consumer Healthcare Inc. Reports Second Quarter Fiscal 2024 Results

◦Revenue of $286.3 Million in Q2, Ahead of Outlook

◦Diluted EPS of $1.07 in Q2, Up Over 5% Versus Prior Year

◦Reduced Leverage Ratio to 3.0x at Quarter End

◦Reaffirming Full-Year Fiscal 2024 Revenue, Earnings, and Cash Flow Outlook

TARRYTOWN, N.Y.--(GLOBE NEWSWIRE)-November 2, 2023-- Prestige Consumer Healthcare Inc. (NYSE:PBH) today reported financial results for its second quarter and first six months ended September 30, 2023.

“Our second quarter results build on a strong first quarter performance thanks to our diverse and leading portfolio of brands and broad distribution. This stable top-line performance was amplified by our strong financial model and resulted in second quarter mid-single-digit earnings growth versus prior year. The earnings growth translated into robust free cash flow that we used for debt reduction and resulting leverage which will enable further disciplined capital deployment,” said Ron Lombardi, Chief Executive Officer of Prestige Consumer Healthcare.

Second Fiscal Quarter Ended September 30, 2023

Reported revenues in the second quarter of fiscal 2024 of $286.3 million compared to a record $289.3 million in the second quarter of fiscal 2023. Revenues decreased 0.7% versus the prior year second quarter excluding the impact of foreign currency. The revenue performance for the quarter was led by Cough & Cold and Ear & Eye Care category performances in North America and strong International OTC segment growth versus the prior year comparable period, offset by declines in certain other categories and the planned strategic exit of private label revenues.

Reported net income for the second quarter of fiscal 2024 totaled $53.6 million, compared to the prior year second quarter’s net income of $51.0 million. Diluted earnings per share of $1.07 for the second quarter of fiscal 2024 increased 5.4% versus $1.02 in the prior year comparable period.

Six Months Ended September 30, 2023

Reported revenues for the first six months of fiscal 2024 totaled $565.6 million and compared to revenues of $566.3 million for the first six months of fiscal 2023. Revenues increased 0.5% versus the prior year six-month period, excluding the impact of foreign currency. The revenue growth for the first six months was driven by International OTC segment performance and strong Dermatological category sales in North America, offset by lower Women’s Health category sales and the strategic exit of private label revenues.

Reported net income for the first six months of fiscal 2024 totaled $106.8 million versus the prior year comparable period net income of $106.3 million. Diluted earnings per share were $2.13 for the first six months of fiscal 2024 increased compared to diluted earnings per share of $2.11 in the prior year comparable period.

Free Cash Flow and Balance Sheet

The Company's net cash provided by operating activities for the second quarter fiscal 2024 was $62.5 million, compared to $57.5 million during the prior year comparable period. Non-GAAP free cash flow in the second quarter of fiscal 2024 was $59.5 million compared to $55.2 million in the prior year second quarter. The Company's net cash provided by operating activities for the first six months of fiscal 2024 was $110.5 million, compared to $115.8 million during the prior year comparable period. Non-GAAP free cash flow in the first six months of fiscal 2024 was $106.1 million compared to $112.4 million in the prior year comparable period, with the change attributable to the timing of working capital.

In the first quarter fiscal 2024, the Company repurchased approximately 0.4 million shares at a total investment of $25.0 million, completing its previously authorized share repurchase program.

The Company's net debt position as of September 30, 2023 was approximately $1.2 billion, resulting in a covenant-defined leverage ratio of 3.0x.

Segment Review

North American OTC Healthcare: Segment revenues of $244.4 million for the second quarter fiscal 2024 decreased 3.0% compared to the prior year comparable quarter's record segment revenues of $252.1 million. The revenue performance for the quarter was driven by lower sales in Women’s Health and certain other categories as well as the strategic exit of private label, partially offset by strong performance in the Cough & Cold and Ear & Eye Care categories.

For the first six months of the current fiscal year, reported revenues for the North American OTC segment were $490.6 million, which compared to $494.6 million in the prior year comparable period. The change was attributable to lower sales in the Women’s Health category, partially offset by higher sales in other categories including Dermatologicals, Ear & Eye Care, and Gastrointestinal.

