BELLRING BRANDS, INC.

Previous wording

During fiscal 2026, input costs, including raw materials, packaging, and manufacturing, have been subject to inflationary pressures, in part due to the impact of tariffs and evolving global trade policies. Existing tariffs, as well as potential future increases or modifications, may further contribute to supply chain disruption, commodity cost volatility and broader economic uncertainty. We have implemented mitigation initiatives, including pricing actions, cost optimization and supply chain adjustments, which we expect to partially offset these pressures. However, if such cost increases persist and we are unable to fully mitigate their impact, they could have a material adverse effect on our results of operations.

Current wording

During fiscal 2026, input costs, including raw materials, packaging, manufacturing, and freight have been subject to inflationary pressures, in part due to the impact of tariffs, evolving global trade policies, and logistical constraints. Existing tariffs, as well as potential future increases or modifications, may further contribute to supply chain disruption, commodity cost volatility and broader economic uncertainty. We have implemented mitigation initiatives, including pricing actions, cost optimization, supply chain adjustments, and inventory optimization actions, which may only partially offset these pressures. However, if such cost increases persist and we are unable to fully mitigate their impact, they could have a material adverse effect on our results of operations.

Previous wording

In February 2026, a military conflict began in the Middle East. While we do not have operations in the region, the conflict has the potential to disrupt global energy markets, which could result in higher energy prices, increased inflationary pressures, and indirect impacts on global supply chains and consumer demand. We continue to monitor developments in the region and assess potential impacts on our business. At this time, we do not expect the conflict to have a material adverse effect on our results of operations.

Current wording

In February 2026, a military conflict began in the Middle East. While we do not have operations in the region, the conflict has disrupted global energy markets, which has resulted in higher energy prices and increased inflationary pressures. A prolonged conflict has the potential to disrupt global supply chains and consumer demand. We continue to monitor developments in the region and assess potential impacts on our business. At this time, we do not expect the conflict to have a material adverse effect on our results of operations.

Previous wording

Net sales increased $10.7 million, or 2%, during the three months ended March 31, 2026 compared to the prior year period. Sales of Premier Protein products were up $9.0 million, or 2%, on 11% higher volumes. Volumes rose primarily due to increased promotional activity and distribution gains. Average net selling prices decreased due to incremental promotional investment and unfavorable mix. Sales of Dymatize products were down $1.3 million, or 2%, driven by 7% lower volumes and partially offset by higher average net selling prices. Volume decreases were driven by elasticities due to inflation-driven price increases. Average net selling prices increased primarily due to targeted price increases and reduced promotional investment. Sales ofall other products were up $3.0 million.

Current wording

Net sales increased $22.9 million, or 4%, during the three months ended June 30, 2026 compared to the prior year period. Sales of Premier Protein products were up $3.1 million, or 1%, on 2% higher volumes and partially offset by lower average net selling prices. Volumes rose primarily due to distribution gains. Average net selling prices decreased due to incremental promotional investment. Sales of Dymatize products were up $18.5 million, or 27%, driven by 21% higher average net selling prices and higher volumes. Average net selling prices increased primarily due to targeted price increases. Volume increases were driven by international distribution gains. Sales ofall other products were up $1.3 million.

Previous wording

Net sales increased $15.1 million, or 1%, during the six months ended March 31, 2026 compared to the prior year period. Sales of Premier Protein products were up $3.3 million, or less than 1%, on 6% higher volumes. Volumes increased primarily due to increased promotional activity and distribution gains. Average net selling prices decreased due to incremental promotional investment and unfavorable mix. Sales of Dymatize products were up $8.6 million, or 7%, driven by 10% higher volumes primarily due to higher international volumes. Average net selling prices decreased due to unfavorable product mix. Sales ofall other products were up $3.2 million.

Current wording

Net sales increased $38.0 million, or 2%, during the nine months ended June 30, 2026 compared to the prior year period. Sales of Premier Protein products were up $6.4 million, or less than 1%, on 5% higher volumes and partially offset by lower average net selling prices. Volumes increased primarily due to increased promotional activity and distribution gains. Average net selling prices decreased due to incremental promotional investment and unfavorable mix. Sales of Dymatize products were up $27.1 million, or 14%, driven by 9% higher volumes and higher average net selling prices. Volumes increased primarily due to international business growth. In addition, average net selling prices increased due to targeted price increases. Sales ofall other products were up $4.5 million.

Previous wording

Operating profit decreased $29.1 million, or 31%, during the three months ended March 31, 2026, compared to the prior year period. This decrease was primarily driven by lower average net selling prices on Premier Protein products, as previously discussed, higher net product costs of $9.7 million, and increased advertising expenses of $8.7 million. These impacts were partially offset by increased sales volumes on Premier Protein products, as previously discussed, and lower employee-related expenses of $7.5 million. Higher net product costs were primarily driven by higher raw material, manufacturing, and freight costs, including an $11.3 million inventory-related charge associated with a third-party supplied ingredient that did not meet our quality standards, with none of the finished goods released to customers. Higher net product costs were partially offset by a $34.0 million favorable change in (gains) losses on commodity derivatives.

