RESULTS OF OPERATIONS
We manufacture, market and sell beauty products including those in the skin
care, makeup, fragrance and hair care categories, which are distributed in
approximately 150 countries and territories. The following table is a
comparative summary of operating results for fiscal 2022, 2021 and 2020 and
reflects the basis of presentation described in Item 8. Financial Statements and
Supplementary Data - Note 2 - Summary of Significant Accounting Policies and
Note 22 - Segment Data and Related Information for all periods
presented. Products and services that do not meet our definition of skin care,
makeup, fragrance and hair care have been included in the "other" category.

                                                                          Year Ended June 30
(In millions)                                                 2022               2021               2020
NET SALES
By Product Category:
Skin Care                                                 $   9,886          $   9,484          $   7,382
Makeup                                                        4,667              4,203              4,794
Fragrance                                                     2,508              1,926              1,563
Hair Care                                                       631                571                515
Other                                                            49                 45                 40
                                                             17,741             16,229             14,294
Returns associated with restructuring and other
activities                                                       (4)               (14)                 -
Net sales                                                 $  17,737          $  16,215          $  14,294

By Region(1):
The Americas                                              $   4,623          $   3,797          $   3,794
Europe, the Middle East & Africa                              7,681              6,946              6,262
Asia/Pacific                                                  5,437              5,486              4,238
                                                             17,741             16,229             14,294
Returns associated with restructuring and other
activities                                                       (4)               (14)                 -
Net sales                                                 $  17,737          $  16,215          $  14,294

OPERATING INCOME (LOSS)
By Product Category:
Skin Care                                                 $   2,753          $   3,036          $   2,125
Makeup                                                          133               (384)            (1,438)
Fragrance                                                       456                215                 17
Hair Care                                                       (28)               (19)               (19)
Other                                                             -                 (2)                 4
                                                              3,314              2,846                689
Charges associated with restructuring and other
activities                                                     (144)              (228)               (83)
Operating income                                          $   3,170          $   2,618          $     606

By Region(1):
The Americas                                              $   1,159          $     518          $  (1,044)
Europe, the Middle East & Africa                              1,360              1,335                997
Asia/Pacific                                                    795                993                736
                                                              3,314              2,846                689
Charges associated with restructuring and other
activities                                                     (144)              (228)               (83)
Operating income                                          $   3,170

$ 2,618 $ 606




(1)The net sales from the Company's travel retail business are included in the
Europe, the Middle East & Africa region, with the exception of net sales of
Dr.Jart+ in the travel retail channel that are reflected in Korea in the
Asia/Pacific region. Operating income attributable to the travel retail sales
included in Europe, the Middle East & Africa is included in that region and in
The Americas.

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The following table presents certain consolidated earnings data as a percentage of net sales:


                                                                                        Year Ended June 30
                                                                       2022                        2021                    2020
Net sales                                                                     100.0  %                100.0  %                100.0  %
Cost of sales                                                                  24.3                    23.6                    24.8
Gross profit                                                                   75.7                    76.4                    75.2

Operating expenses:
Selling, general and administrative                                            55.7                    57.8                    60.4
Restructuring and other charges                                                 0.8                     1.3                     0.5
Goodwill impairment                                                               -                     0.3                     5.7
Impairment of other intangible and long-lived assets                            1.4                     0.8                     4.3
Total operating expenses                                                       57.9                    60.2                    70.9

Operating income                                                               17.9                    16.1                     4.2
Interest expense                                                                0.9                     1.1                     1.1
Interest income and investment income, net                                      0.2                     0.3                     0.3
Other components of net periodic benefit cost                                     -                    (0.1)                      -
Other income, net                                                                 -                     5.2                     3.9

Earnings before income taxes                                                   17.1                    20.5                     7.3
Provision for income taxes                                                     (3.5)                   (2.8)                   (2.4)

Net earnings                                                                   13.6                    17.7                     4.9
Net earnings attributable to noncontrolling interests                             -                    (0.1)                   (0.1)
Net loss (earnings) attributable to redeemable
noncontrolling interest                                                        (0.1)                      -                       -
Net earnings attributable to The Estée Lauder
Companies Inc.                                                                 13.5  %                 17.7  %                  4.8  %

Not adjusted for differences caused by rounding





Period-over-period changes in our net sales are generally attributable to the
impacts from (i) pricing on our base portfolio, including changes in strategic
pricing actions and mix, (ii) volume, including changes driven by the impact of
new product innovation, (iii) acquisitions and/or divestitures, and/or (iv)
foreign currency translation.

The net sales impact from pricing consists of changes in list prices, due to
strategic pricing initiatives, and mix shifts within and among product
categories, geographic regions and distribution channels. The prices at which we
sell our products vary by brand, distribution channel (e.g., wholesale or
direct-to-consumer) and may also vary by country. Our brands and products cover
a broad array of pricing tiers. Prices of skin care and fragrance products are
typically higher than makeup and hair care products.

New product innovation includes the introduction of new products, as well as the
innovation of existing products, including reformulations, regional expansion,
repackaging and sets. A product is considered "new innovation" for the
twelve-month period following the initial shipment date. Our innovation is
launched at different price points than existing products and value derived from
innovation may vary from year to year. We continually introduce new products,
support new and established products through advertising, merchandising and
sampling and phase out existing products that no longer meet the needs of our
consumers or our objectives. The economics of developing, producing, launching,
supporting and discontinuing products impact our sales and operating performance
each period. The introduction of new products often has some cannibalizing
effect on sales of existing products, which we take into account in our business
planning. The impact of new product introductions, including timing compared to
introductions in prior periods, also affects our results.




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Non-GAAP Financial Measures

We use certain non-GAAP financial measures, among other financial measures, to
evaluate our operating performance, which represent the manner in which we
conduct and view our business. Management believes that excluding certain items
that are not comparable from period to period helps investors and others compare
operating performance between periods. While we consider the non-GAAP measures
useful in analyzing our results, they are not intended to replace, or act as a
substitute for, any presentation included in the consolidated financial
statements prepared in conformity with U.S. GAAP. See Reconciliations of
Non-GAAP Financial Measures beginning on page 49 for reconciliations between
non-GAAP financial measures and the most directly comparable U.S. GAAP measures.

We operate on a global basis, with the majority of our net sales generated
outside the United States. Accordingly, fluctuations in foreign currency
exchange rates can affect our results of operations. Therefore, we present
certain net sales, operating results and diluted net earnings per common share
information excluding the effect of foreign currency rate fluctuations to
provide a framework for assessing the performance of our underlying business
outside the United States. Constant currency information compares results
between periods as if exchange rates had remained constant
period-over-period. Beginning in fiscal 2022, we calculate constant currency
information by translating current-period results using monthly average foreign
currency exchange rates and adjusting for the period-over-period impact of
foreign currency cash flow hedging activities. Prior to fiscal 2022, constant
currency information was calculated using the prior-year period weighted-average
exchange rates. This change is not material to prior-period constant currency
information presented herein.

Overview

COVID-19 Business Update



The COVID-19 pandemic continued to disrupt our operating environment globally,
primarily impacting supply chain, inventory levels and other logistics during
the year ended June 30, 2022. The resurgence of COVID-19 cases in many Chinese
provinces led to restrictions late in the fiscal 2022 third quarter that
remained in place through the end of fiscal 2022 to prevent further spread of
the virus. Consequently, retail traffic, travel, and distribution capabilities
were temporarily curtailed. Our distribution facilities in Shanghai operated
with limited capacity to fulfill brick-and-mortar and online orders beginning in
mid-March 2022 and returned to normal capacity by early June 2022.

Government Assistance



Beginning in the second half of fiscal 2020, many governments in locations where
we operate announced programs to assist employers whose businesses were impacted
by the COVID-19 pandemic, including programs that provide rebates to incentivize
employers to maintain employees on payroll who were unable to work for their
usual number of hours. During fiscal 2022, 2021 and 2020, we qualified for and
recorded $12 million, $84 million and $99 million, respectively, in government
assistance, which reduced Selling, general and administrative expenses by
$9 million, $78 million and $87 million, respectively, and Cost of sales by
$3 million, $6 million and $10 million, respectively. The remaining $2 million
recorded in fiscal 2020 was deferred and recognized in fiscal 2021 as a
reduction to Cost of sales.

We will continue to monitor the impacts of COVID-19 and adjust our action plans accordingly as the situation progresses.

Business Update



We are a leader in prestige beauty, which combines the repeat purchase and
relative affordability of consumer goods with high quality products and
services. Within prestige beauty, we are well diversified by product category,
geography, brand, product sub-category, channel, consumer segment and price
point. This diversification allows us to leverage consumer analytics and
insights with agility by deploying our brands to fast growing and profitable
opportunities. These analytics and insights, combined with our creativity,
inform our innovation to provide a broad, locally-relevant and inclusive range
of prestige products allowing us to compete effectively for a greater share of a
consumer's beauty routine.

•In fiscal 2022, our global prestige fragrance net sales increased 30%, leading
category growth. Consumers gravitated to luxury and artisanal offerings from Jo
Malone London, Tom Ford Beauty, Le Labo and Kilian Paris. Colognes led growth at
Jo Malone London, while bath & body and home subcategories continued to thrive.
Tom Ford Beauty saw strong fragrance growth across regions owing to the
popularity of Oud Wood and the launch of Ombre Leather Parfum. Outstanding
growth from Le Labo and Kilian Paris reflected compelling activations and
expanded consumer reach.

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•We began to see demand for makeup products increase as COVID restrictions
lifted and consumers returned to social and professional settings. In fiscal
2022, net sales in makeup grew double-digits driven by strong activations,
expanded consumer reach and the launch of MACStack mascara, increases in Estée
Lauder DoubleWear and Futurist foundation products, as well as a strong
performance in foundation and lip from Clinique.
•Our skin care net sales growth reflected incremental net sales attributable to
the increase in our ownership of DECIEM in the fiscal 2021 fourth quarter, as
well as continued strength in La Mer hero products and the launches of the
Hydrating Infused Emulsion and the upgrade to The Treatment Lotion. The category
has been pressured by COVID restrictions, primarily in Asian markets, at various
points throughout fiscal 2022.
•Our hair care net sales also grew double digits, reflecting brick-and-mortar
channel recovery and new product launches from both Aveda and Bumble and bumble.

Our global distribution capability and operations allow us to focus on targeted
expanded consumer reach wherever consumer demographics and trends are the most
attractive. Our regional organizations, and the expertise of our people there,
enable our brands to be more locally and culturally relevant in both product
assortment and communications. We are evolving the way we connect with our
consumers in stores, online and where they travel, including by expanding our
digital and social media presence and the engagement of global and local
influencers to amplify brand or product stories. We tailor implementation of our
strategy by market to drive consumer engagement and embrace cultural diversity.
We continuously strengthen our presence in large, image-building core markets,
while broadening our presence in emerging markets.