International OTC Healthcare: Fiscal second quarter 2024 segment revenues were $41.9 million compared to $37.2 million reported in the prior year comparable period. The increase in revenue versus the prior year second quarter was driven by strong Eye & Ear Care and Women’s Health sales, partially offset by a $0.7 million currency headwind.

For the first six months of the current fiscal year, reported revenues for the International OTC Healthcare segment were $75.1 million, an increase of approximately 5% over the prior year comparable period’s revenues of $71.8 million or an increase of 8.5% after excluding the impact a $2.6M foreign currency headwind. The strong sales growth exceeded the Company’s long-term growth expectation for the segment.

Commentary Reaffirming Outlook for Fiscal 2024

Ron Lombardi, Chief Executive Officer, stated, “We were pleased with our top-line performance against a record result in Q2 of the prior year. This was driven by our continued brand-building efforts and growth in multiple categories including Cough & Cold and Ear & Eye Care as well as our International segment. The resulting strong profitability and free cash flow enabled our continued disciplined capital deployment, which reduced debt by $55 million in the quarter and improved our leverage to 3.0x and the end of September.”

“Looking ahead, we are reaffirming our fiscal 2024 outlook that includes solid sales and earnings growth expectations. While we anticipate a continued dynamic macro environment, our diverse

portfolio of brands in a resilient needs-based section of the store leave us well positioned to continue to create long-term shareholder value,” Mr. Lombardi concluded.


			Reaffirmed Fiscal 2024 Outlook
Revenue			$1,135 to $1,140 million
Organic Revenue Growth			1% to 2%
Diluted E.P.S.			$4.27 to $4.32
Free Cash Flow			$240 million or more

Fiscal Second Quarter 2024 Conference Call, Accompanying Slide Presentation and Replay

The Company will host a conference call to review its second quarter fiscal 2024 results today, November 2, 2023 at 8:30 a.m. ET. The Company provides a live Internet webcast, a slide presentation to accompany the call, as well as an archived replay, all of which can be accessed from the Investor Relations page of the Company's website at www.prestigeconsumerhealthcare.com. To participate in the conference call via phone, participants may register for the call here to receive dial-in details and a unique pin. While not required, it is recommended to join 10 minutes prior to the event start. The slide presentation can be accessed from the Investor Relations page of the website by clicking on Webcasts and Presentations.

A conference call replay will be available for approximately one week following completion of the live call and can be accessed on the Company’s Investor Relations page.

Non-GAAP and Other Financial Information

In addition to financial results reported in accordance with generally accepted accounting principles (GAAP), we have provided certain non-GAAP financial information in this release to aid investors in understanding the Company's performance. Each non-GAAP financial measure is defined and reconciled to its most closely related GAAP financial measure in the “About Non-GAAP Financial Measures” section at the end of this earnings release.

Note Regarding Forward-Looking Statements

This news release contains "forward-looking statements" within the meaning of the federal securities laws that are intended to qualify for the Safe Harbor from liability established by the Private Securities Litigation Reform Act of 1995. "Forward-looking statements" generally can be identified by the use of forward-looking terminology such as "outlook," "projected," "may," "will," "would," "expect," "anticipate," or "continue" (or the negative or other derivatives of each of these terms) or similar terminology. The "forward-looking statements" include, without limitation, statements regarding the Company's future operating results including revenues, organic growth, diluted earnings per share, and free cash flow, the Company’s disciplined capital deployment, the Company’s brand-building efforts, the impact of the macro environment, and the Company’s ability to create shareholder value. These statements are based on management’s estimates and assumptions with respect to future events and financial performance and are believed to be reasonable, though are inherently uncertain and difficult to predict. Actual results could differ materially from those expected as a result of a variety of factors, including the impact of business and economic conditions, including as a result of labor shortages, inflation and geopolitical instability, consumer trends, the impact of the Company’s advertising and marketing and new product development initiatives, customer inventory management initiatives, fluctuating foreign exchange rates, competitive pressures, and the ability of the Company’s manufacturing operations and third party manufacturers and logistics providers and suppliers to meet

demand for its products and to avoid inflationary cost increases and disruption as a result of labor shortages. A discussion of other factors that could cause results to vary is included in the Company’s Annual Report on Form 10-K for the year ended March 31, 2023 and other periodic reports filed with the Securities and Exchange Commission.

