September 30, 2019
Darcy Horn Davenport
President and Chief Executive Officer
BellRing Brands, Inc.
2503 S. Hanley Road
St. Louis, MO 63144
Re: BellRing Brands, Inc.
Registration Statement on Form S-1
Filed September 20, 2019
File No. 333-233867
Dear Ms. Davenport:
We have reviewed your registration statement and have the following
comments. In
some of our comments, we may ask you to provide us with information so we may
better
understand your disclosure.
Please respond to this letter by amending your registration statement
and providing the
requested information. If you do not believe our comments apply to your facts
and
circumstances or do not believe an amendment is appropriate, please tell us why
in your
response.
After reviewing any amendment to your registration statement and the
information you
provide in response to these comments, we may have additional comments.
Registration Statement on Form S-1
Risk Factors
Disruption of our supply chain and changes in weather conditions could have an
adverse effect
on..., page 29
1. You disclose that approximately 84% of your Premier Protein RTD shake
supply came
from three manufacturing locations of a single supplier, Stremick's
Heritage Foods,
LLC, and that approximately 57% came from a single location of that
supplier. We
further note that you utilize a sole supplier for the aseptic packaging
for your Premier
Protein RTD shakes in the 11 ounce size. With this concentration, please
disclose the
location of such manufacturing facilities and describe any specific
risks related to
these geographic locations so that investors can better assess your
supply risk. For
example, we note that Stremick's public website, available at
http://www.heritage-
Darcy Horn Davenport
BellRing Brands, Inc.
September 30, 2019
Page 2
foods.com/index.php?id=2, under "Capabilities-Production Facilities"
discloses that it has
facilities in Riverside and Santa Ana, CA, Cedar City, UT, and Joplin,
MO. In terms of
risks attendant to any one geographic location, as example only, we note
that in 2011 an
EF-5 multiple vortex tornado struck Joplin, MO, and since modern weather
record
keeping began in 1950, this was the deadliest and most costly tornado,
with losses
approaching $3 billion.
We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.
Refer to Rules 460 and 461 regarding requests for acceleration. Please
allow adequate
time for us to review any amendment prior to the requested effective date of
the registration
statement.
You may contact John Cannarella, Staff Accountant, at 202-551-3337 or
Karl Hiller,
Accounting Branch Chief, at 202-551-3686 if you have questions regarding
comments on the
financial statements and related matters. Please contact Irene
Barberena-Meissner, Staff
Attorney, at 202-551-6548 or Kevin Dougherty, Staff Attorney, at 202-551-3271
with any other
questions.
Sincerely,
FirstName LastNameDarcy Horn Davenport
Division of
Corporation Finance
Comapany NameBellRing Brands, Inc.
CF Office of
Manufacturing
September 30, 2019 Page 2
cc: Tom W. Zook
FirstName LastName