•The increase in net sales during fiscal 2022 was led by The Americas, primarily
reflecting the recovery of brick-and-mortar stores, targeted expanded consumer
reach and incremental net sales attributable to the increase in our ownership of
DECIEM in the fiscal 2021 fourth quarter.
•Net sales rose in Europe, the Middle East & Africa, led by recovery in western
markets and emerging markets as brick-and-mortar retail reopened across the
region. Europe, the Middle East & Africa also benefited from ongoing increases
in our travel retail business, partly relating to the increase in traffic as a
result of the easing of travel restrictions in The Americas and Europe, the
Middle East & Africa.
•Net sales decreased slightly in Asia/Pacific, reflecting the resurgence of
COVID-19 cases in many Chinese provinces which led to restrictions to further
prevent the spread of the virus during the second half of fiscal 2022. Online
continued to thrive, primarily due to the current-year launch on a new
third-party online platform, while brick-and-mortar retail remains challenged.

As a result of the invasion of Ukraine, we suspended our business investments
and initiatives and commercial activity in Russia and Ukraine in early March
2022. This included the temporary closure of our owned and authorized
freestanding stores and our own brand sites.

As the safety of our employees remains a top priority, we continue to take
significant steps to support our employees in Ukraine, including the continuance
of compensation, maintenance of regular communication and offering relocation
assistance, and continue to provide compensation and support to our employees in
Russia. We are monitoring the effects of this conflict, including risks that may
affect our business, and expect that we will adjust our plans accordingly as the
situation progresses.

For the year ended June 30, 2022, the results of operations related to Russia and Ukraine were not material to our consolidated financial statements.



We approach distribution strategically by product category and location and seek
to optimize distribution by matching our brands with appropriate opportunities
while seeking to maintain high productivity per door. We are expanding our
brands in online and travel retail, which we believe will be higher growth
channels in the long term. We also focus on brand-building retail activities,
technology-driven activations and omnichannel capabilities that enhance the
shopping experience for consumers.
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•As part of this strategy, we have built a leadership position in the global
travel retail channel, that historically allowed us to leverage the robust and
growing international passenger traffic. While COVID-19 has significantly
curtailed international travel in the near-term, we are seeing some recovery in
The Americas and Europe, the Middle East & Africa and we continue to believe
that global travel retail is a long-term growth opportunity. Travel retail
continues to be an important channel for brand building due to the increase in
traveling consumers, particularly those from emerging markets, who often
experience our brands for the first time while traveling. We continue to expand
our strategic presence in travel retail across duty-free locations primarily in
airports and downtown stores and increasingly through online retail. We engage
consumers at the airport through compelling pop-up activations in
non-traditional commercial areas, and we ensure we have appropriate
communication and curated assortments for targeted consumer groups. At the same
time, travel retail is susceptible to a number of external factors, including
fluctuations in currency exchange rates and consumers' willingness and ability
to travel and spend.
•Online net sales have continued to grow on a global basis, rising double digits
for fiscal 2022. We continue to enhance and launch e- and m-commerce sites of
our own in new and existing markets, collaborate with our retail customers on
their e-commerce sites, and sell through select third-party online malls. We
believe our success in delivering strong online growth is a result of adapting
our strategy to meet local market and cultural needs. We also continue to
develop and implement omnichannel concepts, virtual try-on tools and compelling
content to deliver an integrated consumer experience and better serve consumers
as they shop across channels.

Our multiple engines of growth, which have historically enabled us to produce
excellent net sales growth, are also helping to mitigate the impact of the
COVID-19 pandemic. We also benefited from the transformation of certain
operations that freed up resources to invest behind further growth
opportunities. Our Post-COVID Business Acceleration Program (described below)
enabled us to reduce costs and invest in new capabilities such as digital
marketing and data analytics as well as increased advertising.

In fiscal 2022, we continued to further integrate social impact and
sustainability into our strategy and business operations. Areas of
differentiation include climate & energy, green chemistry, social investments,
employee engagement and safety and inclusion, diversity & equity. Other areas of
focus include responsible sourcing, plastics & packaging, ingredient
transparency, and animal welfare.

Outlook



The COVID-19 pandemic continues to disrupt business for us, retailers and other
companies with which we do business. There have been, and are likely to continue
to be, intermittent store closures and supply chain disruptions. We are mindful
that these trends may continue to impact the pace of recovery. The continued
curtailment in international travel is also affecting our travel retail
business, particularly in Asia, which had been historically one of our fastest
growth areas. In addition to impacting net sales and profitability, these and
other challenges may adversely impact the goodwill and other intangible assets
associated with our brands, as well as long-lived assets (i.e. potentially
resulting in impairments).

We believe that the best way to increase long-term stockholder value is to
continue providing superior products and services in the most efficient and
effective manner while recognizing shifts in consumers' behaviors and shopping
practices. Accordingly, our long-term strategy has numerous initiatives across
geographic regions, product categories, brands, channels of distribution and
functions designed to grow our sales, provide cost efficiencies, leverage our
strengths and make us more productive and profitable. We plan to build upon and
leverage our history of outstanding creativity and innovation, high quality
products and services, and engaging communications while investing for long-term
sustainable growth.

We continue to monitor the effects of the global macro environment, including
the risk of recession; currency volatility; increasing inflationary pressures;
supply chain disruptions; social and political issues; regulatory matters,
including the imposition of tariffs and sanctions; geopolitical tensions; and
global security issues. For example, we continue to monitor the geopolitical
tensions between the United States and China, which could have a material
adverse effect on our business. We are also mindful of inflationary pressures on
our cost base and are monitoring the impact on consumer preferences.

In fiscal 2022, net sales from Donna Karan New York, DKNY, Michael Kors, Tommy
Hilfiger and Ermenegildo Zegna accounted for approximately 1% of consolidated
net sales and 10% of fragrance net sales. As noted above, we previously
announced that we would not be renewing our license agreements for these product
lines when their respective terms expire in June 2023. We have since negotiated
early termination agreements with each of the licensors effective June 30, 2022
and continued to sell products under these licenses until such time. We are
working with the licensors and their respective new licensee, where applicable,
to transition the business to the new licensees.


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The invasion of Ukraine has negatively impacted our operations in both Russia
and Ukraine. In fiscal 2022, our operations in Ukraine and Russia accounted for
approximately 1% of consolidated net sales. In March 2022, we announced a
suspension of our business investments and initiatives and commercial activity
in Russia. In July 2022, we liquidated the majority of our remaining in-market
inventory. Future impacts on our business, including sanctions and
counter-sanctions, are difficult to predict due to the high level of uncertainty
as to how these developments will evolve. On a broader perspective, there could
be additional negative impacts to our net sales, earnings, assets and cash flows
should these matters continue or escalate; such impacts could include economic
challenges in other countries because of inflationary pressures or other
consequences. Please refer to Risk Factors in Part I, Item 1A of the Company's
Annual Report on Form 10-K for the fiscal year ended June 30, 2022, for a more
complete discussion of the risks we encounter in our business and industry.

The uncertainty around the timing, speed and duration of the recovery from the
adverse impacts of the COVID-19 pandemic, including the impacts on our business
of the ongoing restrictions in China, will continue to affect our ability to
grow sales profitably. We believe we can, to some extent, offset the impact of
more ordinary challenges by continually developing and pursuing a diversified
strategy with multiple engines of growth and by accelerating initiatives focused
on areas of strength, discipline and agility, and by executing upon our
Post-COVID Business Acceleration Program. As the current situation continues to
progress, if economic and social conditions or the degree of uncertainty or
volatility worsen, or the adverse conditions previously described are further
prolonged, there could be a further negative effect on consumer confidence,
demand, spending and willingness or ability to travel and, as a result, on our
business. We are continuing to monitor these and other risks that may affect our
business.

Post-COVID Business Acceleration Program



On August 20, 2020, we announced a two-year restructuring program, Post-COVID
Business Acceleration Program (the "PCBA Program"), designed to realign our
business to address the dramatic shifts to our distribution landscape and
consumer behaviors in the wake of the COVID-19 pandemic. The PCBA Program is
designed to help improve efficiency and effectiveness by rebalancing resources
to growth areas of prestige beauty. It is expected to further strengthen us by
building upon the foundational capabilities in which we have invested.

The PCBA Program's main areas of focus include accelerating the shift to online
with the realignment of our distribution network reflecting freestanding store
and certain department store closures, with a focus on North America and Europe,
the Middle East & Africa; the reduction in brick-and-mortar point of sale
employees and related support staff; and the redesign of our regional branded
marketing organizations, plus select opportunities in global brands and
functions. This program is expected to position us to better execute our
long-term strategy while strengthening our financial flexibility.

We previously estimated a net reduction over the duration of the PCBA Program in
the range of approximately 2,000 to 2,500 positions globally, including
temporary and part-time employees. We have revised these estimates based on the
review of the PCBA Program. As of June 30, 2022, we estimate a net reduction
over the duration of the PCBA Program in the range of 2,500 to 3,000 positions
globally, including temporary and part-time employees. This reduction takes into
account the elimination of some positions, retraining and redeployment of
certain employees and investment in new positions in key areas. We also estimate
the closure over the duration of the PCBA Program of approximately 10% to 15% of
our freestanding stores globally, primarily in Europe, the Middle East & Africa
and in North America.

We approved specific initiatives under the PCBA Program through fiscal 2022 and
expect to substantially complete those initiatives through fiscal 2023. We
previously estimated that the PCBA Program would result in related restructuring
and other charges totaling between $400 million and $500 million, before taxes.
After concluding the final approvals and reviewing the progress of previously
approved initiatives under the PCBA Program that are being implemented, we have
revised our estimates for cost approvals under the PCBA Program. Inclusive of
approvals from inception through June 28, 2022, we now estimate that the PCBA
Program may result in related restructuring and other charges totaling between
$500 million and $515 million, before taxes.

We previously expected, once fully implemented, the PCBA Program to yield annual
benefits, primarily in Selling, general and administrative expenses, of between
$300 million and $400 million, before taxes. As of June 30, 2022, we now expect,
once fully implemented, the PCBA Program to yield annual benefits, primarily in
Selling, general and administrative expenses, of between $390 million and $410
million, before taxes. We expect to reinvest a portion of the savings behind
future growth initiatives.

For additional information about restructuring and other charges, see Item 8.
Financial Statements and Supplementary Data - Note 8 - Charges Associated with
Restructuring and Other Activities.


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Impairment Testing

We assess goodwill and other indefinite-lived intangible assets at least annually for impairment or more frequently if certain events or circumstances exist.



During the fiscal 2022 third quarter, given the lower-than-expected results from
international expansion to areas that continue to be impacted by COVID-19, we
made revisions to the internal forecasts relating to our GLAMGLOW reporting
unit. We concluded that the changes in circumstances in the reporting unit
triggered the need for an interim impairment review of its trademark intangible
asset. The remaining carrying value of the trademark intangible asset was not
recoverable and we recorded an impairment charge of $11 million reducing the
carrying value to zero.

During the fiscal 2022 third quarter, given the lower-than-expected growth
within key geographic regions and channels for Dr.Jart+ that continue to be
impacted by the spread of COVID-19 variants and resurgence in cases and the
potential future impacts relating to the uncertainty of the duration and
severity of COVID-19 impacting the financial performance of the brand, the lower
than expected growth in key retail channels for DECIEM, and the lower than
expected results from international expansion to areas that continue to be
impacted by COVID-19 for Too Faced, we made revisions to the internal forecasts
relating to the Dr.Jart+, DECIEM and Too Faced reporting units.