About Prestige Consumer Healthcare Inc.

Prestige Consumer Healthcare is a leading consumer healthcare products company with sales throughout the U.S. and Canada, Australia, and in certain other international markets. The Company’s diverse portfolio of brands include Monistat® and Summer’s Eve® women’s health products, BC® and Goody's® pain relievers, Clear Eyes® and TheraTears® eye care products, DenTek® specialty oral care products, Dramamine® motion sickness treatments, Fleet® enemas and glycerin suppositories, Chloraseptic® and Luden’s® sore throat treatments and drops, Compound W® wart treatments, Little Remedies® pediatric over-the-counter products, Boudreaux’s Butt Paste® diaper rash ointments, Nix® lice treatment, Debrox® earwax remover, Gaviscon® antacid in Canada, and Hydralyte® rehydration products and the Fess® line of nasal and sinus care products in Australia. Visit the Company’s website at www.prestigeconsumerhealthcare.com.

Prestige Consumer Healthcare Inc.

Condensed Consolidated Statements of Income and Comprehensive Income

(Unaudited)


	Three Months Ended September 30,				Six Months Ended September 30,
(In thousands, except per share data)	2023		2022		2023		2022



Total Revenues	$	286,316	$	289,273	$	565,625	$	566,332

Cost of Sales
Cost of sales excluding depreciation	124,324		126,384		246,978		241,380
Cost of sales depreciation	1,972		1,880		3,954		3,824
Cost of sales	126,296		128,264		250,932		245,204
Gross profit	160,020		161,009		314,693		321,128

Operating Expenses
Advertising and marketing	40,102		43,819		76,333		83,770
General and administrative	25,997		26,438		53,684		53,152
Depreciation and amortization	5,671		6,368		11,232		12,808


Total operating expenses	71,770		76,625		141,249		149,730
Operating income	88,250		84,384		173,444		171,398

Other expense


Interest expense, net	17,606		16,979		35,325		32,271

Other (income) expense, net	229		812		(1,009)		1,637
Total other expense, net	17,835		17,791		34,316		33,908
Income before income taxes	70,415		66,593		139,128		137,490
Provision for income taxes	16,856		15,570		32,293		31,195
Net income	$	53,559	$	51,023	$	106,835	$	106,295

Earnings per share:
Basic	$	1.08	$	1.02	$	2.15	$	2.12
Diluted	$	1.07	$	1.02	$	2.13	$	2.11

Weighted average shares outstanding:
Basic	49,687		49,804		49,727		50,033
Diluted	50,081		50,265		50,138		50,496

Comprehensive income, net of tax:
Currency translation adjustments	(3,784)		(7,118)		(4,430)		(16,637)

Net loss on termination of pension plan	—		—		—		(790)

Total other comprehensive loss	(3,784)		(7,118)		(4,430)		(17,427)
Comprehensive income	$	49,775	$	43,905	$	102,405	$	88,868

Prestige Consumer Healthcare Inc.

Condensed Consolidated Balance Sheets

(Unaudited)


(In thousands)	September 30, 2023		March 31, 2023

Assets
Current assets
Cash and cash equivalents	$	60,067	$	58,489
Accounts receivable, net of allowance of $21,994 and $20,205, respectively	158,456		167,016
Inventories	161,283		162,121

Prepaid expenses and other current assets	8,392		4,117

Total current assets	388,198		391,743

Property, plant and equipment, net	70,700		70,412
Operating lease right-of-use assets	12,134		14,923
Finance lease right-of-use assets, net	2,870		4,200
Goodwill	526,860		527,553
Intangible assets, net	2,328,250		2,341,893
Other long-term assets	3,862		3,005

Total Assets	$	3,332,874	$	3,353,729

Liabilities and Stockholders' Equity
Current liabilities


Accounts payable	44,381		62,743
Accrued interest payable	15,635		15,688
Operating lease liabilities, current portion	6,732		6,926
Finance lease liabilities, current portion	2,876		2,834
Other accrued liabilities	60,080		72,524

Total current liabilities	129,704		160,715





Long-term debt, net	1,262,972		1,345,788

Deferred income tax liabilities	388,481		380,434
Long-term operating lease liabilities, net of current portion	6,644		9,876
Long-term finance lease liabilities, net of current portion	218		1,667
Other long-term liabilities	8,896		8,165
Total Liabilities	1,796,915		1,906,645













Total Stockholders' Equity	1,535,959		1,447,084
Total Liabilities and Stockholders' Equity	$	3,332,874	$	3,353,729

Prestige Consumer Healthcare Inc.

