# BellRing Brands, Inc. > Learn about Bellring Brands, Inc. including news, investor relations and our brands: Premier Protein, Dymatize and PowerBar. # About BellRing is a **Dynamic and Fast Growing Global Business** Our mission is to change lives with good energy. We’re a purpose-driven, pure-play company, focused on growing the convenient nutrition category while fostering a people-first culture where our employees can do the best work of their lives. What We Do As a leader in the global convenient nutrition category, our fast-growing brands are driving double-digit year-over-year growth through exceptional flavors and nutritional profiles. What’s in a name? We believe in celebrating wins, both big and small. Hanging in the center of our office is a large bell anyone can ring to announce achievements ranging from distribution gains to personal milestones. When the bell is rung, we all gather to celebrate. We believe celebrating small wins will lead to bigger ones, and individual contributions contribute to collective success. --- # Leadership Meet our powerhouse leadership team. Michael Axelrod President & Chief Executive Officer, BellRing Brands, Inc. Michael Axelrod is President & Chief Executive Officer of BellRing Brands, where he also serves on the Board of Directors. Before joining BellRing, Michael was CEO of Snak King, a leading manufacturer of branded and private-label salty snacks. Prior to that, he served as CEO of Del Real Foods, where he led significant revenue growth and drove major operational improvements. Earlier in his career, he held senior leadership roles at TreeHouse Foods, Whirlpool Corporation, and Kraft Foods. He began his career at The Boston Consulting Group. With more than 30 years of experience in the consumer packaged goods industry, Michael is passionate about building high-performing teams, driving operational excellence, and using data-driven insights to deliver sustainable, profitable growth. Michael lives in Charlotte, North Carolina, and enjoys spending time with his family, golfing, and traveling. --- Paul Rode Chief Financial Officer, BellRing Brands, Inc. Paul Rode is Chief Financial Officer, at BellRing Brands. With 20+ years of progressive experience with multinational public companies, his diverse industry and finance background includes operational experience with a $200 million telecom division of a Fortune 500 company and executive level financial reporting roles at $3 billion plus consumer product companies. He served as the Chief Financial Officer of Post’s Active Nutrition business from 2015 – 2019. Additionally, Paul was Chief Financial Officer of Consumer Brands, a prior reporting segment of Post, from late 2014 to early 2015. He served as Vice President, Finance of Post from January to November 2014, and Vice President, Corporate Development of Post from October 2013 to January 2014. Paul drives team energy through thought leadership in efficiency and process development. He earned his undergraduate degree from the University of Kentucky and his MBA from Northwestern University’s Kellogg School of Management. --- Robin Singh Chief Supply Chain Officer, Premier Nutrition Company Robin Singh is Chief Supply Chain Officer at Premier Nutrition Company. He is an accomplished strategic, values-led integrated supply chain leader with 20+ years of operations experience with multinational consumer products companies. Prior to joining BellRing Brands and Premier Nutrition, Robin spent 24 years at Mondelez International serving in a variety of roles, including Vice President of Operations. Over the course of his career, he has held various leadership positions in operations strategy, integrated business planning, procurement, manufacturing, logistics, service and inventory management. Robin leads with proven abilities to engage, inspire and develop teams to achieve transformational goals. --- Eric Hunn Senior Vice President of People, BellRing Brands, Inc. Eric Hunn is the Senior Vice President of People at BellRing Brands. He is responsible for talent acquisition, corporate culture, and all things people related. He believes that when you give people the freedom, guidance, and tools to grow their professional craft, you achieve stunning company results. Eric has been leading the People function at PNC since 2018 and held senior HR roles with both Whole Foods and Ghirardelli Chocolate after spending the first decade of his career in Washington, D.C. working in federal policy roles. He received his undergraduate degree from UCLA and earned both his Juris Doctor and Master of Public Affairs degrees from Syracuse University. He is married with two school-aged boys and is an avid hiker, runner, and snowboarder, which means he relies on our products every day. --- Craig Rosenthal Chief Legal Officer and Chief Compliance Officer, BellRing Brands, Inc. Craig Rosenthal is Chief Legal Officer and Chief Compliance Officer at BellRing Brands. He is responsible for all legal and regulatory affairs and strategies for the company, and also oversees quality, compliance and ESG. His background includes 20+ years of corporate legal management and law firm experience. Craig was Senior Vice President, Law for Altice USA, a Fortune 500 multinational telecommunications and entertainment company. Prior to that, he was Senior Vice President and General Counsel of a $3 billion telecommunications company. Craig started his career as a corporate attorney with Husch Blackwell. Craig has significant experience leading mergers and acquisitions, commercial transactions and legal operations, along with working with boards of directors. Craig earned his law degree from Washington University in St. Louis — School of Law and his undergraduate degree in Accounting from the University of Missouri-Columbia. --- Brian Hofmeister Senior Vice President – Information Systems, BellRing Brands, Inc. Brian Hofmeister is the Senior Vice President – Information Systems at BellRing Brands. He oversees information security, technology adoption, process improvement, and system simplification. Brian’s CPG experience includes leadership roles at Post Holdings, Dell Enterprise, and Ralcorp Holdings. Brian began his career performing M&A due diligence, large-scale system migrations, and process improvement projects and is passionate about rapid technology adoption utilizing cloud platforms. Brian is a member of several Information Technology councils including SecureWorld St. Louis Advisory Council, St. Louis CIO Governing Body, and the InspireCIO Leadership Network where he was a finalist for ​“CIO of the Year” in 2023. In his free time, he is an avid woodworker and student of aviation. ## Board of Directors Robert V. Vitale Chairman Michael Axelrod Shawn W. Conway Thomas P. Erickson David I. Finkelstein Jennifer Kuperman Chonda J. Nwamu Elliot H. Stein, Jr. --- # Corporate & Financial ## BellRing Brands Announces Leadership Transition Plan Feb 3, 2026 ST. LOUIS, Feb. 03, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (the “Company”) today announced that its President and Chief Executive Officer Darcy Davenport has decided to retire from the Company, effective upon the earlier of the appointment of a new Chief Executive Officer or September 30, 2026, the end of the Company’s fiscal year. Ms. Davenport will continue to serve as President and Chief Executive Officer and as a member of the Board until the effective date of the transition, after which she will serve in an advisory role to ensure a smooth transition of leadership responsibilities