RESTRUCTURING COSTS

Restructuring costs for the fiscal years ended June 30, 2017, 2016 and 2015 are presented below:



	Year Ended June 30,
	2017		2016		2015
Global Integration Activities	$	364.2	$	—	$	—
Acquisition Integration Program	2.3		42.3		15.3
Organizational Redesign	5.1		34.5		58.6
Other Restructuring	0.6		10.1		1.5
Total	$	372.2	$	86.9	$	75.4

Global Integration Activities

In connection with the acquisition of the P&G Beauty Business, the Company anticipates that it will incur restructuring and related costs aimed at integrating and optimizing the combined organization (“Global Integration Activities”).

Of the expected costs, the Company incurred $387.3 related to approved initiatives in the fiscal year ended June 30, 2017:



	Cost of sales ^(a)		Selling, general and administrative ^(b)		Restructuring		Total
Fiscal year ended June 30,	$	13.1	$	10.0	$	364.2	$	387.3

^(a)Primarily related to inventory buyback associated with the conversion of P&G distributors and accelerated depreciation.

^(b)Primarily other business realignment costs, including legal and consulting costs.

Over the next two years, the Company expects to incur approximately $160.0 of additional restructuring charges and $90.0 of other related costs pertaining to the approved actions. Of the $160.0 of additional restructuring charges, the Company currently anticipates spending equal amounts related to employee termination benefits, fixed asset write-offs, contract terminations, and other costs to exit facilities and relocate employees.

The related liability balance and activity for the Global Integration Activities restructuring costs are presented below:



	Severance and Employee Benefits			Third-Party Contract Terminations			Fixed Asset Write-offs			Other Exit Costs^(a)			Total Program Costs
Balance—July 1, 2016	$	—		$	—		$	—		$	—		$	—
Restructuring charges	339.1			22.4			4.6			3.3			369.4
Payments	(26.0		)	(7.7		)	—			(1.3		)	(35.0		)
Change in estimates	(5.2		)	—			—			—			(5.2		)
Non-cash utilization	—			—			(4.6		)	0.8			(3.8		)
Effect of exchange rates	2.9			0.2			—			—			3.1
Balance—June 30, 2017	$	310.8		$	14.9		$	—		$	2.8		$	328.5

^(a)Other costs primarily represent lease terminations and other exit costs, partially offset by pension curtailment and settlement gains recognized in connection with involuntary employee terminations as part of the Global Integration Activities. The gains resulted in a corresponding decrease to the net pension liability. Refer to Note 17—Employee Benefit Plans for further information.

The Company currently estimates that the total remaining accrual of $328.5 will result in cash expenditures of approximately $252.4, $72.7 and $3.4 in fiscal 2018, 2019 and 2020, respectively.

Acquisition Integration Program

In the first quarter of fiscal 2016, the Company’s Board of Directors (the “Board”) approved an expansion to a restructuring program in connection with the acquisition of the Bourjois brand (the “Acquisition Integration Program”). Actions associated with the program were initiated after the acquisition of Bourjois and were substantially completed during fiscal 2017 with cash payments continuing through fiscal 2018. The Company incurred $59.9 of restructuring costs life-to-date as of June 30, 2017, which have been recorded in Corporate.

The related liability balance and activity for the Acquisition Integration Program costs are presented below:



	Severance and Employee Benefits			Third-Party Contract Terminations			Other Exit Costs^(a)			Total Program Costs
Balance—July 1, 2016	$	35.7		$	7.6		$	0.1		$	43.4
Restructuring charges	0.6			0.6			4.7			5.9
Payments	(11.7		)	(3.7		)	(2.5		)	(17.9		)
Changes in estimates	(0.8		)	(2.8		)	—			(3.6		)
Non-cash utilization^(a)	—			—			1.8			1.8
Effect of exchange rates	1.0			(0.2		)	—			0.8
Balance—June 30, 2017	$	24.8		$	1.5		$	4.1		$	30.4

^(a)Other costs primarily represent lease terminations partially offset by a pension curtailment gain recognized in connection with involuntary employee terminations as part of the Acquisition Integration Program. The gain resulted in a corresponding decrease to the net pension liability. Refer to Note 17—Employee Benefit Plans for further information.

The Company currently estimates that the total remaining accrual of $30.4 will result in cash expenditures of approximately $29.6 and $0.8 in fiscal 2018 and 2019, respectively.

Organizational Redesign

During the fourth quarter of fiscal 2014, the Board approved a program associated with a new organizational structure (“Organizational Redesign”) that aims to reinforce the Company’s growth path and strengthen its position as a new global leader and challenger in the beauty industry. The Organizational Redesign was substantially completed during fiscal 2017. The Company incurred $111.2 of restructuring costs life-to-date as of June 30, 2017, which have been recorded in Corporate. The Company incurred $37.4 of other business realignment costs life-to-date as of June 30, 2017, which have been primarily reported in Selling, general and administrative expenses in the Consolidated Statements of Operations in Corporate.

The related liability balance and activity for the Organizational Redesign costs are presented below:



	Severance and Employee Benefits			Third-Party Contract Terminations			Fixed Asset Write-offs			Other Exit Costs			Total Program Costs
Balance—July 1, 2016	$	33.6		$	0.4		$	—		$	0.5		$	34.5
Restructuring charges	6.1			—			2.2			—			8.3
Payments	(31.3		)	—			—			(0.2		)	(31.5		)
Changes in estimates	(3.0		)	(0.2		)	—			—			(3.2		)
Non-cash utilization	—			—			(2.2		)	—			(2.2		)
Effects of exchange rates	0.5			—			—			(0.2		)	0.3
Balance—June 30, 2017	$	5.9		$	0.2		$	—		$	0.1		$	6.2

The Company currently estimates that the total remaining accrual of $6.2 will result in cash expenditures of $6.1 and $0.1 in fiscal 2018 and 2019, respectively.

Other Restructuring

Other restructuring primarily relates to the Company’s programs to integrate supply chain and selling activities, which were substantially completed during fiscal 2016 with cash payments expected to continue through fiscal 2018. The Company incurred $0.6, $10.1 and $1.5 in fiscal 2017, 2016 and 2015, respectively. The related liability balances were $3.9 and $6.2 at June 30, 2017 and June 30, 2016, respectively. The Company currently estimates that the total remaining accrual of $3.9 will result in cash expenditures in fiscal 2018.

In connection with the acquisition of the P&G Beauty Business, the Company assumed restructuring liabilities of approximately $21.7 at October 1, 2016. The Company estimates that the remaining accrual of $14.3 at June 30, 2017 will result in cash expenditures of $9.0, $3.3 and $2.0 in fiscal 2018, 2019 and 2020, respectively.