Current wording

Operating profit increased $20.6 million, or 46%, during the three months ended June 30, 2026, compared to the prior year period. This increase was primarily attributable to a $68.1 million provision for legal matters in the prior year period, and higher net sales, as previously discussed. These impacts were partially offset by higher net product costs of $48.6 million, increased advertising expenses of $6.7 million, and $5.4 million of reorganization charges. Higher net product costs were primarily driven by higher raw material, manufacturing, and freight costs, including a $10.0 million charge related to a finished products inventory reserve.

Previous wording

Operating profit decreased $65.9 million, or 31%, during the six months ended March 31, 2026 compared to the prior year period. This decrease was primarily driven by higher net product costs of $45.7 million, lower average net selling prices, as previously discussed, and increased advertising expenses of $6.0 million. These impacts were partially offset by increased sales volumes, as previously discussed, and lower employee-related expenses of $6.8 million. Higher net product costs were primarily driven by higher raw material, manufacturing, and freight costs, including an $11.3 million inventory-related charge associated with a third-party supplied ingredient that did not meet our quality standards, with none of the finished goods released to customers. Higher net product costs were partially offset by a $31.4 million favorable change in (gains) losses on commodity derivatives.

Current wording

Operating profit decreased $45.3 million, or 18%, during the nine months ended June 30, 2026 compared to the prior year period. This decrease was primarily driven by higher net product costs of $94.3 million, increased advertising expenses of $12.7 million, and $5.9 million of reorganization charges. Higher net product costs were primarily driven by higher manufacturing, raw material, and freight costs, including an $11.3 million inventory-related charge associated with a third-party supplied ingredient that did not meet our quality requirements and a $10.0 million charge related to a finished products inventory reserve. These higher net product costs were partially offset by a $30.9 million favorable change in (gains) losses on commodity derivatives. The negative impacts on operating profit were partially offset by a $69.0 million provision for legal matters in the prior year period, and higher net sales, as previously discussed.

Previous wording

Interest expense, net increased $3.6 million during the three months ended March 31, 2026 compared to the prior year period primarily due to higher outstanding borrowings under our Revolving Credit Facility (as defined in “Liquidity and Capital Resources” below). The weighted-average interest rate on our total outstanding debt was 6.6% and 7.2% for the three months ended March 31, 2026 and 2025, respectively.

Current wording

Interest expense, net increased $1.5 million during the three months ended June 30, 2026 compared to the prior year period primarily due to higher outstanding borrowings under our Revolving Credit Facility (as defined in “Liquidity and Capital Resources” below). The weighted-average interest rate on our total outstanding debt was 6.7% and 7.4% for the three months ended June 30, 2026 and 2025, respectively.

Previous wording

Interest expense, net increased $9.2 million during the six months ended March 31, 2026 compared to the prior year period primarily due to higher outstanding borrowings under our Revolving Credit Facility. The weighted-average interest rate on our total outstanding debt was 6.8% and 7.1% for the six months ended March 31, 2026 and 2025, respectively. See Note 12 within “Notes to Condensed Consolidated Financial Statements” for additional information on our debt.

Current wording

Interest expense, net increased $10.7 million during the nine months ended June 30, 2026 compared to the prior year period primarily due to higher outstanding borrowings under our Revolving Credit Facility. The weighted-average interest rate on our total outstanding debt was 6.7% and 7.2% for the nine months ended June 30, 2026 and 2025, respectively. See Note 12 within “Notes to Condensed Consolidated Financial Statements” for additional information on our debt.

Previous wording

During the six months ended March 31, 2026, we borrowed$265.0 million and repaid$165.0 million under our revolving credit facility, which is provided for under our amended credit agreement (the "Credit Agreement") in an aggregate principal amount of $500.0 million (the "Revolving Credit Facility"). As of March 31, 2026, we had$147.6 million of available borrowing capacity, taking into account the$2.4 million letters of credit outstanding under the Revolving Credit Facility, which reduce the amount available for borrowing under the Revolving Credit Facility. Letters of credit are available under the Revolving Credit Facility in an aggregate amount of up to $20.0 million. Our Credit Agreement provides for potential incremental revolving and term facilities at the Company’s request and at the discretion of the lenders or other persons providing such incremental facilities, in each case on terms to be determined, and also permits the Company to incur other secured or unsecured debt, in all cases subject to conditions and limitations as specified in the Credit Agreement.