Condensed Consolidated Statements of Cash Flows

(Unaudited)


	Six Months Ended September 30,
(In thousands)	2023		2022
Operating Activities
Net income	$	106,835	$	106,295
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization	15,186		16,632

Loss on disposal of property and equipment	191		94
Deferred income taxes	9,721		4,211
Amortization of debt origination costs	2,302		1,798

Stock-based compensation costs	7,834		7,323




Non-cash operating lease cost	2,816		2,984

Other	—		447
Changes in operating assets and liabilities:
Accounts receivable	4,415		(8,276)
Inventories	223		(21,810)
Prepaid expenses and other current assets	(3,814)		(1,501)
Accounts payable	(18,820)		1,016
Accrued liabilities	(11,764)		9,788
Operating lease liabilities	(3,493)		(3,201)

Other	(1,085)		(13)
Net cash provided by operating activities	110,547		115,787

Investing Activities
Purchases of property, plant and equipment	(4,411)		(3,423)





Other	3,800		—


Net cash provided by (used in) investing activities	(611)		(3,423)

Financing Activities



Term loan repayments	(85,000)		(40,000)

Borrowings under revolving credit agreement	—		20,000
Repayments under revolving credit agreement	—		(20,000)

Payments of finance leases	(1,403)		(1,369)
Proceeds from exercise of stock options	9,183		1,489


Fair value of shares surrendered as payment of tax withholding	(5,508)		(5,450)
Repurchase of common stock	(25,000)		(50,000)
Net cash used in financing activities	(107,728)		(95,330)

Effects of exchange rate changes on cash and cash equivalents	(630)		(1,777)
Increase (decrease) in cash and cash equivalents	1,578		15,257
Cash and cash equivalents - beginning of period	58,489		27,185
Cash and cash equivalents - end of period	$	60,067	$	42,442

Interest paid	$	33,706	$	19,016
Income taxes paid	$	25,118	$	15,689

Prestige Consumer Healthcare Inc.

Condensed Consolidated Statements of Income

Business Segments

(Unaudited)



	Three Months Ended September 30, 2023
(In thousands)	North American OTC Healthcare		International OTC Healthcare		Consolidated
Total segment revenues*	$	244,423	$	41,893	$	286,316
Cost of sales	107,466		18,830		126,296
Gross profit	136,957		23,063		160,020
Advertising and marketing	35,389		4,713		40,102
Contribution margin	$	101,568	$	18,350	$	119,918
Other operating expenses					31,668
Operating income					$	88,250

*Intersegment revenues of $0.6 million were eliminated from the North American OTC Healthcare segment.


	Six Months Ended September 30, 2023
(In thousands)	North American OTC Healthcare		International OTC Healthcare		Consolidated
Total segment revenues*	$	490,566	$	75,059	$	565,625
Cost of sales	217,542		33,390		250,932
Gross profit	273,024		41,669		314,693
Advertising and marketing	66,790		9,543		76,333
Contribution margin	$	206,234	$	32,126	$	238,360
Other operating expenses					64,916
Operating income					$	173,444

*Intersegment revenues of $2.0 million were eliminated from the North American OTC Healthcare segment.


	Three Months Ended September 30, 2022
(In thousands)	North American OTC Healthcare		International OTC Healthcare		Consolidated
Total segment revenues*	$	252,054	$	37,219	$	289,273
Cost of sales	113,533		14,731		128,264
Gross profit	138,521		22,488		161,009
Advertising and marketing	39,316		4,503		43,819
Contribution margin	$	99,205	$	17,985	$	117,190
Other operating expenses					32,806
Operating income					$	84,384

* Intersegment revenues of $1.1 million were eliminated from the North American OTC Healthcare segment.