and provide strategic support. The Board has commenced a comprehensive external search to identify the Company’s next CEO. “On behalf of the BellRing Board, I want to thank Darcy for her leadership and incredible contributions to the Company,” said Robert V. Vitale, Chairman of the Board of Directors. “Darcy started with Premier Nutrition as Vice President, Marketing in 2011 and became the leader of Premier Nutrition Company after Post Holdings acquired it in 2014. Managing the integration of Dymatize and PowerBar into Premier Nutrition, she led sales growth from $140 million to over $2.3 billion and helped create a pure-play company focused on proactive wellness. Under Darcy’s leadership, BellRing has built a portfolio of category-leading products, expanded key customer relationships and laid a strong foundation for long-term growth. We appreciate her continued leadership through this transition and look forward to working with her in an advisory capacity to continue to help shape our strategy.” Ms. Davenport said, “It has been an honor to lead BellRing and work alongside such a talented team. I am proud of what we have accomplished together, the company culture of good energy that we have created and the roadmap we have established for the future. As the Board conducts its search, I remain focused on achieving our fiscal 2026 objectives and continuing to execute on our strategic priorities. The foundation of BellRing is strong, and I look forward to helping the Board and the Company’s new CEO advance toward its next chapter of growth.” **Forward-Looking Statements** Forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=-jCv4xl3Hm3AhPWoxCFlXFngVUdxKG7EB7Hi1D9ARIz16_PBOKrYzPD0MBpsROjTt8guM57QHq4MdYYprWey8MfaEiMi-qFgT-FGKkYko7I=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2026; Narrows Fiscal Year 2026 Outlook Feb 3, 2026 ST. LOUIS, Feb. 03, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global proactive wellness category, today reported results for the first fiscal quarter ended December 31, 2025. **Highlights:** - **First quarter net sales of $537.3 million, up 1% year-over-year** - **Operating profit of $78.5 million, net earnings of $43.7 million and Adjusted EBITDA\* of $90.3 million** - **Narrowed fiscal year 2026 net sales outlook of $2.41-$2.46 billion and Adjusted EBITDA\* outlook of $425-$440 million** - **Repurchased $97 million or approximately 2.5% of common shares outstanding in the quarter** *\*Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA or Adjusted EBITDA as a percentage of net sales non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We delivered first quarter results ahead of our guidance, primarily due to favorable timing, and our operating plans remain on track,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our 2026 outlook has been modestly narrowed, reflecting increased category promotional frequency and higher whey protein costs, and continues to anticipate growth and second half acceleration as demand initiatives ramp. We remain highly focused on executing our strategic priorities of stepping up brand investment, accelerating our innovation pipeline and sharpening multi-channel execution to reach even more consumers.” **First Quarter Consumption Trends** Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes decreased 2.2%, *Premier Protein* powder products increased 2.9% and *Dymatize* powder and RTD products increased 7.5% in the 13-week period ended December 28, 2025, as compared to the same period in 2024 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **First Quarter Operating Results** Net sales were $537.3 million, an increase of 0.8%, or $4.4 million, compared to the prior year period, driven by 0.7% increase in volume and 0.1% increase in price/mix. The first quarter of 2026 benefited from some timing of customer orders that were previously expected in the second quarter and *Dymatize* strength. As expected, the first quarter of 2026 reflected tough prior year comparisons in the club channel including non-repeating promotions for both *Premier Protein* and *Dymatize*. *Premier Protein* net sales decreased 1.2%, driven by 1.0% decrease in price/mix and 0.2% decrease in volume. *Premier Protein* RTD shake net sales decreased 2.2%, driven by 1.9% decrease in price/mix and 0.3% decrease in volume. Lower net pricing reflected incremental promotional investment. *Dymatize* net sales increased 15.8% driven by strong volume growth, particularly in the international channel. Gross profit was $160.8 million, or 29.9% of net sales, a decrease of $38.8 million, compared to $199.6 million, or 37.5% of net sales, in the prior year period. Gross profit was impacted by significant input cost inflation, inclusive of tariffs, unfavorable mix and lapping $5.0 million of non-recurring cost favorability in the prior year period. Selling, general and administrative (“SG&A”) expenses were $78.0 million, or 14.5% of net sales, a decrease of $2.1 million compared to $80.1 million, or 15.0% of net sales, in the prior year period. Marketing and consumer advertising expenses were $12.4 million, a decrease of $2.7 million compared to the prior year period, driven by a reduction for *Dymatize*. SG&A expenses in the first quarter of 2026 included $1.3 million of office relocation and separation costs, both of which are discussed later in this release and were treated as adjustments for non-GAAP measures. Operating profit was $78.5 million, a decrease of $36.8 million, compared to $115.3 million in the prior year period driven by lower gross margins. Interest expense, net was $20.0 million and $14.4 million in the first quarter of 2026 and 2025, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $14.8 million in the first quarter of 2026 compared to $24.0 million in the first quarter of 2025. The effective income tax rate was 25.3% and 23.8% in the first quarter of 2026 and 2025, respectively. Net earnings were $43.7 million, a decrease of $33.2 million, compared to $76.9 million in the prior year period. Net earnings per diluted common share were $0.36 compared to $0.59 in the prior year period. Adjusted net earnings\* were $44.7 million, a decrease of $31.5 million, compared to $76.2 million in the prior year period. Adjusted diluted earnings per common share\* were $0.37 compared to $0.58 in the prior year period. Adjusted EBITDA\* was $90.3 million, a decrease of $35.0 million, compared to $125.3 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the first quarter of 2026, BellRing repurchased 3.0 million shares for $96.9 million at an average price of $31.95 per share. As of December 31, 2025, BellRing had $543.1 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2026, BellRing management has narrowed its previously issued guidance, as shown in the table below. As previously indicated, net sales growth is expected to accelerate beyond the first quarter as merchandising initiatives, advertising and innovation become more meaningful. **Metric** **Fiscal Year 2026** Net Sales $2.41-$2.46 billion Net Sales Growth 4% to 6% Adjusted EBITDA $425-$440 million Adjusted EBITDA as a percentage of Net Sales Approximately 18% Capital Expenditures $8 million BellRing provides Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, February 3, 2026 at 8:30 a.m. ET to discuss financial results for the first quarter of fiscal year 2026 and fiscal year 2026 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q1 2026 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=LEoBrOmjgdaReGMdB6IpYFjP0msK_D9cLbKFglOs2uj6YSxupiRAI1QR2mk7PY1ZrQTSnMZtxfIyOHWGiMynJYdwGqPabI5Yd0XmP9HsS2JSONFpzCf9VtMhrcUaKh26Vhy2VviARD5MQy1S-7705npjq53H_D02u99S4Jj2dn4mRcvPR_Bm7h2JPNL4Hp4fjz_ZEkGXr4M5Ux1d1khbDQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA, Adjusted EBITDA as a percentage of net sales and capital expenditures outlook for fiscal year 2026. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies), including as a result of tariffs or inflationary pressures; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - BellRing’s ability to expand existing market penetration and enter into new markets; - consolidation in BellRing’s distribution channels; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (“ the Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets or other long-lived assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in millions, except for per share data)** **Three Months Ended December 31,** **2025** **2024** **Net Sales** $ 537.3 $ 532.9 Cost of goods sold 376.5 333.3 **Gross Profit** 160.8 199.6 Selling, general and administrative expenses 78.0 80.1 Amortization of intangible assets 4.3 4.2 **Operating Profit** 78.5 115.3 Interest expense, net 20.0 14.4 **Earnings before Income Taxes** 58.5 100.9 Income tax expense 14.8 24.0 **Net Earnings** $ 43.7 $ 76.9 **Earnings per Common Share:** Basic $ 0.37 $ 0.60 Diluted $ 0.36 $ 0.59 **Weighted-Average Common Shares Outstanding:** Basic 119.3 128.9 Diluted 119.9 131.1 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (in millions)** **December 31, 2025** **September 30, 2025** **ASSETS** **Current Assets** Cash and cash equivalents $ 64.1 $ 71.8 Restricted cash 12.9 17.3 Receivables, net 246.0 223.4 Inventories 435.2 330.4 Prepaid expenses and other current assets 28.1 22.6 **Total Current Assets** 786.3 665.5 Property, net 26.5 19.0 Goodwill 65.9 65.9 Intangible assets, net 120.7 125.0 Deferred income taxes 27.6 32.4 Other assets 33.3 33.2 **Total Assets** $ 1,060.3 $ 941.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 178.6 $ 119.5 Other current liabilities 173.4 163.3 **Total Current Liabilities** 352.0 282.8 Long-term debt 1,184.6 1,084.3 Deferred income taxes 0.4 0.4 Other liabilities 34.0 27.4 **Total Liabilities** 1,571.0 1,394.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 46.0 48.7 Retained earnings 316.3 272.6 Accumulated other comprehensive loss (1.0 ) (1.0 ) Treasury stock, at cost (873.4 ) (775.6 ) **Total Stockholders’ Deficit** (510.7 ) (453.9 ) **Total Liabilities and Stockholders’ Deficit** $ 1,060.3 $ 941.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited) (in millions)** **Three Months Ended December 31,** **2025** **2024** **Cash (used in) provided by:** Operating activities $ (3.1 ) $ 3.0 Investing activities (4.2 ) (1.3 ) Financing activities (5.3 ) (23.2 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 0.5 — **Net decrease in cash, cash equivalents and restricted cash** $ (12.1 ) $ (21.5 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted gross profit and Adjusted gross profit margin BellRing believes Adjusted gross profit is useful to investors in evaluating BellRing’s underlying profitability of its revenue-generating activities as it excludes mark-to-market adjustments on commodity hedges (which are primarily non-cash and not consistent across periods; see the explanation below for more information). BellRing believes Adjusted gross profit margin (Adjusted gross profit as a percentage of net sales) is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: 1. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 2. *Office relocation costs*: BellRing has excluded certain duplicative costs associated with new office moves as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 3. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 4. *Separation costs*: BellRing has excluded certain expenses incurred to transition services to BellRing from Post ahead of the anticipated termination of the master services agreement with Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, office relocation costs, foreign currency gain/loss on intercompany loans and separation costs. Additionally, Adjusted EBITDA reflects an adjustment for the following item: f. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT (Unaudited) (in millions)** **Three Months Ended December 31,** **2025** **2024** **Gross Profit** $ 160.8 $ 199.6 Mark-to-market adjustments on commodity hedges — (1.5 ) **Adjusted Gross Profit** $ 160.8 $ 198.1 **Gross Profit as a percentage of Net Sales** 29.9 % 37.5 % **Adjusted Gross Profit as a percentage of Net Sales** 29.9 % 37.2 % **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited) (in millions)** **Three Months Ended December 31,** **2025** **2024** **Net Earnings** $ 43.7 $ 76.9 **Adjustments:** Mark-to-market adjustments on commodity hedges — (1.5 ) Office relocation costs 0.9 — Foreign currency loss on intercompany loans — 0.6 Separation costs 0.4 — **Total Net Adjustments** 1.3 (0.9 ) Income tax effect on adjustments(1) (0.3 ) 0.2 **Adjusted Net Earnings** $ 44.7 $ 76.2 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended December 31,** **2025** **2024** **Diluted Earnings per Common Share** $ 0.36 $ 0.59 **Adjustments:** Mark-to-market adjustments on commodity hedges — (0.01 ) Office relocation costs 0.01 — **Total Net Adjustments** 0.01 (0.01 ) Income tax effect on adjustments(1) — — **Adjusted Diluted Earnings per Common Share** $ 0.37 $ 0.58 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited) (in millions)** **Three Months Ended December 31,** **2025** **2024** **Net Earnings** $ 43.7 $ 76.9 Income tax expense 14.8 24.0 Interest expense, net 20.0 14.4 Depreciation and amortization 4.9 4.6 Stock-based compensation 5.6 6.3 Mark-to-market adjustments on commodity hedges — (1.5 ) Office relocation costs 0.9 — Foreign currency loss on intercompany loans — 0.6 Separation costs 0.4 — **Adjusted EBITDA** $ 90.3 $ 125.3 **Net Earnings as a percentage of Net Sales** 8.1 % 14.4 % **Adjusted EBITDA as a percentage of Net Sales** 16.8 % 23.5 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces Timing of First Quarter Fiscal Year 2026 Earnings Release and Conference Call Jan 13, 2026 ST. LOUIS, Jan. 13, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will release its financial results for the first quarter of fiscal year 2026 and its fiscal year 2026 outlook on February 3, 2026 at 7:00 a.m. ET. The release will be followed by a conference call at 8:30 a.m. ET to discuss the results and outlook. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q1 2026 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=Ufi_xBo0wkNKAIWxNeFI1BIYQzm-xnOQ4KN7GjmMOXxrFWHaIFpBHHqM3N4tnCEED77qC00Wg3m7h6SBtcggxU9E6ESXUOthHg2vvWl_JfRCIhjioUi6LjjEIAxtoc28GkdVPnVadMitK3BUsJaD3tUsuaf9ZGin5-lafgESmhk8h3LfLNu5CJPLDv_Ft7SlYXXS1um0OiK7FfvHX9vPY2Ej6mziVxtnEAlS8v5hBD8=). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=3dhktrlIetPDNICtJKsEvb6ScfgJbjgtmphGuoRQu59jwu7jKscR9EO4ThAhS9oklSRFWnrCuVVtJYng7vAFVcbFj8OWcS582TpVouIwVu4=). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=3dhktrlIetPDNICtJKsEvQAEbQhB_VpQGYiOeq9fSzMXcP0ofuMPsIzOdw2ckdM2zaeEsTae0ueB1-EUHQZ-5NCWSASxm3C8V5vyTjaM3PY=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Stuck In The Holiday Haze Today? Premier Protein Says You’re Not Dropping The Ball This New Year’s. Wait Until Monday, January 5 To Go Get ​‘em. Jan 8, 2026 Those in Select Cities Can Visit [GoGet2026​.com](GoGet2026.com) Jan. 5 – 9 Between 5 – 9 a.m. to Get a Free Premier Protein Shake in Celebration of the *Real* Start of the New Year - Premier Protein is partnering with comedian Michelle Buteau and giving people permission to start the New Year when they need it. New Year’s Day is for recovering from a busy holiday season, so Jan. 5 (the first Monday of the year) is the real start. - To kick-start that *​“Go Get ​‘Em”* energy during the real first week, Premier Protein is giving away free morning shakes. From Jan. 5 through Jan. 9, consumers in New York City, Los Angeles, Chicago, Philadelphia, Miami and Atlanta can go to GoGet2026​.com between 5 a.m. and 9 a.m. to claim a free shake delivered straight to their door, while supplies last. - Premier Protein High Protein Shakes provide you with 30g of protein — the fuel you need to *Go Get ​‘Em*, whether it’s a hard workout or everyday busy life. **EMERYVILLE, Calif., Jan. 1, 2026 /​PRNewswire/​** – Today may technically be New Year’s Day but, let’s face it, you’re not ready to shake off the holiday haze quite yet. Premier Protein gets it and is giving you permission to start New Year’s when YOU need it! After busy weeks of festive gatherings, last-minute gift wrapping, and A LOT of cheese and cookies, you deserve a few extra days to recover before real life hits. No one knows this better than busy comedian, actress, director and mom Michelle Buteau, which is why the brand is partnering with her to declare Jan. 5 the *new*, New Year. In celebration, Buteau will upstage yesterday’s ball drop with a ceremonial *Protein Drop* on Jan. 5, and it’ll be one worth counting down to! To help fans ​“Go Get ​‘Em” in their 5 – 9 before their 9 – 5, Premier Protein will be giving away free protein shakes between 5 – 9 a.m. from Jan. 5 to Jan. 9. Go-getters in New York City, Los Angeles, Chicago, Philadelphia, Miami and Atlanta can head to GoGet2026​.com and enter their address to claim a complimentary Premier Protein High Protein Shake delivered straight to their door, while supplies last (Powered by Gopuff)\*. Shake flavor options include Chocolate, Vanilla, Caramel and Café Latte. “Even though it’s New Year’s Day: I am NOT in *Go Get ​‘Em* mode yet… and I bet you aren’t either,” said Buteau. ​“That’s why I’ve teamed up with Premier Protein. They just get it. We’re letting everyone know it’s okay to start the New Year when real life settles back in.” Why Jan. 5? After spending the past week in pajamas bingeing your favorite shows and eating cookies, the idea of committing to resolutions on Jan. 1 is completely unreasonable. Jan. 5 is the actual start to the New Year, according to Premier Protein, because it’s when people return to real life. Kids are back at school, offices fill back up, and people are finally ready to jump back into a health and wellness routine. “Premier Protein is for people who get after it — whether it’s in the gym, or in their everyday life. But we know it’s hard to fight the holiday haze,” said Kristin Rasmussen, Associate Director of Marketing at Premier Protein. ​“We’re kicking off 2026 by giving people the permission to start their year when they’re actually ready. Our 30g High Protein Shakes are the perfect fuel for going after your goals this year… but embracing that Go Get ​‘Em mentality can wait until Monday, when your first shake can be on us.” The *new*, New Year activation is part of the brand’s new *Go Get ​‘Em* campaign, which includes out-of-home ads, linear and connected TV commercials, and paid social ads. The *Go Get ​‘Em* campaign was created and produced by Ogilvy (lead creative agency) and is being supported by HUNTER (PR) and Exverus (paid media). Keep an eye on Buteau’s [Instagram](https://www.instagram.com/michellebuteau/?hl=en) on Jan. 5 for an epic start to the *new* New Year! Looking for more information on how Premier Protein can help fuel your next workout or help you tackle life’s busy moments? Head to [**www​.Pre​mier​Pro​tein​.com**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=4257399571&u=http%3A%2F%2Fwww.premierprotein.com%2F&a=www.PremierProtein.com). You can also learn more and find recipe inspiration on Premier Protein’s [**Instagram**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=3061837305&u=https%3A%2F%2Fwww.instagram.com%2Fpremierprotein%2F%3Fhl%3Den&a=Instagram), [**Facebook**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=2515973499&u=https%3A%2F%2Fwww.facebook.com%2FPremierProtein%2F&a=Facebook), [**TikTok**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=3786458466&u=https%3A%2F%2Fwww.tiktok.com%2F%40premierprotein&a=TikTok) and [**Pinterest**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=2582705383&u=https%3A%2F%2Fwww.pinterest.com%2Fpremierprotein%2F&a=Pinterest) pages. \*No purchase necessary. The giveaway is available only while supplies last. Limit one (1) giveaway claim per person per day. Once the daily maximum allocation is reached, the site will close until the next scheduled day. **BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [**www​.bell​ring​.com**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=3957532826&u=http%3A%2F%2Fwww.bellring.com%2F&a=www.bellring.com). --- # Corporate & Financial ## BellRing Brands to Participate in the Morgan Stanley Global Consumer & Retail Conference Nov 25, 2025 ST. LOUIS, Nov. 25, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today announced that it will participate in the Morgan Stanley Global Consumer & Retail Conference on December 2-3, 2025. The Company will meet with investors and participate in a fireside chat at approximately 2:15 p.m. Eastern Time on Tuesday, December 2, 2025. Interested parties are invited to listen to the webcast of the fireside chat, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include Premier Protein, the #1 ready-to-drink protein and convenient nutrition brand, and Dymatize, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces New Share Repurchase Authorization of $600 Million Nov 20, 2025 ST. LOUIS, Nov. 20, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors approved a $600 million share repurchase authorization over the next two years, with share repurchases under the new authorization beginning on November 19, 2025. As of November 19, 2025, BellRing had repurchased approximately $123 million under its previous $400 million share repurchase authorization, which became effective on September 2, 2025, and has been cancelled effective November 19, 2025. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=gv_A_Pvr1Cw9Zq-k78LYSwvo9qOw9rZgggPKntESolU0xWJKefJMffZhen8l75YTSnOi5TO_-OZLbzTBSwuPKijLoPN9HEKRgXXMNKH6p0M=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2025; Provides Fiscal Year 2026 Outlook and Updates Long-Term Financial Algorithm Nov 18, 2025 ST. LOUIS, Nov. 18, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth fiscal quarter and fiscal year ended September 30, 2025, provided its 2026 outlook and updated its long-term financial algorithm. **Fourth Quarter and Fiscal Year 2025 Highlights:** - **Fourth quarter net sales of $648.2 million, up 16.6% year-over-year** - **Fourth quarter operating profit of $102.2 million, net earnings of $59.6 million and Adjusted EBITDA\* of $117.4 million** - **Fiscal year net sales of $2,316.6 million, up 16.1% year-over-year** - **Fiscal year operating profit of $357.4 million, net earnings of $216.2 million and Adjusted EBITDA\* of $481.6 million** - **Generated $260.6 million in cash from operations in fiscal year 2025 and repurchased 7% of common shares outstanding** **Fiscal Year 2026 Outlook:** - **Fiscal year 2026 net