10-Q: BellRing Brands Q1 Earnings Plunge 43% Amid Rising Costs, Legal Settlements
Quarterly Report
BellRing Brands, Inc. reported a 43% drop in net earnings for the first fiscal quarter of 2026, driven by higher product costs and significant legal settlement provisions.
Summary
- Net sales increased by 1% to $537.3 million for the three months ended December 31, 2025, compared to $532.9 million in the prior year period.
- Gross profit decreased by 19.4% to $160.8 million, down from $199.6 million in the prior year.
- Operating profit fell by 32% to $78.5 million, compared to $115.3 million in the same period last year.
- Net earnings decreased by 43% to $43.7 million, down from $76.9 million in the prior year period.
- Diluted earnings per common share were $0.36, a decrease from $0.59 in the prior year.
- Sales of Premier Protein products were down 1% on flat volumes, primarily due to lower average net selling prices from incremental promotional investment.
- Sales of Dymatize products increased by 16%, driven by 30% higher volumes, mainly from international markets, though average net selling prices decreased due to unfavorable product mix.
- Cash used in operating activities was $3.1 million, a decrease from $3.0 million provided by operating activities in the prior year, primarily due to increased inventory levels and higher interest payments.
- The company repurchased 3.0 million shares of its common stock for $97.8 million at an average price of $31.95 per share during the quarter.
- A new $600 million share repurchase authorization was approved on November 19, 2025, replacing a prior $400 million authorization, with approximately $543.1 million remaining as of December 31, 2025.
- The company reached a preliminary settlement in the New York Joint Juice Litigation for $19.2 million and a Multistate Settlement for $70.8 million, both subject to final court approval.
- A putative securities class action lawsuit was filed on January 22, 2026, against the company and its CEO and CFO, alleging misstatements regarding financial performance.
Sentiment
Score: 3
Explanation: StockSavvy.ai views this as a negative report due to significant declines in profitability metrics, negative cash flow from operations, and substantial legal liabilities, despite some positive sales growth in one brand and a robust share repurchase program.
Positives
- Net sales increased by 1% to $537.3 million.
- Dymatize product sales grew by 16%, driven by 30% higher international volumes.
- The Revolving Credit Facility was increased to $500.0 million and its maturity extended to August 22, 2030, with reduced interest rates on borrowings.
- The company repurchased 3.0 million shares for $97.8 million, demonstrating a commitment to returning capital to shareholders.
- A new $600 million share repurchase authorization provides significant flexibility for future buybacks.
Negatives
- Net earnings decreased significantly by 43% to $43.7 million.
- Operating profit declined by 32% to $78.5 million, primarily due to higher net product costs of $35.9 million.
- Gross profit decreased by 19.4% to $160.8 million.
- Basic and diluted earnings per common share decreased to $0.37 and $0.36, respectively.
- Cash flow from operating activities turned negative, using $3.1 million compared to providing $3.0 million in the prior year, largely due to increased inventory levels.
- Interest expense, net, increased by 39% to $20.0 million due to higher outstanding borrowings.
- Premier Protein sales decreased by 1% due to lower average net selling prices from increased promotional investment.
- The company faces ongoing inflationary pressures on input costs and potential adverse impacts from tariffs.
Risks
- Dependence on sales from ready-to-drink (RTD) protein shakes.
- Ability to compete in product categories and retain market position and brand perceptions.
- Disruptions or inefficiencies in the supply chain, including reliance on third-party suppliers and manufacturers, pandemics, labor shortages, and natural disasters.
- Dependence on one manufacturer for nearly half of RTD protein shakes.
- Reliance on a limited number of third-party suppliers for certain ingredients and packaging.
- Significant volatility in the cost or availability of inputs (freight, raw materials, packaging, energy, labor) due to tariffs or inflationary pressures.
- Ability to anticipate and respond to changes in consumer and customer preferences and introduce new products.
- Consolidation in distribution channels.
- Loss of, a significant reduction of purchases by, or the bankruptcy of a major customer.
- Legal and regulatory factors, including compliance with food safety, advertising, labeling, tax, and environmental matters.
- Fluctuations in business due to promotional activities and seasonality.
- Ability to maintain net selling prices and manage promotional activities.
- Ability to obtain additional financing and service outstanding debt, including compliance with covenants.
- Uncertain or unfavorable economic conditions that limit customer and consumer demand or increase costs.