We concluded that the changes in circumstances in the reporting units triggered
the need for interim impairment reviews of their trademarks and goodwill. These
changes in circumstances were also an indicator that the carrying amounts of
Dr.Jart+'s, DECIEM's and Too Faced's long-lived assets, including customer
lists, may not be recoverable. Accordingly, we performed interim impairment
tests for the trademarks and a recoverability test for the long-lived assets as
of February 28, 2022. We concluded that the carrying amounts of the long-lived
assets were recoverable. For the Dr.Jart+ reporting unit, we also concluded that
the carrying value of the trademark intangible asset exceeded its estimated fair
value, which was determined utilizing the relief-from-royalty method to
determine discounted projected future cash flows, and recorded an impairment
charge of $205 million. For the Too Faced and DECIEM reporting units, as the
carrying values of the trademarks did not exceed their estimated fair values,
which were determined utilizing the relief-from-royalty method to determine
discounted projected future cash flows, we did not record impairment charges.
The estimated fair values of Too Faced's and DECIEM's trademarks exceeded their
carrying values by 13% and 3%, respectively. For the Too Faced and DECIEM
trademark intangible assets, if all other assumptions are held constant, an
increase of 100 basis points and 50 basis points, respectively, in the weighted
average cost of capital would result in an impairment charge. After adjusting
the carrying values of the trademarks, we completed interim quantitative
impairment tests for goodwill. As the estimated fair value of the Dr.Jart+,
DECIEM and Too Faced reporting units were in excess of their carrying values, we
concluded that the carrying amounts of the goodwill were recoverable and did not
record a goodwill impairment charge related to these reporting units. The fair
values of these reporting units were based upon an equal weighting of the income
and market approaches, utilizing estimated cash flows and a terminal value,
discounted at a rate of return that reflects the relative risk of the cash
flows, as well as valuation multiples derived from comparable publicly traded
companies that are applied to operating performance of the reporting units. The
significant assumptions used in these approaches include revenue growth rates
and profit margins, terminal values, weighted average cost of capital used to
discount future cash flows and royalty rates for trademarks. The most
significant unobservable input used to estimate the fair value of the Dr.Jart+
trademark intangible asset was the weighted-average cost of capital, which was
10.5%.
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Based on our annual goodwill and other indefinite-lived intangible asset
impairment testing as of April 1, 2022, we determined that the carrying value of
the Dr.Jart+ trademark exceeded its fair value. This determination was made
based on updated internal forecasts. Given the lower-than-expected growth within
key geographic regions and channels that continued to be impacted by the spread
of COVID-19 variants, the resurgence in cases, regional lockdowns and the
potential future impacts relating to the uncertainty of the duration and
severity of COVID-19 impacting the financial performance of the brand, we made
revisions to the internal forecasts relating to the Dr.Jart+ reporting unit.
These changes in circumstances were also indicators that the carrying amounts of
their respective long-lived assets may not be recoverable. We concluded that the
carrying value of the trademark intangible asset exceeded its estimated fair
value, which was determined utilizing the relief-from-royalty method to
determine discounted projected future cash flows, and recorded an impairment
charge of $25 million. We concluded that the carrying amount of the long-lived
assets were recoverable. After adjusting the carrying value of the trademark, we
completed a quantitative impairment test for goodwill. As the estimated fair
value of the reporting unit was in excess of its carrying value, we concluded
that the carrying amount of the goodwill was recoverable and did not record a
goodwill impairment charge related to the reporting unit. The fair value of the
reporting unit was based upon an equal weighting of the income and market
approaches, utilizing estimated cash flows and a terminal value, discounted at a
rate of return that reflects the relative risk of the cash flows, as well as
valuation multiples derived from comparable publicly traded companies that are
applied to operating performance of the reporting units. The significant
assumptions used in these approaches include revenue growth rates and profit
margins, terminal values, weighted average cost of capital used to discount
future cash flows and royalty rates for trademarks. The most significant
unobservable input used to estimate the fair value of the trademark intangible
asset was the weighted-average cost of capital, which was 10.5%.

A summary of the trademark impairment charges for the three and twelve months
ended June 30, 2022 and the remaining carrying values as of June 30, 2022, for
each reporting unit, are as follows:

(In millions)                                                         Impairment Charge         Carrying Value
                                                                    Three Months
                                                                   Ended June 30,                                Twelve Months Ended     As of June 30,
Reporting Unit:                      Geographic Region                  2022                                        June 30, 2022             2022
GLAMGLOW                        The Americas                       $          -                                  $             11                                 $        -
Dr.Jart+                        Asia/Pacific                                 25                                               230                                        428
Total                                                              $         25                                  $            241                                 $      428

The impairment charges for the three and twelve months ended June 30, 2022 were reflected in the skin care product category.



The fair values of all reporting units, which were determined based on
quantitative assessments, with goodwill were substantially in excess of their
respective carrying values, with the exception of the DECIEM reporting unit. The
carrying value of the DECIEM reporting unit as of June 30, 2022 approximated its
fair value.

The fair value of the Dr.Jart+ trademark was equal to its carrying value
subsequent to the impairment charge taken as of April 1, 2022. Additionally, the
fair values of the Smashbox, DECIEM and Too Faced trademark intangible assets
approximated their carrying values as of April 1, 2022. The key assumptions used
to determine the estimated fair value of the reporting unit are primarily
predicated on the estimated future impacts of COVID-19, the success of future
new product launches, the achievement of distribution expansion plans, and the
realization of cost reduction and other efficiency efforts. If such plans do not
materialize, or if there are further challenges in the business environments in
which the reporting unit operates, resulting changes in the key assumptions
could have negative impacts on the estimated fair value of the reporting unit
and it is possible we could recognize additional impairment charges in the
future.

For additional information, see Item 8. Financial Statements and Supplementary Data - Note 6 - Goodwill and Other Intangible Assets.

Fiscal 2021 as Compared with Fiscal 2020



Except as disclosed herein, see Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations - Results of Operations of the
Company's Annual Report on Form 10-K for the fiscal year ended June 30, 2021 for
the fiscal 2021 to fiscal 2020 comparative discussion.

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Fiscal 2022 as Compared with Fiscal 2021

NET SALES
                                                       Year Ended June 30
($ in millions)                                       2022           2021
As Reported:
Net sales                                          $ 17,737       $ 16,215
$ Change from prior year                              1,522          1,921
% Change from prior year                                  9  %          13  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency            10  %          11  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported net sales increased in fiscal 2022, driven by higher net sales from
every product category and in The Americas and Europe, the Middle East & Africa
primarily reflecting (i) the continued progression towards brick-and-mortar and
travel recovery compared to the prior-year challenges, which included widespread
store closures, lower retail traffic, travel restrictions and quarantines,
stemming from the COVID-19 pandemic; (ii) the continued success of hero product
franchises; (iii) successful performance for holiday and key shopping moments
(iv) new product launches; and (v) targeted expanded consumer reach.

Reported net sales increased from every product category in fiscal 2022.
Fragrance net sales grew double digits, led by Jo Malone London, Tom Ford Beauty
and Le Labo. The continued progression towards recovery in makeup compared to
the prior-year period contributed to the double-digit increase in makeup net
sales, led by M·A·C and Estée Lauder. Skin care net sales benefited from
incremental net sales attributable to the increase in our ownership of DECIEM in
the fiscal 2021 fourth quarter and higher results from La Mer, Bobbi Brown and
Clinique, partially offset by lower results from Estée Lauder and Origins. Hair
care net sales increased, due to higher net sales from Aveda and Bumble and
bumble.

Fiscal 2022 reported net sales grew double digits in The Americas and Europe,
the Middle East & Africa benefiting from incremental net sales attributable to
the increase in our ownership of DECIEM in the fiscal 2021 fourth quarter. Net
sales increased in Europe, the Middle East & Africa, reflecting recovery across
the region, led by our travel retail business and the United Kingdom. The
increases in net sales in The Americas reflected higher net sales throughout the
region. Partially offsetting the increase in reported net sales in fiscal 2022
were lower net sales in Asia/Pacific, primarily due to a resurgence of COVID-19
cases across many Chinese provinces which led to restrictions to further prevent
the spread of the virus during the second half of fiscal 2022.

The fiscal 2022 reported net sales increase was impacted by approximately $88 million of unfavorable foreign currency translation.

Reported net sales increased 9% in fiscal 2022, driven by the increase from pricing of 7%, due to favorable impacts from changes in mix and strategic pricing actions; incremental net sales attributable to the increase in our ownership of DECIEM in the fiscal 2021 fourth quarter of 2%; and the increase from volume of 1%. Partially offsetting these increases was the unfavorable impact of foreign currency translation of 1%.



Reported net sales increased 13% in fiscal 2021, driven by the increase from
volume of 7%, due to new product innovation. The increases from foreign currency
translation, pricing and acquisitions individually accounted for approximately
2% of the increase in fiscal 2021 net sales.

Returns associated with restructuring and other activities are not allocated to
our product categories or geographic regions because they result from activities
that are deemed a Company-wide initiative to redesign, resize and reorganize
select corporate functions and go-to-market structures. Accordingly, the
following discussions of Net sales by Product Categories and Geographic Regions
exclude the fiscal 2022 and fiscal 2021 impacts of returns associated with
restructuring and other activities of approximately $4 million and $14 million,
respectively.



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Product Categories

Skin Care
                                                       Year Ended June 30
($ in millions)                                        2022           2021
As Reported:
Net sales                                          $   9,886       $ 9,484
$ Change from prior year                                 402         2,102
% Change from prior year                                   4  %         28  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency              4  %         25  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported skin care net sales increased in fiscal 2022, primarily reflecting
incremental net sales attributable to the increase in our ownership of DECIEM in
the fiscal 2021 fourth quarter and higher net sales from La Mer, Bobbi Brown and
Clinique, combined, of approximately $837 million. Net sales from La Mer
increased, led by our travel retail business and mainland China, primarily
reflecting continued success of hero products, including Crème de la Mer and the
upgrade to The Treatment Lotion, the current-year launch of The Hydrating
Infused Emulsion, and targeted expanded consumer reach, including the
current-year launch of a new third-party online platform in mainland China.
Bobbi Brown net sales increased, led by our travel retail business and mainland
China, primarily driven by continued success of hero products, such as Soothing
Cleansing Oil and Vitamin Enriched Face Base, successful performance during
holiday and key shopping moments and targeted expanded consumer reach. Clinique
net sales increased, primarily driven by our travel retail business and North
America, reflecting the continued success of existing products, such as the Take
The Day Off line of products and Even Better Clinical Radical Dark Spot
Corrector + Interrupter, and the current-year launch of Smart Clinical Repair
Wrinkle Correcting Serum.

