Item 1.01 Entry into a Material Definitive Agreement.
Credit Facility
As previously disclosed, on April 3, 2020, the Company entered into a senior
secured revolving credit facility in an aggregate principal amount of $425
million dated March 28, 2020, by and among the Company and certain subsidiaries
of the Company and Bank of America, N.A. ("BofA"), as administrative agent and
collateral agent, and the several lenders from time to time party thereto (the
"Credit Agreement"). Also, as previously disclosed, in connection with entry
into the Credit Agreement, the Company and its material domestic subsidiaries
(the "Guarantors") entered into a Guarantee Agreement with BofA, as collateral
agent (the "Guarantee Agreement") and a Collateral Agreement with BofA, as
collateral agent (the "Collateral Agreement").
In connection with the Acquisition, on the Closing Date, Cremo and Cremo
Company, LLC, a California limited liability company and wholly owned subsidiary
of Cremo (together with Cremo, the "New Guarantors"), entered into (1) a
Supplement No. 1 to the Guarantee Agreement, pursuant to which the New
Guarantors agreed to unconditionally guarantee the payment and performance when
due of the Guaranteed Obligations of both the Company and the Guarantors,
jointly and severally, under the Credit Agreement (the "Guarantee Supplement")
and (2) a Supplement No. 1 to the Collateral Agreement pursuant to which the New
Guarantors granted a first-priority security interest in substantially all of
their assets, subject to certain exceptions, to secure the Company's obligations
under the Credit Agreement (the "Collateral Supplement").
Copies of the Guarantee Supplement and the Collateral Supplement are filed with
this Current Report on Form 8-K as Exhibits 10.1 and 10.2, respectively and are
incorporated herein by reference. The foregoing summaries of the Guarantee
Supplement and the Collateral Supplement are not intended to be complete and are
qualified in their entirety by reference to the text of each agreement.

Fourth Supplemental Indenture to 2011 Indenture In connection with the Acquisition, on the Closing Date, the Company, the New Guarantors, certain other Subsidiaries of the Company party thereto and The Bank of New York Mellon Trust Company, N.A., as trustee (the "Trustee"), entered into a Fourth Supplemental Indenture (the "Fourth Supplemental Indenture") supplementing the Indenture, dated as of May 19, 2011 (the "Base Indenture"), among the Company, certain subsidiaries of the Company party thereto and the Trustee, as supplemented by (a) the Second Supplemental Indenture, dated as of May 24, 2012 ("Supplemental Indenture No. 2"), relating to the Base Indenture and the issuance of the Company's 4.700% Senior Notes due 2022 (the "2022 Senior Notes") and (b) the Third Supplemental Indenture, dated as of April 3, 2020, relating to the Base Indenture and the 2022 Senior Notes ("Supplemental Indenture No. 3"; the Base Indenture as modified by Supplemental Indenture No. 2; and Supplemental Indenture No. 3, the "2022 Indenture"). Pursuant to the Fourth Supplemental Indenture, the New Guarantors agreed to jointly and severally unconditionally guarantee the payment and performance when due of the obligations under the 2022 Indenture and the 2022 Senior Notes. A copy of the Fourth Supplemental Indenture is filed with this Current Report on Form 8-K as Exhibit 10.3 and is incorporated herein by reference. The foregoing summary of the Fourth Supplemental Indenture is not intended to be complete and is qualified in its entirety by reference to the text of the agreement.

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First Supplemental Indenture to 2020 Indenture In connection with the Acquisition, on the Closing Date, the Company, the New Guarantors and the Trustee entered into a First Supplemental Indenture (the "First Supplemental Indenture") supplementing the Indenture, dated as of May 22, 2020, among the Company, certain subsidiaries of the Company party thereto and the Trustee (the "2028 Indenture") relating to the issuance of the Company's 5.500% Senior Notes due 2028 (the "2028 Senior Notes"). Pursuant to the First Supplemental Indenture, the New Guarantors agreed to jointly and severally unconditionally guarantee the payment and performance when due of the obligations under the 2028 Indenture and the 2028 Senior Notes. A copy of the First Supplemental Indenture is filed with this Current Report on Form 8-K as Exhibit 10.4 and is incorporated herein by reference. The foregoing summary of the First Supplemental Indenture is not intended to be complete and is qualified in its entirety by reference to the text of the agreement.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant. The information set forth in Item 1.01 of this Current Report on Form 8-K is incorporated by reference herein.




Item 8.01 Other Events.
The information set forth in the Introductory Note above is incorporated by
reference into this Item 8.01.
On September 3, 2020, the Company issued a press release announcing the
completion of the Acquisition. A copy of the press release is attached hereto as
Exhibit 99.1 and is incorporated by reference herein.


Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
  Exhibit No.                                      Description
                   Supplement No. 1 to Guarantee Agreement, dated as of September 2, 2020, by
      10.1       Cremo Holding Company, LLC and Cremo Company, LLC.
                   Supplement No. 1 to Collateral Agreement, dated as of September 2, 2020, by
      10.2       Cremo Holding Company, LLC and Cremo Company, LLC.
                   Fourth Supplemental Indenture, dated as of September 2, 2020, by and among
      10.3       Edgewell Personal Care Company, Cremo Holding Company, LLC, Cremo Company, LLC,
                 the other Guarantors party thereto and The Bank of New York Mellon Trust
                 Company, N.A., as trustee.
                   First Supplemental Indenture, dated as of September 2, 2020, by and among
      10.4       Edgewell Personal Care Company, Cremo Holding Company, LLC, Cremo Company, LLC
                 and The Bank of New York Mellon Trust Company, N.A., as trustee.
      99.1         Press Release, issued on September 3, 2020.
      104        Cover Page Interactive Data File (embedded within the Inline XBRL document).



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