- Risks related to the ongoing relationship with Post Holdings, Inc. following the Spin-off, including obligations under various agreements and potential conflicting interests.
- The ultimate impact of litigation or other regulatory matters, including the Joint Juice Litigation and the newly filed putative securities class action.
- Risks associated with international business.
- Ability to protect intellectual property and other assets.
- Costs, business disruptions, and reputational damage from technology failures, cybersecurity incidents, and data privacy issues.
- Impairment in the carrying value of goodwill or other intangible assets.
- Ability to identify, complete, and integrate acquisitions or other strategic transactions.
- Ability to hire and retain talented personnel, employee absenteeism, labor strikes, or unionization efforts.
- Ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002.
- Significant differences in actual operating results from any guidance provided.
Future Outlook
The company anticipates continued inflationary pressures on input costs and potential adverse impacts from tariffs in fiscal year 2026, which could materially affect results if not mitigated. Management expects to generate positive cash flows from operations over the next twelve months and believes current liquidity and potential future credit facilities will be sufficient to meet capital needs, including debt repayments and share repurchases. No significant capital expenditures are planned for the next 12 months.
Management Comments
- Management noted that the decrease in operating profit was primarily driven by higher net product costs, partially offset by reduced advertising expenses.
- The company expects to generate positive cash flows from operations over the next twelve months and believes its cash on hand, cash flows from operations, and possible future credit facilities will be sufficient to satisfy its future working capital requirements, purchase commitments, research and development activities, debt repayments, share repurchases, and other financing requirements for the foreseeable future.
Industry Context
StockSavvy.ai notes that the proactive wellness category, particularly protein-based consumer goods, continues to see demand, as evidenced by the 16% growth in Dymatize products. However, the broader industry is grappling with significant inflationary pressures on raw materials, packaging, and manufacturing, compounded by global trade policy uncertainties and tariffs. The decline in Premier Protein sales due to promotional investments suggests a highly competitive market where pricing power is challenged, a common theme across many consumer packaged goods sectors. The company's asset-light model helps manage capital expenditures, but reliance on third-party manufacturers and a limited number of suppliers exposes it to supply chain vulnerabilities prevalent in the current environment.
Management Changes
| Role | Previous Person | New Person | Effective Date | Reason |
|---|---|---|---|---|
| President and Chief Executive Officer | Darcy H. Davenport | To be appointed | Earlier of successor appointment or September 30, 2026 | Retirement |
| Senior Advisor | NA | Darcy H. Davenport | Upon Transition Date (earlier of successor appointment or September 30, 2026) | Transition from CEO role post-retirement announcement |
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Credit Agreement Amendment | The First Amendment to the Credit Agreement broadened certain exceptions to covenants that would otherwise restrict activities such as repurchases of common stock. | August 22, 2025 | Increases financial flexibility for the company, particularly regarding capital allocation strategies like share repurchases. |
Legal Proceedings
- Joint Juice Litigation: Multiple class action lawsuits alleging false and misleading advertising claims for Joint Juice products. The company reached a settlement in principle for several cases.
- New York Settlement: Preliminary approval granted for a settlement in the New York Case (Montera v. Premier Nutrition Corp.) for $19.2 million ($2.0 million paid, $17.2 million contingent on final approval). Final approval hearing scheduled for April 30, 2026.
- Multistate Settlement: Preliminary approval granted for a settlement encompassing California and other Related Federal Actions (excluding NY and NM) for $70.8 million ($2.0 million to be paid in Q2 fiscal 2026, remaining contingent on final approval). Final approval hearing scheduled for May 5, 2026.
- New Mexico Federal Related Action: Confidential settlement agreement reached on November 12, 2025, with an immaterial payment and voluntary dismissal.
- Putative Securities Class Action Litigation: Filed January 22, 2026 (Denha v. BellRing Brands, Inc.) against the company, CEO, and CFO, alleging violations of Sections 10(b) and 20(a) of the Securities Exchange Act of 1934 and Rule 10b-5 based on alleged misstatements from November 19, 2024, through August 4, 2025. The company intends to defend vigorously.
Related Party Transactions
- Master Services Agreement (MSA) with Post Holdings, Inc. (Post) for various functions and services, with fees of $0.7 million for the three months ended December 31, 2025 (down from $0.9 million in prior year).
- Immaterial royalties paid to and received from Post and its subsidiaries.