Partially offsetting the fiscal 2022 increase in skin care net sales were lower
net sales from Estée Lauder and Origins of approximately $528 million, combined.
The decrease in net sales from Estée Lauder and Origins reflected the challenges
due to the resurgence of COVID-19 cases in Asia during the second half of fiscal
2022, which led to restrictions to prevent further spread of the virus. Also
contributing to the decrease in net sales for Estée Lauder was lower net sales
from the Advanced Night Repair product franchise primarily due to the
prior-period launch of Advanced Night Repair Synchronized Multi-Recovery
Complex.

Reported skin care net sales increased 4% in fiscal 2022, driven by incremental
net sales attributable to the increase in our ownership of DECIEM in the fiscal
2021 fourth quarter of 4%. Pricing contributed 9% to growth, due to favorable
impacts from changes in mix and strategic pricing actions and was offset by the
decrease from changes in volume of 9%, primarily due to new product innovation
that reflected a difficult comparison to the prior year due to the launch of
Advanced Night Repair Synchronized Multi-Recovery Complex and the challenges due
to the resurgence of COVID-19 cases in Asia during the second half of fiscal
2022.

Reported skin care net sales increased 28% in fiscal 2021, driven by the
increase from volume of 23%, due to new product innovation; incremental net
sales attributable to the increase in our ownership of Dr.Jart+ in the second
quarter of fiscal 2020 and the increase in our ownership of DECIEM in the fiscal
2021 fourth quarter of 4%, combined; the favorable impact from foreign currency
translation of 3%. Partially offsetting these increases was a decrease from
pricing of 2%, due to unfavorable impacts from changes in mix.
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Makeup
                                                       Year Ended June 30
($ in millions)                                        2022           2021
As Reported:
Net sales                                          $   4,667       $ 4,203
$ Change from prior year                                 464          (591)
% Change from prior year                                  11  %        (12) %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency             12  %        (14) %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported makeup net sales increased in fiscal 2022, led by higher net sales from
M·A·C and Estée Lauder, of approximately $337 million, combined. The continued
progression towards recovery in makeup, including increased usage occasions
compared to the prior-year period, led to the increase in makeup net sales in
The Americas and Europe, the Middle East & Africa. The increase in net sales
from M·A·C was primarily driven by the continued success of hero products, such
as Studio Fix, current-year new product launches, such as MACStack mascara, and
successful social media campaigns during key shopping moments. Net sales from
Estée Lauder increased, led by our travel retail business, primarily due to the
continued success of existing products, such as the Double Wear and Futurist
product franchises and new product launches, such as the current-year launches
of Double Wear Sheer Long-Wear Makeup.

The makeup net sales increase was impacted by approximately $50 million of unfavorable foreign currency translation.



Reported makeup net sales increased 11% in fiscal 2022, driven by the increase
from volume of 12%, given the continued progression towards recovery and
increased makeup usage occasions compared to the prior-year period, partially
offset by the unfavorable impact from foreign currency translation of 1%.

Reported makeup net sales decreased 12% in fiscal 2021, driven by the decrease
from volume of 19%, due to the continued challenges from the COVID-19 pandemic,
including fewer makeup usage occasions. Partially offsetting this decrease was
an increase from pricing of 5%, due to favorable impacts from changes in mix and
strategic pricing actions, and the favorable impact from foreign currency
translation of 2%.
Fragrance
                                                       Year Ended June 30
($ in millions)                                        2022           2021
As Reported:
Net sales                                          $   2,508       $ 1,926
$ Change from prior year                                 582           363
% Change from prior year                                  30  %         23  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency             32  %         21  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported fragrance net sales increased in fiscal 2022, primarily driven by Jo
Malone London, Tom Ford Beauty and Le Labo of approximately $440 million,
combined. Fragrance net sales grew in every geographic region, reflecting
continued growth in luxury fragrances, the brick-and-mortar and travel recovery
in various parts of the world due to more store openings, and successful
performance during holiday and key shopping moments. The increases in net sales
from Jo Malone London also reflected the continued success of our hero products,
current-year launches and continued growth of the cologne, home and bath & body
subcategories. Net sales increased from Tom Ford Beauty, also reflecting the
continued success of Private Blend and Signature fragrances, current-year
product launches and the diversification of product offerings by region. Net
sales from Le Labo increased, also reflecting the continued success of hero
product franchises, current-year product launches and targeted expanded consumer
reach.
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The fragrance net sales increase was impacted by approximately $33 million of unfavorable foreign currency translation.



Reported fragrance net sales increased 30% in fiscal 2022, driven by the
increase from volume of 29%, primarily due to the continued growth in luxury
fragrances, as well as the brick-and-mortar and travel recovery, and the
increase from pricing of 3%, due to the favorable impacts from strategic pricing
actions and changes in mix. Partially offsetting these increases was the
unfavorable impact from foreign currency translation of 2%.

Reported fragrance net sales increased 23% in fiscal 2021, driven by the
increase in pricing of 15%, due to favorable impacts from changes in mix and
strategic pricing actions; the increase in volume of 5%, reflecting a recovery
compared to the prior-year challenges and growth in luxury fragrances; and the
favorable impact from foreign currency translation of 3%.

Hair Care
                                                         Year Ended June 30
($ in millions)                                        2022                2021
As Reported:
Net sales                                          $    631              $ 571
$ Change from prior year                                 60                 56
% Change from prior year                                 11   %             11  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency            12   %             

9 %

(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported hair care net sales increased in fiscal 2022, reflecting higher net
sales from Aveda and Bumble and bumble of approximately $47 million, combined,
primarily due to the continued progression towards salon and retail store
recovery in North America. Net sales from Aveda increased, reflecting the
continued success of existing product franchises, the current-year relaunch of
Full Spectrum Semi-Permanent Treatment Hair Color and Smooth Infusion, as well
as new product launches. The increase in net sales from Bumble and bumble also
reflected the success of hero products, current-year product launches of Bb.
Thickening Plumping Mask and Bb. Thickening Go Big Plumping Treatment, and
targeted expanded consumer reach.

The hair care net sales increase was impacted by approximately $8 million of unfavorable foreign currency translation.



Reported hair care net sales increased 11% in fiscal 2022, driven by the
increase from pricing of 15%, due to favorable impacts from changes in mix and
strategic pricing actions. Partially offsetting this increase was a decrease
from volume of 3%, due to new product innovation, including the launches of
lower-priced products as compared to the prior-year period, and the unfavorable
impact from foreign currency translation of 1%.

Reported hair care net sales increased 11% in fiscal 2021, driven by the
increase from volume of 7%, due to new product innovation, including the
launches of higher-priced products as compared to the prior-year period; the
increase from pricing of 2%, primarily due to a favorable impact from strategic
pricing actions; and the favorable impact from foreign currency translation of
2%.

Geographic Regions

We strategically time our new product launches by geographic market, which may account for differences in regional sales growth.









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The Americas

                                                       Year Ended June 30
($ in millions)                                        2022           2021
As Reported:
Net sales                                          $   4,623       $ 3,797
$ Change from prior year                                 826             3
% Change from prior year                                  22  %          -  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency             21  %          1  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported net sales in The Americas increased in every country and product
category in fiscal 2022, reflecting the brick-and-mortar and makeup recovery
from the prior-year challenges that included store closures, lower retail
traffic, fewer makeup usage occasions and quarantines, stemming from the
COVID-19 pandemic. The net sales increases were led by higher net sales in North
America of approximately $761 million, reflecting incremental net sales
attributable to the increase in our ownership of DECIEM in the fiscal 2021
fourth quarter, higher net sales from many of our brands, led by M·A·C and
Clinique, and targeted expanded consumer reach.

The net sales increase in The Americas included approximately $22 million of favorable foreign currency translation.



Reported net sales in The Americas increased 22% in fiscal 2022, driven by the
increase from volume of 16%, reflecting the brick-and-mortar and makeup recovery
from the prior-year challenges; incremental net sales attributable to the
increase in our ownership of DECIEM in the fiscal 2021 fourth quarter of 5%; and
the favorable impact from foreign currency translation of 1%.

Europe, the Middle East & Africa



                                                       Year Ended June 30
($ in millions)                                        2022           2021
As Reported:
Net sales                                          $   7,681       $ 6,946
$ Change from prior year                                 735           684
% Change from prior year                                  11  %         11  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency             12  %          9  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported net sales in Europe, the Middle East & Africa increased in fiscal 2022,
reflecting continued recovery across the region, primarily due to store
openings, increased retail traffic, and the easing of travel restrictions
compared to the prior year, led by our travel retail business and the United
Kingdom of approximately $541 million, combined. Despite the resurgence in
COVID-19 cases in many Chinese provinces, which led to restrictions to prevent
further spread of the virus and the curtailment of travel during the second half
of fiscal 2022, net sales increased in our travel retail business, reflecting
continued strength of our brands with the Chinese consumer, the easing of travel
restrictions in Europe, the Middle East & Africa and The Americas, and continued
success of hero product franchises from La Mer, Jo Malone London, Tom Ford
Beauty, Clinique and M·A·C. These benefits were partially offset by lower net
sales from Estée Lauder products, primarily reflecting lower net sales from the
Advanced Night Repair product franchise primarily due to the prior-period launch
of Advanced Night Repair Synchronized Multi-Recovery Complex. Net sales in the
United Kingdom increased, primarily reflecting incremental net sales
attributable to the increase in our ownership of DECIEM in the fiscal 2021
fourth quarter, brick-and-mortar recovery, as noted above, and benefiting from
the growth in makeup and fragrance.
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The net sales increase in Europe, the Middle East & Africa included approximately $117 million of unfavorable foreign currency translation.



Reported net sales in Europe, the Middle East & Africa increased 11% in fiscal
2022, driven by the increase from pricing of 9%, due to favorable impacts from
changes in mix and strategic pricing actions, and incremental net sales
attributable to the increase in our ownership of DECIEM in the fiscal 2021
fourth quarter of 2%.

Reported net sales in Europe, the Middle East & Africa increased 11% in fiscal
2021, driven by the increase from volume of 6%, primarily due to new product
innovation, including the launches of higher-priced products compare to the
prior-year period; the increase from pricing of 3%, due to strategic price
increases and the favorable impact from changes in mix; the favorable impact
from foreign currency translation of 2%.

Asia/Pacific

                                                       Year Ended June 30
($ in millions)                                        2022           2021
As Reported:
Net sales                                          $   5,437       $ 5,486
$ Change from prior year                                 (49)        1,248
% Change from prior year                                  (1) %         29  %

Non-GAAP Financial Measure(1):
% Change from prior year in constant currency             (1) %         22  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported net sales decreased in Asia/Pacific in fiscal 2022, primarily driven by
lower results in Korea, led by Dr.Jart+, Hong Kong and Thailand of approximately
$134 million, combined, due to the resurgence of COVID-19 cases during the
second half of fiscal 2022 that led to border closures to prevent further spread
of the virus.