	Six Months Ended September 30, 2022
(In thousands)	North American OTC Healthcare		International OTC Healthcare		Consolidated
Total segment revenues*	$	494,572	$	71,760	$	566,332
Cost of sales	216,454		28,750		245,204
Gross profit	278,118		43,010		321,128
Advertising and marketing	74,728		9,042		83,770
Contribution margin	$	203,390	$	33,968	$	237,358
Other operating expenses					65,960
Operating income					$	171,398

* Intersegment revenues of $1.7 million were eliminated from the North American OTC Healthcare segment.

About Non-GAAP Financial Measures

In addition to financial results reported in accordance with GAAP, we disclose certain Non-GAAP financial measures ("NGFMs"), including, but not limited to, Non-GAAP Organic Revenues, Non-GAAP Organic Revenue Change Percentage, Non-GAAP EBITDA, Non-GAAP EBITDA Margin, Non-GAAP Free Cash Flow, and Net Debt.

We use these NGFMs internally, along with GAAP information, in evaluating our operating performance and in making financial and operational decisions. We believe that the presentation of these NGFMs provides investors with greater transparency, and provides a more complete understanding of our business than could be obtained absent these disclosures, because the supplemental data relating to our financial condition and results of operations provides additional ways to view our operation when considered with both our GAAP results and the reconciliations below. In addition, we believe that the presentation of each of these NGFMs is useful to investors for period-to-period comparisons of results in assessing shareholder value, and we use these NGFMs internally to evaluate the performance of our personnel and also to evaluate our operating performance and compare our performance to that of our competitors.

These NGFMs are not in accordance with GAAP, should not be considered as a measure of profitability or liquidity, and may not be directly comparable to similarly titled NGFMs reported by other companies. These NGFMs have limitations and they should not be considered in isolation from or as an alternative to their most closely related GAAP measures reconciled below. Investors should not rely on any single financial measure when evaluating our business. We recommend investors review the GAAP financial measures included in this earnings release. When viewed in conjunction with our GAAP results and the reconciliations below, we believe these NGFMs provide greater transparency and a more complete understanding of factors affecting our business than GAAP measures alone.

NGFMs Defined

We define our NGFMs presented herein as follows:

•Non-GAAP Organic Revenues: GAAP Total Revenues excluding the impact of foreign currency exchange rates in the periods presented.

•Non-GAAP Organic Revenue Change Percentage: Calculated as the change in Non-GAAP Organic Revenues from prior year divided by prior year Non-GAAP Organic Revenues.

•Non-GAAP EBITDA: GAAP Net Income before interest expense, net, provision for income taxes, and depreciation and amortization.

•Non-GAAP EBITDA Margin: Calculated as Non-GAAP EBITDA divided by GAAP Total Revenues.

•Non-GAAP Free Cash Flow: Calculated as GAAP Net cash provided by operating activities less cash paid for capital expenditures.

•Net Debt: Calculated as total principal amount of debt outstanding ($1,275,000 at September 30, 2023) less cash and cash equivalents ($60,067 at September 30, 2023). Amounts in thousands.

The following tables set forth the reconciliations of each of our NGFMs (other than Net Debt, which is reconciled above) to their most directly comparable financial measures presented in accordance with GAAP.

Reconciliation of GAAP Total Revenues to Non-GAAP Organic Revenues and related Non-GAAP Organic Revenue Change percentage:


	Three Months Ended September 30,					Six Months Ended September 30,
	2023			2022		2023			2022
(In thousands)
GAAP Total Revenues	$	286,316		$	289,273	$	565,625		$	566,332
Revenue Change	(1.0)		%			(0.1)		%
Adjustments:



Impact of foreign currency exchange rates	—			(1,035)		—			(3,759)

Total adjustments	—			(1,035)		—			(3,759)
Non-GAAP Organic Revenues	$	286,316		$	288,238	$	565,625		$	562,573
Non-GAAP Organic Revenue Change	(0.7)		%			0.5		%

Reconciliation of GAAP Net Income to Non-GAAP EBITDA and related Non-GAAP EBITDA Margin:


	Three Months Ended September 30,						Six Months Ended September 30,
	2023			2022			2023			2022
(In thousands)
GAAP Net Income	$	53,559		$	51,023		$	106,835		$	106,295
Interest expense, net	17,606			16,979			35,325			32,271
Provision for income taxes	16,856			15,570			32,293			31,195
Depreciation and amortization	7,643			8,248			15,186			16,632
Non-GAAP EBITDA	$	95,664		$	91,820		$	189,639		$	186,393
Non-GAAP EBITDA Margin	33.4		%	31.7		%	33.5		%	32.9		%

Reconciliation of GAAP Net Income to Non-GAAP Free Cash Flow:


	Three Months Ended September 30,				Six Months Ended September 30,
	2023		2022		2023		2022
(In thousands)
GAAP Net Income	$	53,559	$	51,023	$	106,835	$	106,295
Adjustments:
Adjustments to reconcile net income to net cash provided by operating activities as shown in the Statement of Cash Flows	19,862		17,255		38,050		33,489
Changes in operating assets and liabilities as shown in the Statement of Cash Flows	(10,961)		(10,738)		(34,338)		(23,997)
Total adjustments	8,901		6,517		3,712		9,492
GAAP Net cash provided by operating activities	62,460		57,540		110,547		115,787

Purchases of property and equipment	(2,934)		(2,376)		(4,411)		(3,423)
Non-GAAP Free Cash Flow	$	59,526	$	55,164	$	106,136	$	112,364

Outlook for Fiscal Year 2024:

Reconciliation of Projected GAAP Net cash provided by operating activities to Projected Non-GAAP Free Cash Flow:




(In millions)
Projected FY'24 GAAP Net cash provided by operating activities	$	250
Additions to property and equipment for cash	(10)
Projected FY'24 Non-GAAP Free Cash Flow	$	240

Second Quarter FY 2024 Results November 2nd, 2023 Exhibit 99.2

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Safe Harbor Disclosure This presentation contains certain “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995, such as statements regarding the Company’s expected financial performance, including revenues, organic revenue growth, diluted EPS, free cash flow, and leverage; the Company’s execution on its brand-building strategy; the expected market share and consumption trends for the Company’s brands; the Company’s expected growth, including with respect to online sales; and the Company’s capital allocation strategy. Words such as “anticipate,” “continue,” “positioned,” “will,” “expect,” “outlook,” “focus,” “may,” “should,” “could,” “would,” and similar expressions identify forward-looking statements. Such forward-looking statements represent the Company’s expectations and beliefs and involve a number of known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those expressed or implied by such forward-looking statements. These factors include, among others, the impact of geopolitical instability, including on economic and business conditions; consumer trends; disruptions to manufacturing, distribution and supply chain and related price increases; labor shortages; competitive pressures; the impact of the Company’s advertising and promotional and new product development initiatives; customer inventory management initiatives; the ability to pass along rising costs to customers without impacting sales; fluctuating foreign exchange rates; and other risks set forth in Part I, Item 1A. Risk Factors in the Company’s Annual Report on Form 10-K for the year ended March 31, 2023. You are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date this presentation. Except to the extent required by applicable law, the Company undertakes no obligation to update any forward-looking statement contained in this presentation, whether as a result of new information, future events, or otherwise. All adjusted GAAP numbers presented are footnoted and reconciled to their closest GAAP measurement in the attached reconciliation schedule or in our November 2, 2023 earnings release in the “About Non-GAAP Financial Measures” section.

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Agenda for Today’s Discussion I. Performance Update II. Financial Overview III. FY 24 Outlook 3

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S I. Performance Update

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Continued Strong Results in Q2 FY 24 ◼ Solid quarterly Revenue of $286.3 million, similar to prior year’s record level ◼ Consumers continue to seek the benefits of trusted consumer healthcare brands ◼ Continue to benefit from leading & diversified portfolio ◼ Gross Margin as expected with sequential improvement ◼ Solid financial profile and resulting Free Cash Flow(2) generation ◼ Continued focus on disciplined capital allocation resulting in leverage of 3.0x(3) ◼ Capital allocation priorities remain unchanged Q2 FY 24 Sales Drivers Disciplined Capital Allocation Superior Earnings and FCF 5