Current wording

During the nine months ended June 30, 2026, we borrowed$325.0 million and repaid$275.0 million under our revolving credit facility, which is provided for under our amended credit agreement (the "Credit Agreement") in an aggregate principal amount of $500.0 million (the "Revolving Credit Facility"). As of June 30, 2026, we had$197.6 million of available borrowing capacity, taking into account the$2.4 million letters of credit outstanding under the Revolving Credit Facility, which reduce the amount available for borrowing under the Revolving Credit Facility. Letters of credit are available under the Revolving Credit Facility in an aggregate amount of up to $20.0 million. Our Credit Agreement provides for potential incremental revolving and term facilities at the Company’s request and at the discretion of the lenders or other persons providing such incremental facilities, in each case on terms to be determined, and also permits the Company to incur other secured or unsecured debt, in all cases subject to conditions and limitations as specified in the Credit Agreement.

Previous wording

During the six months ended March 31, 2026, we repurchased 4.2 million shares of our common stock at an average share price of $29.18 per share and at a total cost, including any accrued excise tax and broker’s commissions, of $124.4 million. In addition, during the six months ended March 31, 2026, we paid $3.9 million of excise tax that related to fiscal 2025 share repurchases.

Current wording

During the nine months ended June 30, 2026, we repurchased 4.9 million shares of our common stock at an average share price of $27.41 per share and at a total cost, including any accrued excise tax and broker’s commissions, of $134.5 million. In addition, during the nine months ended June 30, 2026, we paid $3.9 million of excise tax that related to fiscal 2025 share repurchases.

Previous wording

Short-term financing needs primarily consist of working capital requirements, interest payments on our 7.00% senior notes maturing in March 2030 (the “7.00% Senior Notes”) and on outstanding borrowings under our Revolving Credit Facility and payments on our provision for legal matters. Long-term financing needs include the repayment of our 7.00% Senior Notes and outstanding borrowings under our Revolving Credit Facility. Additional long-term financing needs will depend largely on potential growth opportunities, including acquisition activity and other strategic transactions. Our asset-light business model requires modest capital expenditures, with annual capital expenditures over the last three fiscal years averaging less than 1% of net sales. No significant capital expenditures are planned during the next 12 months. Additionally, we may seek to repurchase shares of our common stock. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

Current wording

Short-term financing needs primarily consist of working capital requirements, interest payments on our 7.00% senior notes maturing in March 2030 (the “7.00% Senior Notes”) and on outstanding borrowings under our Revolving Credit Facility and payments on our provision for legal matters, which we currently expect to make during the three months ended September 30, 2026. Long-term financing needs include the repayment of our 7.00% Senior Notes and outstanding borrowings under our Revolving Credit Facility. Additional long-term financing needs will depend largely on potential growth opportunities, including acquisition activity and other strategic transactions. Our asset-light business model requires modest capital expenditures, with annual capital expenditures over the last three fiscal years averaging less than 1% of net sales. No significant capital expenditures are planned during the next 12 months. Additionally, we may seek to repurchase shares of our common stock. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

Previous wording

Cash used in operating activities for the six months ended March 31, 2026 was$14.3 million compared to cash provided by operating activities of $51.2 million for the six months ended March 31, 2025. This decrease was primarily due to lower net earnings, which included noncash gains and losses from commodity derivative remeasurement, and cash outflows related to other assets. These impacts were partially offset by less inventory build in the current year, decreased tax payments (net of refunds) of $17.3 million, and favorable changes related to the timing of payments of trade payables.

Current wording

Cash provided by operating activities for the nine months ended June 30, 2026 decreased $26.5 million compared to the prior year period. This decrease was primarily due to lower net earnings, which included noncash gains and losses from commodity derivative remeasurement, higher investment in inventory in the current year, and cash outflows related to other assets. These impacts were partially offset bya favorable year-over-year change in deferred income taxes, fluctuations in the timing of collections of trade receivables, and lower use of cash for prepaid expenses and other current assets compared to the prior year.

Previous wording

Cash used in investing activities for thesix months ended March 31, 2026 increased $4.1 million compared to the prior year period driven by an increase in capital expenditures.

Current wording

Cash used in investing activities for thenine months ended June 30, 2026 increased $4.4 million compared to the prior year period driven by an increase in capital expenditures.

Previous wording

Cash used in financing activities for the six months ended March 31, 2026 decreased $40.8 million compared to the prior year period, driven by lower payments of $57.7 million, including broker’s commissions, for the repurchase of our common stock, and lowertax withholding payments related to stock compensation plans of $3.1 million. These drivers were partially offset by lower net borrowings of $20.0 million under our Revolving Credit Facility.

Current wording

Cash used in financing activities for the nine months ended June 30, 2026 decreased $8.9 million compared to the prior year period, driven by lower payments of $130.7 million, including broker’s commissions, for the repurchase of our common stock, and lowertax withholding payments related to stock compensation plans of $3.2 million. These drivers were partially offset by lower net borrowings of $125.0 million under our Revolving Credit Facility.