Partially offsetting the fiscal 2022 decrease in Asia/Pacific were increased net
sales from mainland China and Australia of approximately $82 million, combined.
Net sales increased in mainland China, primarily due to the continued success of
hero products franchises from La Mer and Jo Malone London, reflecting continued
growth in skin care and strong momentum in fragrance, successful performance
during holiday and key shopping moments, new product launches, and the
current-year launch on a new third-party online platform. This increase was
achieved despite the resurgence in COVID-19 cases in many Chinese provinces
during the second half of fiscal 2022, which led to restrictions to prevent
further spread of the virus and the curtailment of travel. Net sales in
Australia increased, primarily driven by incremental net sales attributable to
the increase in our ownership of DECIEM in the fiscal 2021 fourth quarter.

The net sales decrease in Asia/Pacific included approximately $7 million of favorable foreign currency translation.



Reported net sales in Asia/Pacific decreased 1% in fiscal 2022, driven by the
decrease from volume of 9%, reflecting the challenges stemming from the
resurgence of COVID-19 cases during the second half of fiscal 2022. Partially
offsetting this decrease was an increase from pricing of 7%, due to favorable
impact from changes in mix and strategic pricing actions, and the increase in
our ownership of DECIEM in the fiscal 2021 fourth quarter of 1%.

Reported net sales in Asia/Pacific increased 29% in fiscal 2021, due to the
increase from volume of 15%, driven by new product innovation, including the
launches of higher-priced products compared to the prior-year period; the
favorable impact of foreign currency translation of 7%; incremental net sales
attributable to the increase in our ownership of Dr.Jart+ in the second quarter
of fiscal 2020 and the increase in our ownership of DECIEM in the fiscal 2021
fourth quarter of 6%, combined; and the increase from pricing of 1%.
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GROSS MARGIN
Gross margin in fiscal 2022 decreased to 75.7% as compared with 76.4% in fiscal
2021.
                                                                        Fiscal 2022 vs. Fiscal 2021
                                                                       Favorable (Unfavorable) Basis
                                                                                  Points
Mix of business                                                                           (35)
Obsolescence charges                                                                      (15)
Foreign exchange transactions                                                              50
Manufacturing costs and other                                                             (60)
Subtotal                                                                                  (60)
Charges associated with restructuring and other activities                                (10)
Total                                                                                     (70)



The decrease in gross margin for fiscal 2022 reflected unfavorable impacts from
manufacturing costs and our mix of business, partially offset by a favorable
impact from transactional foreign exchange due to the strengthening of the U.S.
Dollar. The unfavorable impact from manufacturing costs was primarily due to
supply chain disruptions, including manufacturing and transportation delays,
port congestion, labor and container shortages, and shipment delays. The
unfavorable impact from our mix of business was primarily due to the change in
category mix, driven by the increase in makeup and fragrance net sales, higher
costs from new products and product sets, and lower gross margins on DECIEM
products, partially offset by strategic price increases.

OPERATING EXPENSES Operating expenses as a percentage of net sales in fiscal 2022 decreased to 57.9% as compared with 60.2% in fiscal 2021.



                                                                           Fiscal 2022 vs. Fiscal 2021
                                                                          Favorable (Unfavorable) Basis
                                                                                     Points
General and administrative expenses                                                          100
Advertising, merchandising, sampling and product development                                  80
Selling                                                                                       60
Shipping                                                                                     (70)
Store operating costs                                                                        (20)
Stock-based compensation                                                                      20
Foreign exchange transactions                                                                (20)
Subtotal                                                                                     150
Charges associated with restructuring and other activities                                    50
Goodwill, other intangible and long-lived asset impairments                                  (30)

Changes in fair value of acquisition-related stock options                                    60
Total                                                                                        230



The favorable change in operating expense margin in fiscal 2022 was driven by
the increase in net sales, disciplined general and administrative expense
management, disciplined advertising and promotional activities primarily to
support new product launches and holiday and key shopping moments, and the
favorable impact from selling expenses, primarily due to the shift in channel
mix to specialty-multi and pure-play sites, partially offset by higher shipping
costs due to the increase in net sales volume and increased shipping rates.






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OPERATING RESULTS

                                                                                 Year Ended June 30
($ in millions)                                                               2022                2021
As Reported:
Operating income                                                          $    3,170          $   2,618
$ Change from prior year                                                         552              2,012
% Change from prior year                                                   

      21  %              100+%

Operating Margin                                                                17.9  %            16.1  %

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for the impact of charges associated with restructuring and other activities, goodwill, other intangible and long-lived asset impairments, the change in fair value of acquisition-related stock options and changes in fair value of contingent consideration

                     14  %              46  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.

The reported operating margin for fiscal 2022 increased from the prior-year period, primarily driven by the increase in net sales and the decrease in operating expenses as a percentage of net sales, partially offset by the decrease in gross margin, as noted above.



Charges associated with restructuring and other activities are not allocated to
our product categories or geographic regions because they are centrally directed
and controlled, are not included in internal measures of product category or
geographic region performance and result from activities that are deemed
Company-wide initiatives to redesign, resize and reorganize select areas of the
business. Accordingly, the following discussions of Operating income by Product
Categories and Geographic Regions exclude the fiscal 2022 and 2021 impact of
charges associated with restructuring and other activities of $144 million, or
approximately 1% of net sales and $228 million, or approximately 1% of net
sales, respectively.

Product Categories

Skin Care
                                                                                 Year Ended June 30
($ in millions)                                                               2022                2021
As Reported:
Operating income                                                          $    2,753          $   3,036
$ Change from prior year                                                        (283)               911
% Change from prior year                                                          (9) %              43  %

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for the impact of goodwill, other intangible and long-lived asset impairments and the change in fair value of acquisition-related stock options

                                                                     (8) %              44  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported skin care operating income decreased in fiscal 2022, reflecting lower
results from Estée Lauder and Origins of approximately $571 million, combined,
as well as the unfavorable year-over-year impact of goodwill and other
intangible asset impairments of $135 million. The decrease in operating income
from Estée Lauder and Origins was primarily due to a decrease in net sales.

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Partially offsetting the decreases in operating income in fiscal 2022 were
higher results from La Mer and Bobbi Brown of approximately $217 million,
combined, as well as the favorable year-over-year impact of changes in fair
value of acquisition-related stock options relating to the increase in our
investment in DECIEM during the fiscal 2021 fourth quarter of $93 million. The
higher results from La Mer reflected an increase in net sales, partially offset
by the increase in cost of sales that was mostly due to higher costs for
promotional items and higher advertising and promotional activities primarily to
support holiday and key shopping moments and new product launches. Operating
income from Bobbi Brown increased, primarily driven by an increase in net sales.

See Item 8. Financial Statements and Supplementary Data - Note 18 - Stock Programs for additional information relating to DECIEM stock options.



Makeup
                                                                                   Year Ended June 30
($ in millions)                                                                  2022                  2021
As Reported:
Operating income                                                          $      133               $    (384)
$ Change from prior year                                                         517                   1,054
% Change from prior year                                                               100+%              73  %

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for the impact of goodwill, other intangible and long-lived asset impairments and the change in fair value of acquisition-related stock options

                                                                          100+%            (100+)%


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported makeup operating income increased in fiscal 2022, reflecting higher
results from M·A·C and Estée Lauder of approximately $248 million, combined, and
the favorable year-over-year impact of other intangible and long-lived asset
impairments of $63 million. Operating income from M·A·C increased due to the
increase in net sales, partially offset by higher advertising and promotional
activities to support new product launches and higher selling costs due to the
brick-and-mortar recovery, including more stores being open and increased retail
traffic compared to the prior year. Operating income from Estée Lauder increased
primarily due to the increase in net sales, partially offset by higher
advertising and promotional activities relating to strategic investments to
support the makeup recovery and digital advertising and social media spending.

Fragrance
                                                                            Year Ended June 30
($ in millions)                                                          2022                2021
As Reported:
Operating income                                                     $      456          $     215
$ Change from prior year                                                    241                198
% Change from prior year                                                     100+%              100+%

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for long-lived asset impairments and changes in fair value of contingent consideration

                                                     100+%              100+%


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.


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Reported fragrance operating income increased in fiscal 2022, primarily driven
by higher results from Jo Malone London, Tom Ford Beauty and Le Labo of
approximately $182 million, combined. The higher results from Jo Malone London
primarily reflected the increase in net sales, partially offset by higher cost
of sales given the growth of the home subcategory and the increase in
advertising and promotional activities and the increase in selling costs
resulting from the brick-and-mortar recovery and new product launches. Operating
results from Tom Ford Beauty increased, primarily due to higher net sales,
partially offset by higher cost of sales due, in part, to the increase in
promotional items and the increase in advertising and promotional activities to
support strategic investments in digital advertising and social media spending
(including costs associated with influencers), hero product franchises, and new
product launches. The increases in operating income from Le Labo was primarily
driven by the increase in net sales.

Hair Care

                                                                              Year Ended June 30
($ in millions)                                                          2022                     2021
As Reported:
Operating loss                                                      $      (28)               $      (19)
$ Change from prior year                                                    (9)                        -
% Change from prior year                                                   (47)  %                     -  %

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for the impact of long-lived asset impairments

                                 (87)  %                  (100+)%


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported hair care operating results decreased in fiscal 2022, primarily driven
by lower results from Aveda due to increased operating expenses to support the
salon and retail store recovery, partially offset by higher results from Bumble
and bumble, primarily due to the increase in net sales, as discussed above.

Geographic Regions

The Americas


                                                                                         Year Ended June 30
($ in millions)                                                                       2022                 2021
As Reported:
Operating income                                                                 $     1,159           $      518
$ Change from prior year                                                                 641                1,562
% Change from prior year                                                                   100+%               100+%

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for the impact of goodwill, other intangible and long-lived asset impairments and the change in fair value of acquisition-related stock options

                                        60   %               100+%


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported operating results increased in The Americas in fiscal 2022, primarily
reflecting higher operating results from North America of approximately $612
million, primarily due to the increase in net sales, higher intercompany royalty
income primarily from growth in our travel retail business, favorable
year-over-year impact of goodwill, other intangible and long-lived asset
impairments of $129 million and the favorable year-over-year impact of changes
in fair value of acquisition-related stock options relating to the increase in
our investment in DECIEM during the fiscal 2021 fourth quarter of $95 million.

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Partially offsetting these increases in operating income were higher advertising
and promotional activities, primarily to support strategic investments in
digital advertising and social media spending and in-store promotions given the
increase in brick-and-mortar traffic, and increases in selling expense due to
the brick-and-mortar and makeup recovery compared to the prior-year.

Europe, the Middle East & Africa



                                                                            Year Ended June 30
($ in millions)                                                          2022                2021
As Reported:
Operating income                                                     $    1,360          $   1,335
$ Change from prior year                                                     25                338
% Change from prior year                                                      2  %              34  %

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for the impact of long-lived asset impairments and changes in fair value of contingent consideration

                                            (2) %              27  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported operating income increased in Europe, the Middle East & Africa in
fiscal 2022, primarily driven by higher results from several affiliates across
the region, led by the United Kingdom, reflecting the brick-and-mortar recovery,
compared to the prior-year periods and favorable year-over-year impact of
long-lived asset impairments of $48 million. Partially offsetting the increase
in reported operating income was lower results from our travel retail business.
The decrease in operating income from our travel retail business was primarily
driven by an increase in intercompany royalty expense to The Americas primarily
due to the growth of our travel retail business. Also contributing to the
decrease in operating income from our travel retail business was higher
advertising and promotional activity primarily to support strategic investments
in key areas of growth (primarily hero products and the skin care product
category), as well as to capture the current-year increase in airport traffic.
These higher expenses were partially offset by the increase in net sales.