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S New Collateral Across Social & Digital ◼ National exposure on Amazon Prime Thursday Night Football ◼ Amazon brand store views more than doubled after 1st game “Get to Good” Campaign Driving Consumption >3x the Category ◼ High-touch, omnichannel media driving awareness across channels ◼ Improved brand visibility connecting with new customers 6 Highly Visible National Media 9 NFL Games 25 Million Estimated Impressions Brand-Building through Robust Omnichannel Campaigns

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Strong Online Growth via Strategic Conversion Campaigns 7 ◼ Continued strong performance across all eCommerce partners +6% *Retail sales as of 9.30.2023 Engaging Content Driving Traffic & Conversion Continuing to Upgrade User Experience

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S II. Financial Overview

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Second Quarter and 1H FY 24 Performance Highlights FY 24 FY 23 Dollar values in millions, except per share data. $286.3 $95.7 $1.07 $289.3 $91.8 $1.02 Revenues EBITDA EPS (1.0%) 4.2% 5.4% 9 Q 2 $565.6 $189.6 $2.13 $566.3 $186.4 $2.11 Revenues EBITDA EPS (0.1%) 1.7% 1.2% Revenues of $286.3 million, down 0.7% versus record PY excluding FX EPS of $1.07 up 5.4% versus PY Q2 EBITDA(2) of $95.7 million up 4.2% versus PY Q2 1 H (2) (2)

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S 3 Months Ended 1H Comments FY 24 Second Quarter and 1H Consolidated Financial Summary ◼ Organic Revenue(1) approximately flat vs. record PY, as expected – Continued growth in eCommerce up mid-single-digits vs. PY – Benefitting from effect of diverse portfolio ◼ Gross Margin of 55.6% as expected ◼ A&M of 13.5% of Revenues ◼ G&A of 9.5% of Revenues, consistent with PY ◼ Diluted EPS up slightly vs. PY Dollar values in millions, except per share data; D&A excludes COGS D&A 10 6 Months Ended Q2 FY 24 Q2 FY 23 % Chg 1H FY 24 1H FY 23 % Chg Total Revenues 286.3$ 289.3$ (1.0%) 565.6$ 566.3$ (0.1%) Gross Margin 160.0 161.0 (0.6%) 314.7 321.1 (2.0%) % Margin 55.9% 55.7% 55.6% 56.7% A&M 40.1 43.8 (8.5%) 76.3 83.8 (8.9%) % Total Revenues 14.0% 15.1% 13.5% 14.8% G&A 26.0 26.4 (1.7%) 53.7 53.2 1.0% % Total Revenues 9.1% 9.1% 9.5% 9.4% D&A 5.7 6.4 (10.9%) 11.2 12.8 (12.3%) Operating Income 88.3$ 84.4$ 4.6% 173.4$ 171.4$ 1.2% % Margin 30.8% 29.2% 30.7% 30.3% Diluted Earnings Per Share 1.07$ 1.02$ 5.4% 2.13$ 2.11$ 1.2% EBITDA 95.7$ 91.8$ 4.2% 189.6$ 186.4$ 1.7% % Margin 33.4% 31.7% 33.5% 32.9%

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S $59.5 $106.1 $55.2 $112.4 Free Cash Flow Free Cash Flow Free Cash Flow(2) Comments ◼ Total 1H FY 24 Free Cash Flow(2) of $106.1 million down 5.5% vs. PY due to the timing of working capital ◼ Net Debt(2) at September 30 of $1.2 billion; leverage ratio(3) of 3.0x at end of Q2 – Aligned with long-term leverage(3) target of less than 3.0x – Capital allocation priorities remain unchanged Strong Free Cash Flow Enabling Reduced Leverage Q2 FY 24 Q2 FY 23 7.9% Dollar values in millions 11 1H FY 24 1H FY 23 (5.5%)

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S III. FY 24 Outlook

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Outlook: Staying the Strategic Course to Create Value ◼ Strategy delivering with growing and well-positioned business ◼ Agile brand-building positions portfolio for further growth ◼ Revenue of $1,135 million to $1,140 million — Organic growth of 1% to 2% ex-FX — Organic growth of 2% to 3% when excluding strategic exit of private label business ◼ Anticipate diluted EPS at the higher end of the $4.27 to $4.32 outlook ◼ Free Cash Flow(4) of $240 million or more ◼ Continue to execute disciplined capital allocation strategy ◼ Anticipate Net Debt / EBITDA below 3.0x by year-end FY 24 13 Top Line Trends Free Cash Flow & Allocation EPS

