10-K: Oil-Dri Achieves Record Sales & Profit, Boosted by Acquisitions
Annual Report
Oil-Dri Corporation of America reported record consolidated net sales, gross profit, and net income for fiscal year 2025, driven by strong performance in both its Business to Business and Retail and Wholesale segments.
Summary
- Consolidated net sales reached an all-time high of $485.6 million in fiscal year 2025, an 11% increase from $437.6 million in fiscal year 2024.
- Gross profit increased 14% to a record $143.1 million in fiscal year 2025, with gross margin improving to 29.5% from 28.6% in the prior year.
- Operating income rose 32% to $68.2 million in fiscal year 2025, up from $51.6 million in fiscal year 2024.
- Net income hit a record $54.0 million in fiscal year 2025, a 37% increase from $39.4 million in fiscal year 2024.
- Diluted earnings per share for Common Stock increased to $3.70 in fiscal year 2025 from $2.72 in fiscal year 2024.
- The Business to Business Products Group saw net sales grow 21% to $182.6 million, primarily due to increased demand for fluids purification products in renewable diesel filtration and higher agricultural and horticultural product sales.
- The Retail and Wholesale Products Group's net sales increased 6% to $303.0 million, largely attributed to the acquisition of Ultra Pet Company, Inc. in May 2024 and the introduction of silica-gel crystal cat litter.
- A two-for-one stock split in the form of a stock dividend was approved on October 9, 2024, and distributed on January 3, 2025.
- The Credit Agreement was amended on September 30, 2024, increasing the revolving credit facility from $45 million to $75 million and extending its termination date to September 30, 2029.
- Cash and cash equivalents increased to $50.5 million as of July 31, 2025, from $24.5 million as of July 31, 2024, primarily due to strong cash flows from operating activities.
- Proven and probable mineral reserves totaled 207.6 million tons as of July 31, 2025, estimated to supply needs for over forty years based on fiscal year 2025 consumption rates.
Sentiment
Score: 9
Explanation: The company delivered record financial performance across key metrics, including net sales, gross profit, operating income, and net income, with a significant increase in diluted EPS. Strategic initiatives like the Ultra Pet acquisition are successfully expanding product offerings and market share. The company has strengthened its financial flexibility by increasing its credit facility and has a robust reserve base for future operations. While facing competitive pressures and cost increases, the strong growth, improved margins, and outperformance against industry benchmarks suggest a very positive outlook for investors. The stock split also enhances liquidity and accessibility.
Positives
- Achieved record consolidated net sales ($485.6 million), gross profit ($143.1 million), and net income ($54.0 million) in fiscal year 2025.
- Gross margin improved to 29.5% in fiscal year 2025 from 28.6% in fiscal year 2024.
- Operating income increased significantly by 32% year-over-year.
- Diluted EPS for Common Stock rose by 36% to $3.70.
- Business to Business Products Group net sales grew 21%, driven by high-demand fluids purification products for renewable diesel filtration and strong agricultural sales.
- Retail and Wholesale Products Group net sales increased 6%, benefiting from the successful Ultra Pet acquisition and the introduction of crystal cat litter.
- Enhanced financial flexibility through the Credit Agreement amendment, increasing the revolving credit facility to $75 million and extending its term to September 30, 2029.
- Repaid $10 million in borrowings under the Credit Agreement, resulting in no outstanding borrowings as of July 31, 2025.
- Strong cash flow from operating activities led to a substantial increase in cash and cash equivalents to $50.5 million.
- Maintains adequate proven and probable mineral reserves (207.6 million tons) to supply needs for over forty years.
- Management concluded that internal control over financial reporting was effective as of July 31, 2025, with an unqualified opinion from independent auditors.
- Company stock performance significantly outperformed both the Russell 2000 Index and the Dow Jones US Basic Materials Index over the five years ending July 31, 2025.
Negatives
- Cost of goods sold increased 10% in fiscal year 2025, primarily due to a 5% increase in domestic per ton costs, driven by product mix and higher material (7%) and transportation (5%) costs.
