Energizer Hldgs Inc SEC Filings

Energizer Holdings, Inc. issued $400 million of 6.000% Senior Notes due 2033 on September 22, 2025. The notes were sold to qualified institutional buyers under Rule 144A and to non-U.S. investors pursuant to Regulation S and were issued under an indenture with The Bank of New York Mellon Trust Company, N.A. as trustee. Net proceeds, together with an incremental term loan, will be used to redeem the 2027 Senior Notes, repay a portion of revolver borrowings, pay related fees and for general corporate purposes. The notes are jointly and severally guaranteed on an unsecured basis by the company’s domestic restricted subsidiaries that are borrowers or guarantors under the amended credit agreement. The notes pay interest at 6.000% per annum, mature on September 15, 2033, and include customary optional redemption mechanics, change-of-control purchase triggers and asset-sale purchase provisions; the indenture contains covenants subject to exceptions.

Fuller & Thaler Asset Management, Inc. filed an Amendment No. 2 to Schedule 13G reporting beneficial ownership of 3,896,858.86 shares of Energizer Holdings, Inc. common stock, representing 5.40% of the class as of the filing. The filer states it is a California investment adviser and that the shares are held in the ordinary course of business and not for the purpose of changing or influencing control. The filing breaks out voting and dispositive powers: 3,837,019.86 shares with sole voting power and 3,896,858.86 with sole dispositive power.

A group of affiliated entities and individuals report beneficial ownership of 7,000,000 shares of Energizer Holdings, Inc. common stock, representing 10.25% of the class. The filing states the shares are held with shared voting and shared dispositive power for 7,000,000 shares and that the filing is voluntary as it results from the issuer's repurchase of some shares. The cover pages identify Aqua Capital, Ltd. as the direct holder and describe the ownership chain: Aqua is wholly owned by Durango Capital, Ltd., which is owned 50% by The Apollo Trust and 50% by The Minerva Trust, with Fundacion Omerinta, Brinza International Corp. and Fundacion Barniz holding protector/founder roles. Signatures on the amendment are dated 08/14/2025 and the event date is 08/04/2025.

Energizer Holdings' initial Form 3 reports that Aqua Capital, Ltd. directly owns 7,000,000 shares of common stock. The event date triggering the filing is 08/04/2025 and signatures on the form are dated 08/14/2025. The filing identifies Aqua Capital as a Director and indicates reporting by Durango Capital, Fundacion Omerinta, Brinza International Corp., Fundacion Barniz and Alfredo Jose Diez Ramirez as indirect beneficial owners through a disclosed ownership chain.

Energizer Holdings (ENR) reported a sharp swing to profit for Q3 FY25 (quarter ended 30 Jun 2025). Net sales rose 3.4% YoY to $725.3 m, led by Batteries & Lights (+5%) while Auto Care slipped 1%. A $112.4 m U.S. manufacturing production credit (of which $78.5 m was retroactive) slashed cost of goods, lifting gross margin to 55.1% versus 39.5% a year ago. Operating expenses were well-controlled; combined SG&A, A&P and R&D were flat at $180 m.

With no repeat of the prior-year $110.6 m intangible impairment, ENR posted net earnings of $153.5 m (-$43.8 m). Diluted EPS jumped to $2.13 from -$0.61. Nine-month EPS reached $2.80 (-$0.13). Segment profit climbed 23% to $182.9 m; both Batteries & Lights (+23%) and Auto Care (-10%) benefitted from margin expansion.

Cash & Balance Sheet: Operating cash flow fell to $85.6 m (-67%) on higher working capital and timing of tax refunds. Inventory swelled 32% to $870 m. Cash declined to $171 m, while total debt inched up to $3.22 bn after refinancing its term loan to 2032; net leverage remains high. Shareholders’ equity improved to $183 m as retained earnings turned positive. The company repurchased $62.6 m of stock and paid $66.6 m in dividends.

Strategic actions: Project Momentum restructuring incurred $45.9 m YTD and generated $17.6 m of transition costs; target savings remain >$180 m by FY25. ENR closed two tuck-in deals—APS NV (EU battery capacity) and Centralsul (Brazil auto care)—for <$30 m combined.

Schedule 13G/A (Amendment No. 5) for Energizer Holdings, Inc. (NYSE: ENR) discloses that a group of offshore entities led by Aqua Capital, Ltd. now reports beneficial ownership of 7,000,000 ENR common shares, representing 9.7 % of the outstanding class as of the event date 30 June 2025. Voting and dispositive power over the entire block is reported on a shared basis across six related parties: Aqua Capital, Durango Capital, Fundacion Omerinta, Brinza International Corp., Fundacion Barniz and individual investor Alfredo Jose Diez Ramirez.

The filing is made under Rule 13d-1(d) (passive ownership) and includes the required certification that the shares were not acquired to influence control. A detailed organisational chart shows a multi-layered structure spanning the British Virgin Islands, Panama, Belize and Bermuda trusts, with Durango Capital wholly owning Aqua Capital, itself directly holding the ENR shares.

• CUSIP: 29272W109
• Percent of Class: 9.7 %
• Sole vs Shared Power: 0 / 7,000,000 (voting & dispositive)
• Signatures dated: 8 July 2025

The disclosure signals the presence of a single, sizeable passive investor in ENR just below the 10 % reporting threshold that can trigger additional regulatory obligations.