- Co-Packing Agreement with Comet Processing, Inc. (a wholly-owned subsidiary of Post) for RTD shakes, with purchases of $19.4 million for the three months ended December 31, 2025 (up from $6.3 million in prior year).
- Current payables with Post of $7.0 million as of December 31, 2025, related to RTD shake purchases and MSA fees.
Stakeholder Impact
- Shareholders: Impacted by significant decline in net earnings and EPS, but also benefit from substantial share repurchase program. The securities class action introduces uncertainty.
- Customers: Potential benefit from increased promotional activity for Premier Protein products, but also face potential price increases due to inflationary pressures and tariffs.
- Employees: Management transition at the CEO level, with Darcy H. Davenport moving to an advisory role, could introduce uncertainty but also signals a planned succession.
- Creditors: The company remains in compliance with debt covenants, and the Revolving Credit Facility was expanded, indicating continued access to capital, but overall debt levels have increased.
- Suppliers: Face inflationary pressures and potential supply chain challenges, which the company aims to mitigate.
Next Steps
- Final approval hearing for the New York Settlement scheduled for April 30, 2026.
- Final approval hearing for the Multistate Settlement scheduled for May 5, 2026.
- Company to continue comprehensive external search for Darcy H. Davenport's successor as President and CEO.
- Darcy H. Davenport will transition to Senior Advisor role upon appointment of successor or end of fiscal year 2026, and serve until December 31, 2028.
- Motions for appointment of lead plaintiff and lead counsel are due by March 23, 2026, for the putative securities class action.
Key Dates
| Date | Description |
|---|---|
| 2009-03-01 | Start of class period for California consumers in Joint Juice litigation (Sonner v. Premier Nutrition Corp.). |
| 2010-11-18 | Start of class period for Pennsylvania consumers in Joint Juice litigation (Ravinsky v. Premier Nutrition Corp.). |
| 2010-12-12 | Start of class period for Michigan consumers in Joint Juice litigation (Simmons v. Premier Nutrition Corp.). |
| 2012-11-18 | Start of class period for Florida consumers in Joint Juice litigation (Caiazzo v. Premier Nutrition Corp.). |
| 2013-01-01 | Start of class period for Massachusetts consumers in Joint Juice litigation (Schupp v. Premier Nutrition Corp.). |
| 2013-03-20 | Vincent Mullins filed a class action complaint against Premier Nutrition in the U.S. District Court for the Northern District of California (Mullins v. Premier Nutrition Corp.). |
| 2013-12-03 | Parties participated in a formal mediation session with Martin Quinn, Esq. at JAMS for Joint Juice litigation. |
| 2013-12-05 | Start of class period for New York consumers in Joint Juice litigation (Montera v. Premier Nutrition Corp.). |
| 2013-11-18 | Start of class period for Connecticut consumers in Joint Juice litigation (Lux v. Premier Nutrition Corp.). |
| 2013-11-21 | Start of class period for Illinois consumers in Joint Juice litigation (Dent v. Premier Nutrition Corp.). |
| 2013-12-12 | Start of class period for Maryland consumers in Joint Juice litigation (Spencer v. Premier Nutrition Corp.). |
| 2014-09-12 | Kathleen Sonner replaced Vincent Mullins as the named plaintiff in the Mullins action. |
| 2015-04-09 | Parties participated in a formal mediation session with the Honorable Carl West (Ret.) at JAMS for Joint Juice litigation. |
| 2016-04-16 | District court certified a California-only class of consumers in the Joint Juice lawsuit. |
| 2016-06-20 | District Court denied certification of a multistate class in Mullins v. Premier. |
| 2016-06-21 | Start of class period for California consumers in Bland v. Premier Nutrition Corp. |
| 2018-04-01 | District court dismissed the California Federal Class Lawsuit with prejudice. |
| 2019-01-15 | Plaintiff Sandra Bland filed a class action complaint against Premier in California Superior Court (Bland v. Premier Nutrition Corp.). |
| 2019-12-17 | Court granted in part Fishon's motion for class certification, certifying a New York class. |
| 2020-06-17 | Ninth Circuit affirmed Judge Seeborg's order dismissing Mullins (Sonner I). |
| 2020-09-01 | Plaintiff Sonner filed a class action complaint against Premier in California Superior Court (Sonner v. Premier Nutrition Corp.). |