- Total Selling, General and Administrative (SG&A) expenses increased 2% in fiscal year 2025, with operating segment SG&A rising $3.4 million due to Ultra Pet acquisition expenses and a foreign VAT assessment.
- Domestic clay-based cat litter sales decreased by $6.9 million due to the loss of a private label account and customer bankruptcies, partially offset by gains in other cat litter products.
- Foreign subsidiaries reported a pre-tax net loss of $0.1 million in fiscal year 2025, a decline from $0.7 million net income in fiscal year 2024, mainly due to a foreign VAT assessment.
- Net sales from the China subsidiary decreased 100% ($1.7 million) in fiscal year 2025 due to a shift to a new master distributor and direct sales from the parent company.
- Increased interest expense to $2.434 million in fiscal year 2025 from $1.804 million in fiscal year 2024.
- The company does not use instruments to hedge foreign currency risks, exposing reported earnings to exchange rate fluctuations.
Risks
- Future growth and financial performance are significantly impacted by successful new product introductions, which are inherently risky and may not gain market acceptance or could cannibalize existing sales.
- Intense competition in markets, particularly cat litter, from competitors with substantially greater financial resources and market presence, potentially leading to price reductions, increased promotional spending, or loss of market share.
- Operating results may be volatile due to fluctuating demand, product mix, ability to implement price increases, supply chain disruptions, labor costs, and general economic conditions.
- Uncertainties in economic conditions and their impact on consumer spending patterns (e.g., pet-related products as discretionary spending) could adversely impact business.
- Acquisitions involve inherent risks such as difficulties in assessing value, integrating businesses, retaining key personnel/customers, achieving synergies, diversion of management attention, and potential for significant charges (e.g., impairment of goodwill).
- Dependence on a limited number of customers, with Walmart accounting for 19% of total net sales in fiscal year 2025, poses a risk if these relationships change.
- Customers may demand lower pricing, special packaging, or other concessions, which could reduce profit margins.
- Increases in energy, commodity, transportation, labor, and other costs may not be fully passed on to customers, reducing profitability.
- Supply, labor, logistics, and other disruptions (e.g., public health crises, weather, governmental controls, tariffs, natural disasters) could adversely affect manufacturing, packaging, or transport.
- Production facilities are subject to operating risks and capacity limitations, including fires, mechanical failure, unscheduled downtime, labor difficulties, equipment aging, and repair part shortages.
- Dependence on mining operations and the quality of mined clay, which are subject to conditions beyond control such as weather, power outages, geological variations, landowner disputes, and permit requirements.
- Inability to acquire adequate additional mineral reserves in the future due to competition, lack of suitable properties, or debt restrictions.
- Failure to effectively utilize or successfully assert intellectual property rights, or the loss/expiration of such rights, could materially adversely affect competitiveness.
- Infringement of third-party intellectual property rights could result in costly litigation and/or the modification or discontinuance of products.
- Loss of key members of the senior management team and other key personnel may impede the timely implementation of business plans.
- Environmental, health, and safety matters create potential compliance and other liability risks, including costly regulations, fines, and site modification requirements (e.g., Georgia landfill).
- Government laws and regulations (FDA, CPSC, OSHA, MSHA, EPA, FTC) impose significant costs, and future changes could increase those costs or limit the ability to produce and sell products.
- Risks to domestic and international sales and business operations due to political, regulatory, economic, and other conditions (e.g., currency fluctuations, trade restrictions, tariffs, inflation, international conflicts).
- Potential for adverse safety events or product liability claims that may be costly, create adverse publicity, and result in regulatory action.
- Goodwill, long-lived, and other intangible assets recorded as a result of acquisitions could become impaired due to changes in macroeconomic conditions, market conditions, or other factors.
- Potential for increased taxes or fluctuating tax rates due to changes in laws, interpretations, or audits.
- No guarantee that share repurchases will enhance long-term shareholder value; may diminish cash reserves.
- Principal stockholders (Jaffee Investment Partnership, L.P. and affiliates) have the ability to control matters requiring a stockholder vote due to Class B Stock's ten votes per share, potentially delaying or preventing a change in control.