Asia/Pacific
                                                                              Year Ended June 30
($ in millions)                                                          2022                     2021
As Reported:
Operating income                                                    $      795                $     993
$ Change from prior year                                                  (198)                     257
% Change from prior year                                                   (20)  %                   35  %

Non-GAAP Financial Measure(1): % Change in operating income from prior year adjusting for other intangible asset impairments

                                           3   %                   33  %


(1)See "Reconciliations of Non-GAAP Financial Measures" beginning on page 49 for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.



Reported operating income decreased in Asia/Pacific in fiscal 2022, reflecting
the current year other intangible asset impairment relating to Dr.Jart+ of $230
million.





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INTEREST AND INVESTMENT INCOME



                                                      Year Ended June 30
(In millions)                                           2022             2021
Interest expense                                $      167              $ 173
Interest income and investment income, net      $       30              $  

51





Interest income and investment income, net decreased primarily due to equity
method investment income recognized in the prior-year period relating to our
previously held equity method investment in DECIEM.

OTHER INCOME, NET



On May 18, 2021, we acquired additional shares in DECIEM, a Toronto-based skin
care company, for $1,092 million in cash, including proceeds from the issuance
of debt. DECIEM is a multi-brand beauty company with a brand portfolio that
includes The Ordinary and NIOD. This acquisition is expected to further
strengthen our leadership position in prestige skin care, expand our global
consumer reach and complement our business in the online and specialty-multi
channels. We originally acquired a minority interest in DECIEM in June 2017. The
minority interest was accounted for as an equity method investment, which had a
carrying value of $65 million at the acquisition date. The acquisition of
additional shares increased our fully diluted equity interest from approximately
29% to approximately 76% and was considered a step acquisition. On a fully
diluted basis, the DECIEM stock options approximated 4% of the total capital
structure. Accordingly, for purposes of determining the consideration
transferred, we excluded the DECIEM stock options, which resulted in an increase
in our post-acquisition undiluted equity interest from approximately 30% to
approximately 78% and the post-acquisition undiluted equity interest of the
remaining noncontrolling interest holders of approximately 22%. We remeasured
the previously held equity method investment to its fair value of $913 million,
resulting in the recognition of a gain of $848 million. The gain on our
previously held equity method investment is included in Other income, net in the
accompanying consolidated statements of earnings for the year ended June 30,
2021. As part of the increase in our investment, we were granted the right to
purchase ("Call Option"), and granted the remaining investors a right to sell to
us ("Put Option"), the remaining interests after a three-year period, with a
purchase price based on the future performance of DECIEM (the "net Put (Call)
Option"). As a result of this redemption feature, we recorded redeemable
noncontrolling interest, at its acquisition­date fair value, that is classified
as mezzanine equity in the accompanying consolidated balance sheets at June 30,
2021. The accounting for the DECIEM business combination was finalized during
the fiscal 2022 third quarter.

See Item 8. Financial Statements and Supplementary Data - Note 5 - Acquisition of Businesses for additional information.



On December 18, 2019, we acquired the remaining equity interest in Have&Be Co.
Ltd. ("Have & Be"), the global skin care company behind Dr.Jart+ and men's
grooming brand Do The Right Thing, for $1,268 million in cash. Based on the
final purchase price and working capital adjustments, we estimated a refund
receivable of $32 million that was outstanding as of June 30, 2020 and was
received in the first quarter of fiscal 2021. We originally acquired a minority
interest in Have & Be in December 2015, which included a formula-based call
option for the remaining equity interest. The original minority interest was
accounted for as an equity method investment, which had a carrying value of $133
million at the acquisition date. The acquisition of the remaining equity
interest in Have & Be was considered a step acquisition, whereby we remeasured
the previously held equity method investment to its fair value of $660 million,
resulting in the recognition of a gain of $530 million. The acquisition of the
remaining equity interest also resulted in the recognition of a previously
unrealized foreign currency gain of $4 million, which was reclassified from
accumulated other comprehensive income. The total gain on our previously held
equity method investment of $534 million is included in Other income, net in the
accompanying consolidated statements of earnings for the year ended June 30,
2020.

The amount paid at closing was funded by cash on hand including the proceeds
from the issuance of debt. In anticipation of the closing, we transferred cash
to a foreign subsidiary for purposes of making the closing payment. As a result,
we recognized a foreign currency gain of $23 million, which is also included in
Other income, net in the accompanying consolidated statements of earnings for
the year ended June 30, 2020.



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PROVISION FOR INCOME TAXES

The provision for income taxes represents U.S. federal, foreign, state and local
income taxes. The effective rate differs from the federal statutory rate
primarily due to the effect of state and local income taxes, the tax impact of
share-based compensation, the taxation of foreign income and income tax reserve
adjustments, which represent changes in our net liability for unrecognized tax
benefits including tax settlements and lapses of the applicable statutes of
limitations. Our effective tax rate will change from year-to-year based on
recurring and non-recurring factors including the geographical mix of earnings,
enacted tax legislation, state and local income taxes, tax reserve adjustments,
the tax impact of share-based compensation, the interaction of various global
tax strategies and the impact from certain acquisitions.

The Tax Cuts and Jobs Act (the "TCJA") included broad and complex changes to the
U.S. tax code that impacted our accounting and reporting for income taxes. See
Item 8. Financial Statements and Supplementary Data - Note 9 - Income Taxes for
further discussion relating to the TCJA.

                                            Year Ended June 30
($ in millions)                             2022           2021
Earnings before income taxes:           $   3,036       $ 3,331

As Reported:
Effective rate for income taxes              20.7  %       13.7  %
Basis-point change from prior year            700        (1,980)

Non-GAAP Financial Measure(1):
Effective rate for income taxes              21.3  %       18.7  %


(1)Excludes the net impact on the effective tax rates of charges associated with
restructuring and other activities, goodwill, other intangible and long-lived
asset impairments, other income, net, changes in the fair value of contingent
consideration and changes in the fair value of acquisition-related stock
options. There was no tax expense associated with the fiscal 2021 other income,
net adjustment (previously held equity method investment in DECIEM).

The effective tax rate for fiscal 2022 increased approximately 700 basis points.
The increase was primarily attributable to the prior year impact of the fiscal
2021 gain on our previously held equity method investment in DECIEM with no
associated tax expense of approximately 530 basis points, as well as the
prior-year impact of retroactively electing the global intangible low-taxed
income ("GILTI") high-tax exception under the TCJA of approximately 140 basis
points.

NET EARNINGS ATTRIBUTABLE TO THE ESTÉE LAUDER COMPANIES INC.


                                                                                        Year Ended June 30
($ in millions, except per share data)                                               2022                2021
As Reported:
Net earnings attributable to The Estée Lauder Companies Inc.                     $    2,390          $   2,870
$ Change from prior year                                                               (480)             2,186
% Change from prior year                                                                (17) %              100+%
Diluted net earnings per common share                                            $     6.55          $    7.79
% Change from prior year                                                                (16) %              100+%

Non-GAAP Financial Measure(1): % Change in diluted net earnings per common share from prior year adjusting for the impact of charges associated with restructuring and other activities, goodwill, other intangible and long-lived asset impairments, other income, net, changes in fair value of contingent consideration and changes in fair value of acquisition-related stock options

                                                                                  12  %              57  %


(1)See "Reconciliations of Non-GAAP Financial Measures" below for reconciliations between non-GAAP financial measures and the most directly comparable U.S. GAAP measures.


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RECONCILIATIONS OF NON-GAAP FINANCIAL MEASURES



We use certain non-GAAP financial measures, among other financial measures, to
evaluate our operating performance, which represent the manner in which we
conduct and view our business. Management believes that excluding certain items
that are not comparable from period to period, or do not reflect the Company's
underlying ongoing business, provides transparency for such items and helps
investors and others compare and analyze our operating performance from period
to period. In the future, we expect to incur charges or adjustments similar in
nature to those presented below; however, the impact to the Company's results in
a given period may be highly variable and difficult to predict. Our non-GAAP
financial measures may not be comparable to similarly titled measures used by,
or determined in a manner consistent with, other companies. While we consider
the non-GAAP measures useful in analyzing our results, they are not intended to
replace, or act as a substitute for, any presentation included in the
consolidated financial statements prepared in conformity with U.S. GAAP. The
following tables present Net sales, Operating income and Diluted net earnings
per common share adjusted to exclude the impact of charges associated with
restructuring and other activities; goodwill, other intangible and long-lived
asset impairments; other income, net; the changes in fair value of contingent
consideration; the change in fair value of acquisition-related stock options;
and the effects of foreign currency translation. The following tables provide
reconciliations between these non-GAAP financial measures and the most directly
comparable U.S. GAAP measures.


                                                     Year Ended June 30                                                         % Change in
                                                                                                                                  Constant
($ in millions, except per share data)             2022               2021            Variance             % Change               Currency
Net sales, as reported                         $   17,737          $ 16,215          $  1,522                      9  %                  10  %
Returns associated with restructuring
and other activities                                    4                14               (10)
Net sales, as adjusted                         $   17,741          $ 16,229          $  1,512                      9  %                  10  %

Operating income, as reported                  $    3,170          $  2,618          $    552                     21  %                    19%
Charges associated with restructuring
and other activities                                  144               228               (84)
Goodwill, other intangible and
long-lived asset impairments                          241               188                53
Changes in fair value of contingent
consideration                                           -                (2)                2
Change in fair value of
acquisition-related stock options                     (55)               40               (95)

Operating income, as adjusted                  $    3,500          $  3,072          $    428                     14  %                  13  %

Diluted net earnings per common share,
as reported                                    $     6.55          $   7.79          $  (1.24)                   (16) %                 (17) %
Charges associated with restructuring
and other activities                                  .31               .48              (.17)
Other income, net                                       -             (2.30)             2.30
Goodwill, other intangible and
long-lived asset impairments                          .50               .40               .10
Changes in fair value of contingent
consideration                                           -              (.01)              .01
Change in fair value of
acquisition-related stock options (less
portion attributable to redeemable
noncontrolling interest)                             (.12)              .09              (.21)

Diluted net earnings per common share,
as adjusted                                    $     7.24          $   6.45          $    .79                     12  %                  12  %



As diluted net earnings per common share, as adjusted, is used as a measure of
the Company's performance, we consider the impact of current and deferred income
taxes when calculating the per-share impact of each of the reconciling items.