| 2020-09-23 | District Court granted plaintiff Bland's motion to remand her action back to California State Court. |
| 2020-09-24 | Parties participated in a formal mediation session with the Honorable Layn Phillips (Ret.) at Phillips ADR for Joint Juice litigation. |
| 2020-12-05 | Start of class period for New York consumers in Montera v. Premier Nutrition Corp. |
| 2021-12-28 | Class notice disseminated to New York Class Members for Montera v. Premier Nutrition Corp. |
| 2021-12-28 | End of class period for New York consumers in Montera v. Premier Nutrition Corp. |
| 2022-03-10 | Company entered into a credit agreement providing for a revolving credit facility. |
| 2022-05-01 | Trial in the New York Case (Montera v. Premier Nutrition Corp.) began. |
| 2022-06-01 | Jury delivered its verdict in favor of plaintiff in the New York Case. |
| 2022-08-06 | Bench trial in Bland and Sonner commenced and was stayed. |
| 2022-08-12 | Court entered a judgment in the New York Case in favor of plaintiff for $12.9 million. |
| 2022-09-29 | Ninth Circuit affirmed the District Court's order denying Premier's request for a permanent injunction (Sonner II). |
| 2023-08-07 | Court entered a judgment awarding plaintiff $7.9 million in attorneys fees and costs in the New York Case. |
| 2024-02-14 | Ninth Circuit held oral argument of the Parties' cross-appeals relating to the merits judgment in Montera. |
| 2024-04-08 | Parties participated in a formal mediation session with Scott S. Markus, Esq. at Signature Resolution for Joint Juice litigation. |
| 2024-06-24 | Parties participated in a formal mediation session with the Honorable James Reilly for Joint Juice litigation. |
| 2024-08-06 | Ninth Circuit issued an opinion in Montera v. Premier Nutrition Corp., affirming liability, vacating and remanding damages, and reversing prejudgment interest. |
| 2024-08-22 | Company entered into a First Amendment to the Credit Agreement, increasing the Revolving Credit Facility and extending its maturity. |
| 2024-09-03 | Premier filed a petition for en banc rehearing with the Ninth Circuit, which was denied on October 18, 2024. |
| 2024-10-23 | Premier filed a motion to stay the Ninth Circuit mandate pending a petition for writ of certiorari to the United States Supreme Court. |
| 2024-11-08 | Ninth Circuit awarded Plaintiffs' Counsel $985.40 in taxable costs incurred on appeal. |
| 2024-11-12 | Premier's motion to stay the mandate was denied, and the mandate was issued on November 20, 2024. |
| 2024-11-18 | Company's Annual Report on Form 10-K for the fiscal year ended September 30, 2025, filed with the SEC. |
| 2024-11-19 | Company's Board of Directors approved a new $600 million share repurchase authorization, cancelling the prior authorization. |
| 2024-11-19 | Start of alleged misstatement period for putative securities class action litigation. |
| 2024-12-09 | Montera filed a motion for the Court to reassess the statutory damages award on remand. |
| 2025-01-25 | Ninth Circuit affirmed the trial court's attorneys fees award in the New York Case. |
| 2025-01-28 | Ninth Circuit affirmed the Courts order awarding attorneys fees and expenses in Montera. |
| 2025-02-03 | Trial court entered an order awarding $0.9 million in attorneys fees and costs in the New York Case. |
| 2025-02-03 | Effective date of Transition and Advisory Agreement for Darcy H. Davenport. |
| 2025-02-03 | Date of CEO and CFO certifications for the 10-Q filing. |
| 2025-02-03 | Date of 906 certifications for the 10-Q filing. |
| 2025-02-01 | Trial date set for February 2026 in the Illinois Case (Related Federal Action). |
| 2025-03-06 | Plaintiff filed a motion for issue preclusion in Dent. |
| 2025-03-10 | Trial court entered an order again limiting statutory damages to $8.3 million under the due process clause in the New York Case. |
| 2025-03-13 | Premier Nutrition filed a certiorari petition with the United States Supreme Court seeking review of the Ninth Circuit's merits decision in the New York Case. |
| 2025-03-17 | Premier filed a notice of appeal regarding the damages award. |
| 2025-03-28 | Plaintiff filed a notice of appeal regarding the damages award. |
| 2025-05-02 | Trial court entered an order holding that issue preclusion will apply in the Illinois Case on certain issues. |
| 2025-05-14 | Court entered an order holding that issue preclusion will apply on certain issues in the California Federal Class Lawsuit and California State Case. |