- As a controlled company, the company may rely on NYSE exemptions from certain corporate governance requirements, potentially reducing protections for other stockholders.
- The market price of Common Stock may be volatile due to various factors, including operating results, economic conditions, acquisitions, sales of stock, new products, energy prices, management changes, or regulatory developments.
- Future sales of Common Stock could depress its market price, especially given its relatively small public float.
- Future dividends on Common Stock may be restricted or eliminated at the Board's discretion.
- Technology failures or cybersecurity breaches or other unauthorized access to information technology systems could have an adverse effect on business and operations, including data privacy violations and operational disruptions.
- Cybersecurity breaches or technology failures at customers, suppliers, or vendors could adversely affect business.
- Widespread threats to public health (e.g., pandemics) could negatively affect costs, customer orders, and collection of accounts receivable.
- Subject to various legal and regulatory proceedings, including litigation, which may be costly and divert management attention.
- Failure to maintain effective internal control over financial reporting could harm business and stock price.
- Failure to maintain a level of corporate social responsibility could damage reputation.
- Business could be adversely affected by labor disputes and an inability to renew collective bargaining agreements at acceptable terms.
- Need to implement additional finance and accounting systems, procedures, and controls as business grows and to satisfy new reporting requirements (e.g., no longer a smaller reporting company).
Future Outlook
The company anticipates continued growth and profitability, driven by new product introductions and expansion into markets like crystal cat litter. It expects sustained demand for fluids purification products, particularly in renewable diesel filtration. The company plans ongoing exploration for additional mineral reserves and capital investments to support increased demand and facility improvements. However, it acknowledges potential volatility in operating results due to economic conditions, competition, and cost fluctuations.
Management Comments
- Oil-Dri experienced another record-breaking year with consolidated net sales, gross profit and net income reaching all-time highs.
- We believe our corporate offices, research and development center and manufacturing facilities are currently adequately staffed but there is no guarantee that this will always be possible.
- We consider our employee relations with our teammates represented by labor unions to be satisfactory.
- Oil-Dri's culture and values, along with its teammates, are our most valuable assets.
- We take pride in building a culture that emphasizes high moral and ethical values and conducts business with honesty, integrity and a passion for excellence.
- Our approach is centered on collaboration, communication, and transparency, and we believe in the value of an open and accessible corporate structure.
- Our CEO has been asked to speak on this topic at local business schools, including the Kellogg School of Management at Northwestern and Marquette University.
- We believe our success largely depends upon our continued ability to attract and retain highly skilled teammates.
- We believe that safety must be the first and foremost consideration in the decisions made by and on behalf of the Company.
- We endeavor to be in compliance at all times and in all material respects with all applicable environmental, health and safety controls and regulations.
- We believe that cash flow from operations, availability under our Note Agreement and revolving credit facility under our Credit Agreement, current cash balances and our ability to obtain other financing, if necessary, will provide sufficient liquidity for foreseeable working capital needs, capital expenditures at existing facilities, deferred compensation payouts, dividend payments and debt service obligations for the foreseeable future.
- Our management concluded that our internal control over financial reporting was effective as of July 31, 2025.
Industry Context
The company operates in diverse markets for sorbent products, including a highly competitive cat litter segment where it is expanding into silica-gel based products through acquisitions. Its fluids purification products are benefiting from growing demand in the renewable diesel industry. The agricultural and animal health sectors are also showing stronger demand. The broader industry faces challenges from rising energy, commodity, transportation, and labor costs, alongside increasing regulatory scrutiny on product content and manufacturing processes.
Comparison to Industry Standards
- The company's Common Stock is included in the Russell 2000 Index, and the Dow Jones US Basic Materials Index is considered its peer group.
- The company's total stock return of 369.65% for the five years ending July 31, 2025, significantly outperformed the Russell 2000 Index (159.69%) and the Dow Jones US Basic Materials Index (160.56%) over the same period, indicating strong market outperformance.
- The company's cybersecurity program is aligned with recognized industry standards and frameworks such as NIST SP 800-53, NIST SP 800-82, and the NIST Cybersecurity Framework 2.0.