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The following table reconciles the change in net sales by product category and
geographic region, as reported, to the change in net sales excluding the effects
of foreign currency translation:

                                                        As Reported
                                           Year Ended June 30
                                                                                                 Impact of              Variance,                                 % Change, in
                                                                                              foreign currency         in constant          % Change, as            constant
($ in millions)                          2022               2021            Variance            translation              currency             reported              currency
By Product Category:
Skin Care                            $    9,886          $  9,484          $    402          $            (3)         $       399                     4  %                  4  %
Makeup                                    4,667             4,203               464                       50                  514                    11                    12
Fragrance                                 2,508             1,926               582                       33                  615                    30                    32
Hair Care                                   631               571                60                        8                   68                    11                    12
Other                                        49                45                 4                        -                    4                     9                     9
                                         17,741            16,229             1,512                       88                1,600                     9                    10
Returns associated with
restructuring and other
activities                                   (4)              (14)               10                        -                   10
Total                                $   17,737          $ 16,215          $  1,522          $            88          $     1,610                     9  %                 10  %

By Region:
The Americas                         $    4,623          $  3,797          $    826          $           (22)         $       804                    22  %                 21  %
Europe, the Middle East &
Africa                                    7,681             6,946               735                      117                  852                    11                    12
Asia/Pacific                              5,437             5,486               (49)                      (7)                 (56)                   (1)                   (1)
                                         17,741            16,229             1,512                       88                1,600                     9                    10
Returns associated with
restructuring and other
activities                                   (4)              (14)               10                        -                   10
Total                                $   17,737          $ 16,215          $  1,522          $            88          $     1,610                     9  %                 10  %


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The following table reconciles the change in operating income by product
category and geographic region, as reported, to the change in operating income
excluding the impact of goodwill, other intangible and long-lived asset
impairments, changes in fair value of contingent consideration and change in
fair value of acquisition-related stock options:



                                                   As Reported                                 Add:
                                                                                            Changes in
                                                                                          Goodwill, other             Add:
                                      Year Ended June 30                                  intangible and         Changes in fair          Add: Change in fair
                                                                                            long-lived              value of                   value of
                                                                                               asset               contingent             Acquisition-related          Variance, as
($ in millions)                      2022                2021            Variance           impairments           consideration              stock options               adjusted            % Change, as reported         % Change, as adjusted
By Product Category:
Skin Care                      $    2,753             $ 3,036          $    (283)         $        134          $            -          $                (93)         $       (242)                  (9)%                          (8)%
Makeup                                133                (384)               517                   (63)                      -                            (2)                  452                   100+                          100+
Fragrance                             456                 215                241                   (14)                      2                             -                   229                   100+                          100+
Hair Care                             (28)                (19)                (9)                   (4)                      -                             -                   (13)                  (47)                          (87)
Other                                   -                  (2)                 2                                             -                             -                     2                    100                           100
                                    3,314               2,846          $     468          $         53          $            2          $                (95)         $        428                    16%                           14%
Charges associated with
restructuring and other
activities                           (144)               (228)
Total                          $    3,170             $ 2,618

By Region:
The Americas                   $    1,159             $   518          $     641          $       (129)         $            -          $                (95)         $        417                   100+%                          60%
Europe, the Middle
East & Africa                       1,360               1,335                 25                   (48)                      2                             -                   (21)                    2                            (2)
Asia/Pacific                          795                 993               (198)                  230                       -                             -                    32                   (20)                            3
                                    3,314               2,846          $     468          $         53          $            2          $                (95)         $        428                    16%                           14%
Charges associated with
restructuring and other
activities                           (144)               (228)
Total                          $    3,170             $ 2,618



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FINANCIAL CONDITION

LIQUIDITY AND CAPITAL RESOURCES

Overview


Our principal sources of funds historically have been cash flows from
operations, borrowings pursuant to our commercial paper program, borrowings from
the issuance of long-term debt and committed and uncommitted credit lines
provided by banks and other lenders in the United States and abroad. At June 30,
2022, we had cash and cash equivalents of $3,957 million compared with $4,958
million at June 30, 2021. Our cash and cash equivalents are maintained at a
number of financial institutions. To mitigate the risk of uninsured balances, we
select financial institutions based on their credit ratings and financial
strength, and we perform ongoing evaluations of these institutions to limit our
concentration risk exposure.

Based on past performance and current expectations, we believe that cash on
hand, cash generated from operations, available credit lines and access to
credit markets will be adequate to support seasonal working capital needs,
currently planned business operations, information technology enhancements,
capital expenditures, acquisitions, dividends, stock repurchases, restructuring
initiatives, commitments and other contractual obligations on both a near-term
and long-term basis.

The TCJA resulted in the Transition Tax on unrepatriated earnings of our foreign
subsidiaries and changed the tax law in ways that present opportunities to
repatriate cash without additional U.S. federal income tax. As a result, we
changed our indefinite reinvestment assertion related to certain foreign
earnings, and we continue to analyze the indefinite reinvestment assertion on
our remaining applicable foreign earnings. We do not believe that continuing to
reinvest our foreign earnings impairs our ability to meet our domestic debt or
working capital obligations. If these reinvested earnings were repatriated into
the United States as dividends, we would be subject to state income taxes and
applicable foreign taxes in certain jurisdictions.

The effects of inflation have not been significant to our overall operating results in recent years, however we are mindful of increasing inflationary pressures. Generally, we have been able to introduce new products at higher prices, increase prices and implement other operating efficiencies to sufficiently offset cost increases.



Credit Ratings
Changes in our credit ratings will likely result in changes in our borrowing
costs. Our credit ratings also impact the cost of our revolving credit
facility. Downgrades in our credit ratings may reduce our ability to issue
commercial paper and/or long-term debt and would likely increase the relative
costs of borrowing. A credit rating is not a recommendation to buy, sell, or
hold securities, is subject to revision or withdrawal at any time by the
assigning rating organization, and should be evaluated independently of any
other rating. As of August 17, 2022, our long-term debt is rated A+ with a
stable outlook by Standard & Poor's and A1 with a stable outlook by Moody's.

Debt and Access to Liquidity Total debt as a percent of total capitalization (excluding noncontrolling interests) increased to 49% at June 30, 2022 from 48% at June 30, 2021.



For further information regarding our current and long-term debt and available
financing, see Item 8. Financial Statements and Supplementary Data - Note 11 -
Debt.

Cash Flows
                                                    Year Ended June 30
(In millions)                                       2022           2021

Net cash provided by operating activities $ 3,040 $ 3,631 Net cash used for investing activities $ (945) $ (1,864) Net cash used for financing activities $ (3,036) $ (1,892)





The change in net cash flows provided by operations reflected higher working
capital needs to support growth and to mitigate the global supply chain
challenges, as well as higher cash paid for taxes, partially offset by higher
earnings before taxes, excluding non-cash items.



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The change in net cash flows used for investing activities primarily reflected
cash paid, net of cash acquired, in connection with the acquisition of
additional shares in DECIEM in fiscal 2021 and the settlement of net investment
hedges. These changes were partially offset by an increase in capital
expenditures, primarily driven by increased investments for a new manufacturing
facility in Japan, online capabilities, our freestanding stores and counters at
retailers to support new and existing distribution and information technology
enhancements, as well as investments to support the reopening of our offices
located around the world, which were previously closed due to COVID-19.

The change in net cash flows used for financing activities primarily reflected
an increase relating to higher treasury stock repurchases in fiscal 2022 and
proceeds from the issuance of long-term debt, net in the prior-year period,
partially offset by the repayment of short-term debt and repayments and
redemptions of long-term debt made in the prior-year period.

See Item 7. Management's Discussion and Analysis of Financial Condition and
Results of Operations - Financial Condition of the Company's Annual Report on
Form 10-K for the fiscal year ended June 30, 2021 for the fiscal 2021 to fiscal
2020 comparative discussions.

Dividends


For a summary of quarterly cash dividends declared per share on our Class A and
Class B Common Stock during the year ended June 30, 2022 and through August 17,
2022, see Item 8. Financial Statements and Supplementary Data - Note 17 - Common
Stock.

Pension and Post-retirement Plan Funding



Several factors influence the annual funding requirements for our pension
plans. For our domestic trust-based noncontributory qualified defined benefit
pension plan ("U.S. Qualified Plan"), we seek to maintain appropriate funded
percentages. For any future contributions to the U.S. Qualified Plan, we would
seek to contribute an amount or amounts that would not be less than the minimum
required by the Employee Retirement Income Security Act of 1974, as amended,
("ERISA") and subsequent pension legislation, and would not be more than the
maximum amount deductible for income tax purposes. For each international plan,
our funding policies are determined by local laws and regulations. In addition,
amounts necessary to fund future obligations under these plans could vary
depending on estimated assumptions. The effect of our pension plan funding on
future operating results will depend on economic conditions, employee
demographics, mortality rates, the number of participants electing to take
lump-sum distributions, investment performance and funding decisions.

For the U.S. Qualified Plan, we maintain an investment strategy of matching the
duration of a substantial portion of the plan assets with the duration of the
underlying plan liabilities. This strategy assists us in maintaining our overall
funded ratio. For fiscal 2022 and 2021, we met or exceeded all contribution
requirements under ERISA regulations for the U.S. Qualified Plan. As we continue
to monitor the funded status, we may decide to make cash contributions to the
U.S. Qualified Plan or our post-retirement medical plan in the United States
during fiscal 2023.

The following table summarizes actual and expected benefit payments and contributions for our other pension and post-retirement plans:



                                                                                     Year Ended June 30
(In millions)                                                       Expected 2023              2022               2021

Non-qualified domestic noncontributory pension plan benefit payments

$       21               $      18          $      19

International defined benefit pension plan contributions $ 35

$      38          $      40
Post-retirement plan benefit payments                             $       10               $      11          $       7



Commitments and Contingencies
For a discussion of our contingencies, see to Item 8. Financial Statements and
Supplementary Data - Note 16 - Commitments and Contingencies (Contractual
Obligations).

Contractual Obligations For a discussion of our contractual obligations, see Item 8. Financial Statements and Supplementary Data - Note 16 - Commitments and Contingencies (Contractual Obligations).


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Derivative Financial Instruments and Hedging Activities
For a discussion of our derivative financial instruments and hedging activities,
see Item 8. Financial Statements and Supplementary Data - Note 12 - Derivative
Financial Instruments.

Foreign Exchange Risk Management
For a discussion of foreign exchange risk management, see Item 8. Financial
Statements and Supplementary Data - Note 12 - Derivative Financial Instruments
(Cash Flow Hedges, Net Investment Hedges).

Credit Risk For a discussion of credit risk, see Item 8. Financial Statements and Supplementary Data - Note 12 - Derivative Financial Instruments (Credit Risk).



Market Risk
We address certain financial exposures through a controlled program of market
risk management that includes the use of foreign currency forward contracts to
reduce the effects of fluctuating foreign currency exchange rates and to
mitigate the change in fair value of specific assets and liabilities on the
balance sheet. To perform a sensitivity analysis of our foreign currency forward
contracts, we assess the change in fair values from the impact of hypothetical
changes in foreign currency exchange rates. A hypothetical 10% weakening of the
U.S. dollar against the foreign exchange rates for the currencies in our
portfolio would have resulted in a net decrease in the fair value of our
portfolio of approximately $259 million and $218 million as of June 30, 2022 and
2021, respectively. This potential change does not consider our underlying
foreign currency exposures.