| 2025-05-22 | Montera filed a response to Premier's petition for certiorari. |
| 2025-06-23 | Parties participated in a formal mediation session with the Honorable Brad Seligman for Joint Juice litigation. |
| 2025-06-25 | Parties reached a class-wide settlement in principle related to the Joint Juice Litigation. |
| 2025-06-26 | Parties filed a joint motion with the United States Supreme Court to hold the certiorari petition in abeyance. |
| 2025-07-02 | Parties filed a joint motion with the Ninth Circuit to hold the appeal in abeyance. |
| 2025-08-04 | End of alleged misstatement period for putative securities class action litigation. |
| 2025-09-30 | End of fiscal year 2025. |
| 2025-10-17 | Parties executed a Stipulation of Settlement in the New York Case (New York Settlement). |
| 2025-10-20 | Plaintiff filed an unopposed motion for preliminary approval of the New York Settlement. |
| 2025-10-22 | Parties executed a Stipulation of Settlement in the California State Case (Multistate Settlement). |
| 2025-10-23 | Plaintiffs filed an unopposed motion for preliminary approval of the Multistate Settlement. |
| 2025-11-12 | Parties entered into a confidential settlement agreement and release in the New Mexico Federal Related Action. |
| 2025-12-05 | Court granted preliminary approval of the New York Settlement. |
| 2025-12-05 | Darcy H. Davenport adopted a Rule 10b5-1 trading arrangement. |
| 2025-12-15 | Plaintiff filed a notice of voluntary dismissal with prejudice in the New Mexico action. |
| 2025-12-31 | End of the quarterly period covered by this report. |
| 2026-01-08 | Court granted preliminary approval of the Multistate Settlement. |
| 2026-01-22 | Putative securities class action captioned Denha v. BellRing Brands, Inc. was filed. |
| 2026-01-27 | Latest practicable date for common stock shares outstanding (117,269,523 shares). |
| 2026-02-02 | Darcy H. Davenport advised the Board of her retirement as President and CEO. |
| 2026-02-03 | Effective date of Transition and Advisory Agreement for Darcy H. Davenport. |
| 2026-03-23 | Motions for appointment of lead plaintiff and lead counsel are due for the securities class action. |
| 2026-04-30 | Final approval hearing scheduled for the New York Settlement. |
| 2026-05-05 | Final approval hearing scheduled for the Multistate Settlement. |
| 2026-09-30 | Transition Outside Date for CEO retirement (end of fiscal year 2026). |
| 2027-03-01 | End date for Darcy H. Davenport's Rule 10b5-1 trading arrangement. |
| 2027-09-02 | Expiration date of the Prior Authorization for share repurchases (cancelled Nov 19, 2025). |
| 2027-11-19 | Expiration date of the New Authorization for share repurchases. |
| 2028-09-30 | Effective date for ASU 2024-03 (Income Statement – Reporting Comprehensive Income – Expense Disaggregation Disclosures) for interim periods. |
| 2028-12-31 | End of Advisory Term for Darcy H. Davenport. |
| 2029-09-30 | Effective date for ASU 2025-06 (Intangibles – Goodwill and Other – Internal-Use Software). |
| 2029-12-14 | Potential earlier maturity date for Revolving Credit Facility if 7.00% Senior Notes are not redeemed/refinanced. |
| 2030-03-01 | Maturity date for 7.00% Senior Notes. |
| 2030-08-22 | Extended maturity date of the Revolving Credit Facility. |
Recommendation
holdThe significant decline in net earnings and operating profit, coupled with negative cash flow from operations and substantial legal settlement payouts, presents a challenging financial picture. While the company's Dymatize brand shows strong growth and the share repurchase program is positive for shareholders, these are offset by the broader financial underperformance and ongoing legal and inflationary headwinds. The management transition adds an element of uncertainty. A 'hold' recommendation is appropriate as investors should monitor the successful integration of the new CEO, the finalization of legal settlements, and the company's ability to mitigate cost pressures before making further investment decisions.
Keywords
Protein shakes, Protein powders, Premier Protein, Dymatize, Consumer goods, Wellness, SEC filing, 10-Q, Earnings report, Financial results, Share repurchase, Legal proceedings, Class action, Supply chain, Inflation, Tariffs, Debt, Revolving credit facility, Management transition
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