Corporate Governance
| Change Type | Description | Effective Date | Impact Assessment |
|---|---|---|---|
| Controlled Company Status | The company is a 'controlled company' under NYSE rules and intends to rely on exemptions from certain corporate governance requirements, including having a majority independent board and fully independent nominating/governance and compensation committees. | NA | May reduce protections afforded to stockholders compared to NYSE-listed companies subject to all corporate governance requirements. |
| Clawback Policy Adoption | Adopted a Clawback Policy for recoupment of 'Excess Incentive Compensation' in the event of an accounting restatement due to material noncompliance with financial reporting requirements. | December 1, 2023 | Enhances accountability and aligns executive compensation with accurate financial reporting, complying with Section 10D-1 of the Securities Exchange Act of 1934. |
| Cybersecurity Oversight | The Audit Committee is responsible for the oversight of risks from cybersecurity threats, receiving quarterly updates from management. | NA | Strengthens governance around cybersecurity risk management and strategy, aligning with industry best practices. |
Legal Proceedings
- Not currently aware of any legal proceedings or claims that are believed to have a material adverse effect on business, financial condition, results of operations, or cash flows.
- A reserve of $2.5 million was recorded in fiscal year 2023 for anticipated modification costs to address capacity issues at the sole landfill in Ochlocknee, Georgia. This estimate was increased by $0.6 million in fiscal year 2024 and $0.7 million in fiscal year 2025, totaling $3.8 million. The modification work is expected to be completed during fiscal year 2026.
Related Party Transactions
- Total payments to a vendor, where one Board member serves as President and CEO, were $1.6 million in fiscal year 2025, $2.0 million in fiscal year 2024, and $0.2 million in fiscal year 2023. No outstanding fees were due to this vendor as of July 31, 2025.
- Total sales to a customer, where one Board member retired as CEO on September 28, 2019, and had a post-employment consulting agreement until September 30, 2025, were $0.4 million for fiscal year 2025 and $0.2 million for both fiscal year 2024 and 2023. No outstanding amounts were due from this customer as of July 31, 2025.
Stakeholder Impact
- Shareholders: Positive impact from record financial results, increased dividends, and stock split. Potential for enhanced long-term value from share repurchases, though not guaranteed. Risk of volatility due to dual-class stock structure and reliance on NYSE controlled company exemptions.
- Employees (Teammates): Positive impact from competitive compensation, comprehensive benefits (401k match, healthcare, tuition reimbursement), focus on health and wellness, workplace flexibility, and continuous development opportunities. Strong ethical culture and whistleblower protection. Risk of labor disputes.
- Customers: Benefits from product innovation, expanded offerings (e.g., crystal cat litter), nationwide distribution, and strong customer service. Risk of reduced purchases or demands for concessions from large customers (e.g., Walmart).
- Suppliers: Potential for increased demand due to company growth. Risk of supply chain disruptions and increased costs for raw materials, packaging, and transportation.
- Creditors: Improved financial health and increased revolving credit facility capacity enhance creditworthiness. Debt repayment of $10 million under Credit Agreement reduces immediate obligations.
- Communities: Impact from mining operations and environmental compliance, with ongoing reclamation activities. Commitment to health and safety of workforce and communities.
Next Steps
- Filing of Definitive Proxy Statement for the 2025 Annual Meeting of Stockholders by November 28, 2025.
- Completion of Georgia Landfill Modification work during fiscal year 2026.
- Ongoing program of exploration for additional mineral reserves.
- Evaluation of the impact of new accounting pronouncements ASU No. 2023-09 and ASU No. 2024-03 on future disclosures.
- Management will determine the timing and number of shares for future repurchases under existing authorizations.