In addition, we enter into interest rate derivatives to manage the effects of
interest rate movements on our aggregate liability portfolio, including future
debt issuances. Based on a hypothetical 100 basis point increase in interest
rates, the estimated fair value of our interest rate derivatives would decrease
by approximately $41 million and $83 million as of June 30, 2022 and 2021,
respectively.

Our sensitivity analysis represents an estimate of reasonably possible net
losses that would be recognized on our portfolio of derivative financial
instruments assuming hypothetical movements in future market rates and is not
necessarily indicative of actual results, which may or may not occur. It does
not represent the maximum possible loss or any expected loss that may occur,
since actual future gains and losses will differ from those estimated, based
upon actual fluctuations in market rates, operating exposures, and the timing
thereof, and changes in our portfolio of derivative financial instruments during
the year. We believe, however, that any such loss incurred would be offset by
the effects of market rate movements on the respective underlying transactions
for which the derivative financial instrument was intended.

OFF-BALANCE SHEET ARRANGEMENTS



We do not maintain any off-balance sheet arrangements, transactions, obligations
or other relationships with unconsolidated entities that would be expected to
have a material current or future effect upon our financial condition or results
of operations.

RECENTLY ISSUED ACCOUNTING STANDARDS
Refer to Item 8. Financial Statements and Supplementary Data - Note 2 - Summary
of Significant Accounting Policies for discussion regarding the impact of
accounting standards that were recently issued but not yet effective, on our
consolidated financial statements.

CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The discussion and analysis of our financial condition at June 30, 2022 and our
results of operations for the three fiscal years ended June 30, 2022 are based
upon our consolidated financial statements, which have been prepared in
conformity with U.S. generally accepted accounting principles ("U.S. GAAP"). The
preparation of these financial statements requires us to make estimates and
assumptions that affect the amounts of assets, liabilities, revenues and
expenses reported in those financial statements. These estimates and assumptions
can be subjective and complex and, consequently, actual results could differ
from those estimates. We consider accounting estimates to be critical if both
(i) the nature of the estimate or assumption is material due to the levels of
subjectivity and judgment involved, and (ii) the impact within a reasonable
range of outcomes of the estimate and assumption is material to the Company's
financial condition. Our critical accounting policies relate to goodwill, other
intangible assets and long-lived assets - impairment assessment and income
taxes.

Management of the Company has discussed the selection of critical accounting
policies and the effect of estimates with the Audit Committee of the Company's
Board of Directors.

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Goodwill, Other Intangible Assets and Long-Lived Assets - Impairment Assessment
Goodwill is calculated as the excess of the cost of purchased businesses over
the fair value of their underlying net assets. Other indefinite-lived intangible
assets principally consist of trademarks. Goodwill and other indefinite-lived
intangible assets are not amortized.

When testing goodwill and other indefinite-lived intangible assets for
impairment, we have the option of first performing a qualitative assessment to
determine whether it is more-likely-than-not that the fair value of a reporting
unit is less than its carrying amount as a basis for determining whether it is
necessary to perform a quantitative impairment test. If necessary, we can
perform a single step quantitative goodwill impairment test by comparing the
fair value of a reporting unit with its carrying amount and record an impairment
charge for the amount that the carrying amount exceeds the fair value, up to the
total amount of goodwill allocated to that reporting unit. For fiscal 2022, we
elected to perform the quantitative assessment for the goodwill in each of our
reporting units and indefinite-lived intangible assets. We engaged a third-party
valuation specialist and used industry accepted valuation models and criteria
that were reviewed and approved by various levels of management. For fiscal
2021, we elected to perform the qualitative assessment for the goodwill in
certain of our reporting units and indefinite-lived intangible assets. This
qualitative assessment included the review of certain macroeconomic factors and
entity-specific qualitative factors to determine if it was more-likely-than-not
that the fair values of our reporting units were below carrying value. For our
other reporting units and other indefinite-lived intangible assets, a
quantitative assessment was performed. We engaged third-party valuation
specialists and used industry accepted valuation models and criteria that were
reviewed and approved by various levels of management.

For further discussion of the methods used and factors considered in our
estimates as part of the impairment testing for Goodwill, Other Intangible
Assets and Long-Lived Assets, see Item 8. Financial Statements and Supplementary
Data - Note 2 - Summary of Significant Accounting Policies, Note 6 - Goodwill
and Other Intangible Assets.

Income Taxes
We calculate and provide for income taxes in each tax jurisdiction in which we
operate. As the application of various tax laws relevant to our global business
is often uncertain, significant judgment is required in determining our annual
tax expense and in evaluating our tax positions. The provision for income taxes
includes the amounts payable or refundable for the current year, the effect of
deferred taxes and impacts from uncertain tax positions.

We recognize deferred tax assets and liabilities for future tax consequences
attributable to differences between financial statement carrying amounts of
existing assets and liabilities and their respective tax basis, net operating
losses, tax credits and other carryforwards. Deferred tax assets and liabilities
are measured using enacted tax rates when the assets and liabilities are
expected to be realized or settled. We regularly review deferred tax assets for
realizability and establish valuation allowances based on available evidence
including historical operating losses, projected future taxable income, expected
timing of the reversals of existing temporary differences, and appropriate tax
planning strategies. If our assessment of the realizability of a deferred tax
asset changes, an increase to a valuation allowance will result in a reduction
to net earnings at that time, while the reduction to a valuation allowance will
result in an increase to net earnings at that time.

We provide tax reserves for applicable U.S. federal, state, local and foreign
tax exposures relating to periods subject to audit. The development of reserves
for these exposures requires judgments about tax issues, potential outcomes and
timing, and is a subjective critical estimate. We assess our tax positions and
record tax benefits for all years subject to examination based upon management's
evaluation of the facts, circumstances, and information available at the
reporting dates. For those tax positions where it is more-likely-than-not that a
tax benefit will be sustained, we have recorded the largest amount of tax
benefit with a greater than 50% likelihood of being realized upon settlement
with a tax authority that has full knowledge of all relevant information. For
those tax positions where it is more-likely-than-not that a tax benefit will not
be sustained, no tax benefit has been recognized in the consolidated financial
statements. We classify applicable interest and penalties as a component of the
provision for income taxes. Although the outcome relating to these exposures is
uncertain, in our opinion adequate provisions for income taxes have been made
for estimable potential liabilities emanating from these exposures. If actual
outcomes differ materially from these estimates, they could have a material
impact on our consolidated net earnings.

For further discussion of Income Taxes, see Item 8. Financial Statements and
Supplementary Data - Note 2 - Summary of Significant Accounting Policies and
Note 9 - Income Taxes.




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CAUTIONARY NOTE REGARDING FORWARD-LOOKING INFORMATION
We and our representatives from time to time make written or oral
forward-looking statements, including in this and other filings with the
Securities and Exchange Commission, in our press releases and in our reports to
stockholders, which may constitute "forward-looking statements" within the
meaning of the Private Securities Litigation Reform Act of 1995. Such statements
may address our expectations regarding sales, earnings or other future financial
performance and liquidity, other performance measures, product introductions,
entry into new geographic regions, information technology initiatives, new
methods of sale, our long-term strategy, restructuring and other charges and
resulting cost savings, and future operations or operating results. These
statements may contain words like "expect," "will," "will likely result,"
"would," "believe," "estimate," "planned," "plans," "intends," "may," "should,"
"could," "anticipate," "estimate," "project," "projected," "forecast," and
"forecasted" or similar expressions. Although we believe that our expectations
are based on reasonable assumptions within the bounds of our knowledge of our
business and operations, actual results may differ materially from our
expectations. Factors that could cause actual results to differ from
expectations include, without limitation:

(1)increased competitive activity from companies in the skin care, makeup, fragrance and hair care businesses;

(2)our ability to develop, produce and market new products on which future operating results may depend and to successfully address challenges in our business;



(3)consolidations, restructurings, bankruptcies and reorganizations in the
retail industry causing a decrease in the number of stores that sell our
products, an increase in the ownership concentration within the retail industry,
ownership of retailers by our competitors or ownership of competitors by our
customers that are retailers and our inability to collect receivables;

(4)destocking and tighter working capital management by retailers;

(5)the success, or changes in timing or scope, of new product launches and the success, or changes in timing or scope, of advertising, sampling and merchandising programs;

(6)shifts in the preferences of consumers as to where and how they shop;



(7)social, political and economic risks to our foreign or domestic
manufacturing, distribution and retail operations, including changes in foreign
investment and trade policies and regulations of the host countries and of the
United States;

(8)changes in the laws, regulations and policies (including the interpretations
and enforcement thereof) that affect, or will affect, our business, including
those relating to our products or distribution networks, changes in accounting
standards, tax laws and regulations, environmental or climate change laws,
regulations or accords, trade rules and customs regulations, and the outcome and
expense of legal or regulatory proceedings, and any action we may take as a
result;

(9)foreign currency fluctuations affecting our results of operations and the
value of our foreign assets, the relative prices at which we and our foreign
competitors sell products in the same markets and our operating and
manufacturing costs outside of the United States;

(10)changes in global or local conditions, including those due to volatility in
the global credit and equity markets, natural or man-made disasters, real or
perceived epidemics, supply chain challenges, inflation, or increased energy
costs, that could affect consumer purchasing, the willingness or ability of
consumers to travel and/or purchase our products while traveling, the financial
strength of our customers, suppliers or other contract counterparties, our
operations, the cost and availability of capital which we may need for new
equipment, facilities or acquisitions, the returns that we are able to generate
on our pension assets and the resulting impact on funding obligations, the cost
and availability of raw materials and the assumptions underlying our critical
accounting estimates;

(11)impacts attributable to the COVID-19 pandemic, including disruptions to our global business;



(12)shipment delays, commodity pricing, depletion of inventory and increased
production costs resulting from disruptions of operations at any of the
facilities that manufacture our products or at our distribution or inventory
centers, including disruptions that may be caused by the implementation of
information technology initiatives, or by restructurings;

(13)real estate rates and availability, which may affect our ability to increase
or maintain the number of retail locations at which we sell our products and the
costs associated with our other facilities;

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(14)changes in product mix to products which are less profitable;



(15)our ability to acquire, develop or implement new information and
distribution technologies and initiatives on a timely basis and within our cost
estimates and our ability to maintain continuous operations of such systems and
the security of data and other information that may be stored in such systems or
other systems or media;

(16)our ability to capitalize on opportunities for improved efficiency, such as
publicly-announced strategies and restructuring and cost-savings initiatives,
and to integrate acquired businesses and realize value therefrom;

(17)consequences attributable to local or international conflicts around the world, as well as from any terrorist action, retaliation and the threat of further action or retaliation;

(18)the timing and impact of acquisitions, investments and divestitures; and

(19)additional factors as described in our filings with the Securities and Exchange Commission, including this Annual Report on Form 10-K for the fiscal year ended June 30, 2022.

We assume no responsibility to update forward-looking statements made herein or otherwise.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk.

The information required by this item is set forth in Item 7 of this Annual Report on Form 10-K under the caption Liquidity and Capital Resources - Market Risk and is incorporated herein by reference.

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