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Q&A

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S Appendix (1) Organic Revenue is a Non-GAAP financial measure and is reconciled to the most closely related GAAP financial measure in the attached Reconciliation Schedules and / or our earnings release dated November 2, 2023 in the “About Non-GAAP Financial Measures” section. (2) EBITDA & EBITDA Margin, Free Cash Flow, and Net Debt are Non GAAP financial measures and are reconciled to their most closely related GAAP financial measures in the attached Reconciliation Schedules and / or in our earnings release dated November 2, 2023 in the “About Non GAAP Financial Measures” section. (3) Leverage ratio reflects Net Debt / covenant defined EBITDA. (4) Free Cash Flow for FY 24 is a projected Non-GAAP financial measure, is reconciled to projected GAAP Net Cash Provided by Operating Activities in the attached Reconciliation Schedules and / or in our earnings release in the “About Non-GAAP Financial Measures” section and is calculated based on projected Net Cash Provided by Operating Activities less projected capital expenditures plus cash payments associated with discrete items. 15

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S EBITDA Margin 16 Reconciliation Schedules Organic Revenue Change Three Months Ended September 30, Six Months Ended September 30, 2023 2022 2023 2022 (In Thousands) GAAP Total Revenues 286,316$ 289,273$ 565,625$ 566,332$ Revenue Change (1.0%) (0.1%) Adjustments: Impact of foreign currency exchange rates - (1,035) - (3,759) Total adjustments -$ (1,035)$ -$ (3,759)$ Non-GAAP Organic Revenues 286,316$ 288,238$ 565,625$ 562,573$ Non-GAAP Organic Revenue Change (0.7%) 0.5% Three Months Ended September 30, Six Months Ended September 30, 2023 2022 2023 2022 (In Thousands) GAAP Net Income 53,559$ 51,023$ 106,835$ 106,295$ Interest expense, net 17,606 16,979 35,325 32,271 Provision for income taxes 16,856 15,570 32,293 31,195 Depreciation and amortization 7,643 8,248 15,186 16,632 Non-GAAP EBITDA 95,664 91,820 189,639 186,393 Non-GAAP EBITDA Margin 33.4% 31.7% 33.5% 32.9%

S E C O N D Q U A R T E R F Y 2 4 R E S U L T S 17 Reconciliation Schedules (Continued) Free Cash Flow Projected Free Cash Flow Three Months Ended September 30, Six Months Ended September 30, 2023 2022 2023 2022 (In Thousands) GAAP Net Income 53,559$ 51,023$ 106,835$ 106,295$ Adjustments: Adjustments to reconcile net income to net cash provided by operating activities as shown in the Statement of Cash Flows 19,862 17,255 38,050 33,489 Changes in operating assets and liabilities as shown in the Statement of Cash Flows (10,961) (10,738) (34,338) (23,997) Total adjustments 8,901 6,517 3,712 9,492 GAAP Net cash provided by operating activities 62,460 57,540 110,547 115,787 Purchase of property and equipment (2,934) (2,376) (4,411) (3,423) Non-GAAP Free Cash Flow 59,526 55,164 106,136 112,364 (In millions) Projected FY'24 GAAP Net cash provided by operating activities 250$ Additions to property and equipment for cash (10) Projected Non-GAAP Free Cash Flow 240

Cover	Nov. 02, 2023
Cover [Abstract]
Document Type	8-K
Document Period End Date	Nov. 02, 2023
Entity Registrant Name	PRESTIGE CONSUMER HEALTHCARE INC.
Entity Central Index Key	0001295947
Amendment Flag	false
Entity Incorporation, State or Country Code	DE
Entity File Number	001-32433
Entity Tax Identification Number	20-1297589
Entity Address, Address Line One	660 White Plains Road
Entity Address, City or Town	Tarrytown
Entity Address, State or Province	NY
Entity Address, Postal Zip Code	10591
City Area Code	914
Local Phone Number	524-6800
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common stock, par value $0.01 per share
Trading Symbol	PBH
Security Exchange Name	NYSE
Entity Emerging Growth Company	false