Key Dates
| Date | Description |
|---|---|
| 1941 | Partnership that commenced business was formed. |
| 1946 | Illinois corporation, predecessor to Oil-Dri, was incorporated. |
| 1963 | Mining operations began in Ripley, Mississippi. |
| 1968 | Mining operations began in Ochlocknee, Georgia. |
| 1969 | Oil-Dri Corporation of America was incorporated in Delaware. |
| 1989 | Mining operations began in Blue Mountain, Mississippi. |
| 1998 | Mining operations began in Mounds, Illinois. |
| 2002 | Mining operations began in Taft, California. |
| January 27, 2006 | Original Credit Agreement with BMO Harris Bank N.A. was dated. |
| September 28, 2019 | One Board member retired from the role of President and Chief Executive Officer of a customer. |
| March 11, 2019 | Board of Directors authorized the repurchase of 750,000 shares of Common Stock. |
| May 15, 2020 | Issued $10 million in aggregate principal amount of 3.95% Series B Senior Notes due May 15, 2030. |
| December 16, 2021 | Issued an additional $25 million in aggregate principal amount of 3.25% Series C Senior Notes due December 16, 2031. |
| August 1, 2022 | Pro forma business combination date for Ultra Pet acquisition. |
| July 31, 2023 | Fiscal year ended. |
| December 1, 2023 | Clawback Policy became effective. |
| December 15, 2023 | Effective date for ASU 2023-07 for fiscal years beginning after. |
| April 16, 2024 | Stock Purchase Agreement for Ultra Pet Company, Inc. was dated. |
| April 30, 2024 | Issued $10 million in aggregate principal amount of 6.47% Series D Senior Notes due April 30, 2033. |
| May 1, 2024 | Acquisition of Ultra Pet Company, Inc. became effective. |
| July 31, 2024 | Fiscal year ended. |
| September 30, 2024 | Eighth Amendment to Credit Agreement was entered into, increasing the revolving credit facility and extending the termination date. |
| October 9, 2024 | Board approved a two-for-one stock split in the form of a stock dividend. |
| December 11, 2024 | Certificate of Incorporation was amended to increase the number of authorized shares of Common Stock. |
| December 15, 2024 | Effective date for ASU 2023-07 for interim periods within fiscal years beginning after, and for ASU 2023-09 for annual periods beginning after. |
| December 20, 2024 | Record date for the two-for-one stock split. |
| January 3, 2025 | Additional shares from the stock split were distributed. |
| January 6, 2025 | Common Stock began trading on a post-split basis. |
| January 31, 2025 | Aggregate market value of non-affiliate Common Stock was $413,766,024. |
| July 31, 2025 | Fiscal year ended. |
| September 30, 2025 | Outstanding shares of Common Stock were 10,373,180 and Class B Stock were 4,269,856. |
| October 9, 2025 | Date of the Annual Report on Form 10-K. |
| November 28, 2025 | Deadline for filing the Definitive Proxy Statement for the 2025 Annual Meeting of Stockholders. |
| May 1, 2026 | Full principal amount of borrowings under the Credit Agreement is due. |
| Fiscal Year 2026 | Expected completion of Georgia Landfill Modification work. |
| December 15, 2026 | Effective date for ASU 2024-03 for fiscal years beginning after. |
| 2027 | Lease for one research and development facility in Vernon Hills, IL expires. |
| December 15, 2027 | Effective date for ASU 2024-03 for interim periods within fiscal years beginning after. |
| September 30, 2029 | Termination date for the revolving credit facility under the Credit Agreement and the period for requesting additional Shelf Notes under the Note Agreement. |
| 2036 | Lease for corporate headquarters in Chicago, Illinois expires. |
Recommendation
strong buyThe company delivered record financial performance across key metrics, including net sales, gross profit, operating income, and net income, with a significant increase in diluted EPS. Strategic initiatives like the Ultra Pet acquisition are successfully expanding product offerings and market share. The company has strengthened its financial flexibility by increasing its credit facility and has a robust reserve base for future operations. While facing competitive pressures and cost increases, the strong growth, improved margins, and outperformance against industry benchmarks suggest a very positive outlook for investors. The stock split also enhances liquidity and accessibility.
Keywords
Sorbent products, Cat litter, Fuller's Earth, Fluids purification, Renewable diesel filtration, Agricultural chemicals, Animal health and nutrition, Mining operations, SEC filing, 10-K, Financial results, Stock split, Ultra Pet acquisition, Corporate governance, Risk factors, Share repurchase, Dual-class stock, Cybersecurity, Environmental regulation, Industrial absorbents
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