sales and Adjusted EBITDA\* expected to range between $2.41-$2.49 billion and $425-$455 million, respectively** **Long-Term Financial Algorithm:** - **Net sales growth target of 7% to 9%** - **Adjusted EBITDA as a percentage of Net Sales\* target of 18% to 20%** *\*Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA or Adjusted EBITDA as a percentage of net sales non-GAAP guidance measures to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We delivered strong results in 2025, with sales up 16% driven by expanding household penetration, continued distribution gains and meaningful innovation performance,” said Darcy Davenport, President and Chief Executive Officer of BellRing. “Premier is the #1 ready-to-drink protein shake brand, supported by strong brand equity, high repeat purchase rates, a scalable manufacturing platform and deep retail partnerships. Looking ahead, today we are updating our long-term financial algorithm which reflects attractive revenue growth while acknowledging the larger size of the ready-to-drink shake category and more dynamic near-term industry trends. In 2026, we are stepping up brand investment, accelerating our innovation pipeline and sharpening multi-channel execution to reach even more consumers. While the first quarter reflects short-term challenges, we expect net sales growth to progress towards the upper end of our algorithm for the balance of the year, driven by the ramp up of our demand initiatives and more favorable comparisons. We are confident in our ability to sustain strong growth, deliver on our financial targets and drive long-term shareholder value.” **Fourth Quarter Consumption Trends** Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Premier Protein* powder products increased 20.4% and 16.9%, respectively, and *Dymatize* powder and RTD products decreased 1.5% in the 13-week period ended September 28, 2025, as compared to the same period in 2024 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental slide presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Fourth Quarter Results** Net sales were $648.2 million, an increase of 16.6%, or $92.4 million, compared to the prior year period, driven by 19.2% increase in volume and 2.6% decrease in price/mix. *Premier Protein* net sales increased 14.9%, driven by 18.4% volume growth and 3.5% decrease in price/mix. *Premier Protein* RTD shake net sales increased 14.1%, driven by 18.4% increase in volume and 4.3% decrease in price/mix. Volume gains were lifted by incremental promotional events and distribution gains, with the incremental promotions resulting in a decline in price/mix. *Dymatize* net sales increased 32.9% lifted by strong volume growth. In addition, international benefitted from an estimated timing shift of $8 million in net sales purchased ahead of pricing actions in fiscal 2026. Gross profit was $187.4 million, or 28.9% of net sales, a decrease of 8.6%, or $17.7 million, compared to $205.1 million, or 36.9% of net sales, in the prior year period. Adjusted gross profit\* was $192.4 million, or 29.7% of net sales, a decrease of $7.0 million, or 3.5%, compared to $199.4 million, or 35.9% of net sales, in the prior year period. In the fourth quarter of 2025, gross profit and adjusted gross profit were impacted by input cost inflation, increased promotional activity and packaging redesign costs. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* Selling, general and administrative (“SG&A”) expenses were $80.9 million, or 12.5% of net sales, a decrease of $7.8 million compared to $88.7 million, or 16.0% of net sales, in the prior year period. As anticipated, marketing and consumer advertising expenses drove the decrease and were $16.2 million, a decrease of $8.9 million compared to the prior year period. Operating profit was $102.2 million, a decrease of 8.8%, or $9.9 million, compared to $112.1 million in the prior year period. Interest expense, net was $19.1 million and $14.5 million in the fourth quarter of 2025 and 2024, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $23.5 million in the fourth quarter of 2025, an effective income tax rate of 28.3%, compared to $25.9 million in the fourth quarter of 2024, an effective income tax rate of 26.5%. Net earnings were $59.6 million, a decrease of 16.9%, or $12.1 million, compared to $71.7 million in the prior year period. Net earnings per diluted common share were $0.48, a decrease of 12.7%, compared to $0.55 in the prior year period. Adjusted net earnings\* were $63.4 million, a decrease of 5.5%, compared to $67.1 million in the prior year period. Adjusted diluted earnings per common share\* were $0.51 in both periods. Adjusted EBITDA\* was $117.4 million, an increase of 0.8%, or $0.9 million, compared to $116.5 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Fiscal Year 2025 Results** Net sales were $2,316.6 million, an increase of 16.1%, or $320.4 million, compared to the prior year, driven by 14.7% increase in volume and 1.4% increase in price/mix. *Premier Protein* net sales increased 16.8%, driven by 14.6% increase in volume and 2.2% increase in price/mix. *Dymatize* net sales increased 13.3%. Gross profit was $770.4 million, or 33.3% of net sales, an increase of 8.9%, or $63.1 million, compared to $707.3 million, or 35.4% of net sales, in the prior year. Adjusted gross profit\* was $785.6 million, or 33.9% of net sales, an increase of $83.6 million, or 11.9%, compared to $702.0 million, or 35.2% of net sales, in the prior year. In the twelve months ended September 30, 2025, gross profit and adjusted gross profit benefited from higher pricing which was more than offset by incremental promotional activity and net input cost inflation. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* SG&A expenses were $396.0 million, or 17.1% of net sales, an increase of $111.4 million compared to $284.6 million, or 14.3% of net sales, in the prior year. SG&A expenses in the twelve months ended September 30, 2025 included a $69.0 million provision for legal matters related to a settlement in principle regarding previously disclosed litigation (which was treated as an adjustment for non-GAAP measures), higher marketing and consumer advertising expenses and increased distribution and warehousing expenses on higher volumes. Marketing and consumer advertising expenses were $75.2 million, an increase of $13.9 million, compared to the prior year. Operating profit was $357.4 million, a decrease of 7.8%, or $30.3 million, compared to $387.7 million in the prior year. In the twelve months ended September 30, 2025, operating profit was negatively impacted by the aforementioned $69.0 million provision for legal matters. In the twelve months ended September 30, 2024, operating profit was negatively impacted by $17.4 million of accelerated amortization, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $68.4 million and $58.3 million in the twelve months ended September 30, 2025 and 2024, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $72.8 million in the twelve months ended September 30, 2025, compared to $82.9 million in the twelve months ended September 30, 2024, an effective income tax rate of 25.2% in both periods. Net earnings were $216.2 million, a decrease of 12.3%, or $30.3 million, compared to $246.5 million in the prior year. Net earnings per diluted common share were $1.68, a decrease of 9.7%, compared to $1.86 in the prior year. Adjusted net earnings\* were $279.1 million, an increase of 9.2%, compared to $255.5 million in the prior year. Adjusted diluted earnings per common share\* were $2.17, an increase of 12.4%, compared to $1.93 in the prior year. Adjusted EBITDA\* was $481.6 million, an increase of 9.4%, or $41.4 million, compared to $440.2 million in the prior year. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the fourth quarter of 2025, BellRing repurchased 5.2 million shares for $206.9 million at an average price of $40.04 per share. During fiscal year 2025, BellRing repurchased 9.0 million shares for $472.5 million at an average price of $52.62 per share. Subsequent to the end of the fourth quarter of 2025 and as of November 17, 2025, BellRing repurchased 1.2 million shares for $40.0 million at an average price of $34.01 per share. As of November 17, 2025, BellRing had $276.5 million remaining under its share repurchase authorization. **Fiscal Year 2026 Outlook** BellRing is providing its full year 2026 guidance in the table below. While the company does not intend to provide detailed quarterly guidance on a regular basis, from a phasing perspective, net sales for the first quarter are expected to decline approximately 5% compared to the prior year period. The first quarter reflects tough prior year comparisons in the club channel and certain one-time factors including non-repeating promotion for both Premier Protein and Dymatize as well as the Dymatize sales timing benefit recognized in the fourth quarter of fiscal year 2025. Together, these certain one-time factors are a 4-percentage point headwind to first quarter growth. Net sales growth is expected to accelerate beyond the first quarter as merchandising initiatives, advertising and innovation become more meaningful and club comparisons ease. The company expects Adjusted EBITDA as a percentage of net sales to be approximately 16% in the first quarter primarily driven by lower net sales and gross profit margin. **Metric** **Fiscal Year 2026** Net Sales $2.41-$2.49 billion Net Sales Growth 4% to 8% Adjusted EBITDA $425-$455 million Adjusted EBITDA as a percentage of Net Sales Approximately 18% Capital Expenditures $8 million BellRing provides Adjusted EBITDA and Adjusted EBITDA as a percentage of Net Sales guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA and Adjusted EBITDA as a percentage of Net Sales non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliations of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Long-Term Financial Algorithm** BellRing is updating its long-term net sales growth target and reiterating its long-term Adjusted EBITDA as a percentage of net sales target. The updated long-term financial targets are: - Annual net sales growth of 7% to 9% - Adjusted EBITDA as a percentage of net sales of 18% to 20% **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, November 18, 2025 at 8:30 a.m. ET to discuss financial results for the fourth quarter of fiscal year 2025 and fiscal year 2026 outlook. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q4 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=bhQiYcGb5GGXMc9Jzjh9y0NaIgj-fSz0HopWAGnDGz71GWgDPVgUgfsnvvXRSMg4QpPsAw-QYUGATBzfu1OtJfpA5jk_6hHA6PQchmCR4DrhXYMvS7KE2eDpvfwpc5Ocv3WYWHOgpeYQsxM8lUBaPMR7vkTqsXAX34YB-Bu3tYFPcLrItE1uDJbwjSaSbdoXmq0kqGbzHvl3v7VF7vPKaQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2026, BellRing’s net sales, Adjusted EBITDA and commentary regarding its first quarter of 2026 outlook and BellRing’s long-term financial algorithm. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - BellRing’s ability to expand existing market penetration and enter into new markets; - consolidation in BellRing’s distribution channels; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (the “Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets or other long-lived assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data) **Three Months Ended September 30, **Twelve Months Ended September 30, **2025 **2024 **2025 **2024 **Net Sales** $ 648.2 $ 555.8 $ 2,316.6 $ 1,996.2 Cost of goods sold 460.8 350.7 1,546.2 1,288.9 **Gross Profit** 187.4 205.1 770.4 707.3 Selling, general and administrative expenses 80.9 88.7 396.0 284.6 Amortization of intangible assets 4.3 4.3 17.0 35.0 **Operating Profit** 102.2 112.1 357.4 387.7 Interest expense, net 19.1 14.5 68.4 58.3 **Earnings before Income Taxes** 83.1 97.6 289.0 329.4 Income tax expense 23.5 25.9 72.8 82.9 **Net Earnings** $ 59.6 $ 71.7 $ 216.2 $ 246.5 **Earnings per Common Share:** Basic $ 0.48 $ 0.56 $ 1.70 $ 1.89 Diluted $ 0.48 $ 0.55 $ 1.68 $ 1.86 **Weighted-Average Common Shares Outstanding:** Basic 124.0 129.1 126.9 130.3 Diluted 125.3 131.1 128.5 132.3 **CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2025** **September 30, 2024** **ASSETS** **Current Assets** Cash and cash equivalents $ 71.8 $ 70.8 Restricted cash 17.3 0.3 Receivables, net 223.4 220.4 Inventories 330.4 286.1 Prepaid expenses and other current assets 22.6 15.1 **Total Current Assets** 665.5 592.7 Property, net 19.0 9.2 Goodwill 65.9 65.9 Intangible assets, net 125.0 141.8 Deferred income taxes 32.4 12.9 Other assets 33.2 14.5 **Total Assets** $ 941.0 $ 837.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 119.5 $ 121.0 Other current liabilities 163.3 82.7 **Total Current Liabilities** 282.8 203.7 Long-term debt 1,084.3 833.1 Deferred income taxes 0.4 0.4 Other liabilities 27.4 5.7 **Total Liabilities** 1,394.9 1,042.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 48.7 37.3 Retained earnings 272.6 56.4 Accumulated other comprehensive loss (1.0 ) (2.0 ) Treasury stock, at cost (775.6 ) (299.0 ) **Total Stockholders’ Deficit** (453.9 ) (205.9 ) **Total Liabilities and Stockholders’ Deficit** $ 941.0 $ 837.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Twelve Months Ended September 30,** **2025** **2024** **Cash provided by (used in):** Operating activities $ 260.6 $ 199.6 Investing activities (4.7 ) (1.8 ) Financing activities (238.3 ) (175.1 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 0.4 — **Net increase in cash, cash equivalents and restricted cash** $ 18.0 $ 22.7 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted gross profit and Adjusted gross profit margin BellRing believes Adjusted gross profit is useful to investors in evaluating BellRing’s underlying profitability of its revenue-generating activities as it excludes mark-to-market adjustments on commodity hedges (which are primarily non-cash and not consistent across periods; see the explanation below for more information). BellRing believes Adjusted gross profit margin (Adjusted gross profit as a percentage of net sales) is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: a. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are non-cash items and the amount and frequency of such adjustments are not consistent. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: provision for legal matters, mark-to-market adjustments on commodity hedges and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects an adjustment for the following item: f. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2025** **2024** **2025** **2024** **Gross Profit** $ 187.4 $ 205.1 $ 770.4 $ 707.3 Mark-to-market adjustments on commodity hedges 5.0 (5.7 ) 15.2 (5.3 ) **Adjusted Gross Profit** $ 192.4 $ 199.4 $ 785.6 $ 702.0 **Gross Profit as a percentage of Net Sales** 28.9 % 36.9 % 33.3 % 35.4 % **Adjusted Gross Profit as a percentage of Net Sales** 29.7 % 35.9 % 33.9 % 35.2 % **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2025** **2024** **2025** **2024** **Net Earnings** $ 59.6 $ 71.7 $ 216.2 $ 246.5 **Adjustments:** Provision for legal matters — — 69.0 — Accelerated amortization — — — 17.4 Mark-to-market adjustments on commodity hedges 5.0 (5.7 ) 15.2 (5.3 ) Foreign currency gain on intercompany loans — (0.3 ) (1.4 ) (0.2 ) **Total Net Adjustments** 5.0 (6.0 ) 82.8 11.9 Income tax effect on adjustments (1) (1.2 ) 1.4 (19.9 ) (2.9 ) **Adjusted Net Earnings** $ 63.4 $ 67.1 $ 279.1 $ 255.5 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2025** **2024** **2025** **2024** **Diluted Earnings per Common Share** $ 0.48 $ 0.55 $ 1.68 $ 1.86 **Adjustments:** Provision for legal matters — — 0.53 — Accelerated amortization — — — 0.13 Mark-to-market adjustments on commodity hedges 0.04 (0.05 ) 0.12 (0.04 ) Foreign currency gain on intercompany loans — — (0.01 ) — **Total Net Adjustments** 0.04 (0.05 ) 0.64 0.09 Income tax effect on adjustments (1) (0.01 ) 0.01 (0.15 ) (0.02 ) **Adjusted Diluted Earnings per Common Share** $ 0.51 $ 0.51 $ 2.17 $ 1.93 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2025** **2024** **2025** **2024** **Net Earnings** $ 59.6 $ 71.7 $ 216.2 $ 246.5 Income tax expense 23.5 25.9 72.8 82.9 Interest expense, net 19.1 14.5 68.4 58.3 Depreciation and amortization, including accelerated amortization 4.8 4.7 18.6 36.5 Provision for legal matters — — 69.0 — Stock-based compensation 5.4 5.7 22.8 21.5 Mark-to-market adjustments on commodity hedges 5.0 (5.7 ) 15.2 (5.3 ) Foreign currency gain on intercompany loans — (0.3 ) (1.4 ) (0.2 ) **Adjusted EBITDA** $ 117.4 $ 116.5 $ 481.6 $ 440.2 **Net Earnings as a percentage of Net Sales** 9.2 % 12.9 % 9.3 % 12.3 % **Adjusted EBITDA as a percentage of Net Sales** 18.1 % 21.0 % 20.8 % 22.1 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Appoints David Finkelstein to Board of Directors Nov 14, 2025 ST. LOUIS, Nov. 14, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today announced that David Finkelstein has been appointed to its Board of Directors (the “Board”) and the Audit Committee, effective January 1, 2026. With the addition of Mr. Finkelstein, the Board will consist of eight members. Mr. Finkelstein is a seasoned executive who brings a wealth of experience to the Board, with twenty years of experience in leadership roles across the financial industry. His expertise includes extensive experience in finance and financial reporting processes along with mergers and acquisitions and capital markets transactions, in the consumer-packaged goods, retail and consumer product manufacturing industries. Mr. Finkelstein previously served as the head of Consumer and Retail M&A and head of Sports Advisory at Citigroup, Inc. from 2018 to 2025. Prior to joining Citigroup, he served in various positions in the Mergers and Acquisitions Group at Bank of America from 2005 to 2018, and as Managing Director since 2009. Mr. Finkelstein also served in the Mergers and Acquisitions Group at Citigroup, Inc. from 2000 to 2005. He earned his Bachelor of Arts degree in Economics from the University of Chicago. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include Premier Protein, the #1 ready-to-drink protein and convenient nutrition brand, and Dymatize, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces Timing of Fiscal Fourth Quarter and Fiscal Year 2025 Earnings Release and Conference Call Oct 28, 2025 ST. LOUIS, Oct. 28, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will release its financial results for the fourth quarter and fiscal year 2025 and its fiscal year 2026 outlook on November 18, 2025 at 7:00 a.m. ET. The release will be followed by a conference call at 8:30 a.m. ET to discuss the results and outlook. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q4 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=RLxwMYAYrco7LqIIf6uRH2Zo-ykjOkz3qPc86EcfHmEP8d5j2W4sB_UErUcXsRI0xvm8Ggi2FhE0y490awmZf6PzrbGiZw_kCtOdsMRDsr4bf5tEPX61XvyC6F8X4FMcxCAIM8AWuXI3Mi6EyI6jFKkaUVfo3YQ0dtjXcA5VULuSilrrxn9iyIvv5O7_S4S1TQjyUP6iZmiPlg2LqOvILQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=baaLlsycelraf4JzFPloc58xl1-HQ9YTPwkLEK6-9QYMnrBhGgs53FiImWz-rl3bkwqNM3AnBf_jIBdR5NcawTsB6OSBHVkUd81HIWp8JS0=). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=baaLlsycelraf4JzFPloc4_jo-0Qh8oQYsyMCA0l8xO0RlWc-W6Z5l51H2FcSVErz50Y726ciabFBQcL8pf0VVg44O8MIG9j8yxoTh6aKvk=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## No Compromises. Just Quality. Dymatize Launches New Creatine Monohydrate with Creapure® Oct 21, 2025 **Science-backed and crafted by experts, Dymatize Creatine supports a boost in performance†‡, giving athletes the fuel to go further.** **EMERYVILLE, Calif., Oct. 20, 2025 –** For years, dedicated athletes have reached for creatine to support muscle and strength building. [Dymatize](https://dymatize.com/) is now making high-quality creatine accessible to both athletes and wellness enthusiasts alike with their new Creatine Monohydrate with Creapure®. Each scoop of Dymatize’s new Creatine Monohydrate packs 5g of high-quality Creapure®, known for its ability to fuel both muscle and high intensity training†‡. Available on Amazon and priced at just $19.99 for 300 grams, 33 cents per serving, Dymatize Creatine Monohydrate delivers up to 30% value vs. the leading creatine SKU. Dymatize Creatine Monohydrate is science-backed to support muscle & strength building†‡, high-intensity training†‡ and provides a performance boost†‡. The new Creatine is free from additives and fillers, and Informed Choice-certified to ensure it is tested for more than 285 banned substances and safer for use. “As a premium sports nutrition brand, we’re dedicated to meeting demand for performance-driven innovations that help athletes fuel their bodies to find their edge.” Said Ritu Mathur, Senior Director of Brand Marketing at Dymatize. ​“The new Creatine is no exception – developed with precision, its formula is crafted to fuel not just your body, but your drive to push further.” Dymatize Creatine Monohydrate is available online at [Amazon](https://www.amazon.com/dp/B0DXWPLZLY) and [Wal​mart​.com](https://www.walmart.com/ip/Dymatize-Creatine-60-Servings/16864352065?classType=REGULAR&from=/search) for $19.99. For more information about the new Creatine, visit [dyma​tize​.com/​p​r​o​d​u​c​t​s​/​c​r​e​a​t​i​n​e​-​m​o​n​o​h​y​drate](https://dymatize.com/products/creatine-monohydrate). For more information about the full Dymatize portfolio, visit [https://​dyma​tize​.com/](https://dymatize.com/). *†These statements have not been evaluated by the Food and Drug Administration. This product is not intended to diagnose, treat, cure, or prevent any disease* *‡With routine exercise and strength training* **About Dymatize** Dymatize elevates those committed to a lifetime of personal bests through sports nutrition products made with quality ingredients and formulas. With science as the backbone for every product, Dymatize works with researchers and scientists to ensure products support resistance-training and fitness goals without compromising safety. Based in Emeryville, California, and part of BellRing Brands, Inc., Dymatize manufactures all products in Good Manufacturing Practices (GMP) certified facilities and ensures only quality ingredients are used. Our products are Informed Choice certified to ensure they are tested for more than 285 banned substances and are safer for use. For more information about Dymatize and its products, visit [www​.Dyma​tize​.com](https://dymatize.com). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include Premier Protein, the #1 ready-to-drink protein and convenient nutrition brand, and Dymatize, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www​.bell​ring​.com](https://bellring.com). **Media Contact:** Kelsey Zibell, HUNTER, [kzibell@​hunterpr.​com](mailto:kzibell@hunterpr.com) --- # Corporate & Financial ## BellRing Brands Announces New Share Repurchase Authorization of $400 Million Sep 2, 2025 ST. LOUIS, Sept. 02, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors approved a $400 million share repurchase authorization over the next two years with share repurchases under the new authorization beginning on September 2, 2025. Subsequent to June 30, 2025 and as of August 29, 2025, BellRing repurchased 3.1 million shares of its common stock for $123.4 million at an average price of $40.02 per share. As of August 29, 2025, BellRing had repurchased approximately $226 million under its previous $300 million share repurchase authorization, which became effective on March 7, 2025 and has been cancelled effective August 29, 2025. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=SImPsGUKfetAOPhuGMM0EQ6I23NT0X9M-rILMOFfD0A4IucAyzZm0bIn1JPR4A3DhLh2o6dS736UOgJuHmt9DvusGVlZs5n2mBIPNUCD4Ik=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter 2025; Narrows Fiscal Year 2025 Outlook Aug 4, 2025 ST. LOUIS, Aug. 04, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the third fiscal quarter ended June 30, 2025. **Highlights:** - **Third quarter net sales of $547.5 million** - **Operating profit of $44.8 million, net earnings of $21.0 million and Adjusted EBITDA\* of $120.3 million** - **Narrowed fiscal year 2025 net sales outlook of $2.28-$2.32 billion and Adjusted EBITDA\* outlook of $480-$490 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We are pleased with our third quarter performance, which reflects the strength and continued momentum of our business. *Premier Protein* consumption remained robust, supported by strong velocities and sustained category-leading market share. We achieved record levels of household penetration and distribution, while maintaining industry-best loyalty metrics. Additionally, our innovation strategy is delivering, as new products across both brands are gaining traction and contributing to our growth,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Looking ahead, our fiscal year 2025 outlook remains solid and intact, despite minor shipment timing shifts between the third and fourth quarters. Our leading mainstream brands continue to resonate with consumers, and we remain confident in the long-term trajectory for BellRing.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes, *Premier Protein* powder products and *Dymatize* powder and RTD products increased 18.6%, 27.2% and 4.5%, respectively, in the 13-week period ended June 29, 2025, as compared to the same period in 2024 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental slide presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Third Quarter Results** Net sales were $547.5 million, an increase of 6.2%, or $32.1 million, compared to the prior year period, driven by 3.5% increase in volume and 2.7% increase in price/mix. *Premier Protein* net sales increased 6.0%, driven by 3.5% volume growth and 2.5% increase in price/mix. *Premier Protein* RTD shake net sales increased 5.9%, driven by 3.5% increase in volume and 2.4% increase in price/mix. Volume gains were lifted by distribution gains and incremental promotional activity, partially offset by changes in retailer trade inventories. Additionally, net sales benefited from higher average net selling prices driven by price increases to offset cost inflation, partially offset by incremental promotional activity. *Dymatize* net sales increased 5.4%, driven by 5.1% increase in volume. Volume growth was lifted by higher international volumes and new product introductions. Gross profit was $193.6 million, or 35.4% of net sales, an increase of 1.9%, or $3.7 million, compared to $189.9 million, or 36.8% of net sales, in the prior year period. Adjusted gross profit\* was $192.4 million, or 35.1% of net sales, an increase of $4.8 million, or 2.6%, compared to $187.6 million, or 36.4% of net sales, in the prior year period. In the third quarter of 2025, gross profit and adjusted gross profit benefited from higher pricing which was partly offset by net input cost inflation and increased promotional activity. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* Selling, general and administrative (“SG&A”) expenses were $144.5 million, or 26.4% of net sales, an increase of $70.5 million compared to $74.0 million, or 14.4% of net sales, in the prior year period. SG&A expenses in the third quarter of 2025 included a $68.1 million provision for legal matters, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Operating profit was $44.8 million, a decrease of 59.9%, or $66.8 million, compared to $111.6 million in the prior year period and was negatively impacted by the aforementioned provision for legal matters. Interest expense, net was $18.4 million and $14.4 million in the third quarter of 2025 and 2024, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $5.4 million in the third quarter of 2025, an effective income tax rate of 20.5%, compared to $23.5 million in the third quarter of 2024, an effective income tax rate of 24.2%. The decrease in the effective income tax rate primarily resulted from discrete tax benefits recognized in the current year period related to prior year tax accruals. Net earnings were $21.0 million, a decrease of 71.5%, or $52.7 million, compared to $73.7 million in the prior year period. Net earnings per diluted common share were $0.16, a decrease of 71.4%, compared to $0.56 in the prior year period. Adjusted net earnings\* were $70.8 million, a decrease of 1.5%, compared to $71.9 million in the prior year period. Adjusted diluted earnings per common share\* were $0.55, an increase of 1.9%, compared to $0.54 in the prior year period. Adjusted EBITDA\* was $120.3 million, an increase of 0.7%, or $0.8 million, compared to $119.5 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Nine Month Results** Net sales were $1,668.4 million, an increase of 15.8%, or $228.0 million, compared to the prior year period, driven by 12.8% increase in volume and 3.0% increase in price/mix. *Premier Protein* net sales increased 17.6%, driven by 13.0% increase in volume and 4.6% increase in price/mix. *Dymatize* net sales increased 6.7%, driven by 12.4% increase in volume and 5.7% decrease in price/mix. Gross profit was $583.0 million, or 34.9% of net sales, an increase of 16.1%, or $80.8 million, compared to $502.2 million, or 34.9% of net sales, in the prior year period. Adjusted gross profit\* was $593.2 million, or 35.6% of net sales, an increase of $90.6 million, or 18.0%, compared to $502.6 million, or 34.9% of net sales, in the prior year period. In the nine months ended June 30, 2025, gross profit and adjusted gross profit benefited from higher pricing which was partly offset by net input cost inflation and incremental promotional activity. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* SG&A expenses were $315.1 million, or 18.9% of net sales, an increase of $119.2 million compared to $195.9 million, or 13.6% of net sales, in the prior year period. SG&A expenses in the nine months ended June 30, 2025 included a $69.0 million provision for legal matters (which is discussed later in this release and was treated as an adjustment for non-GAAP measures), higher marketing and consumer advertising expenses of $22.8 million and increased distribution and warehousing expenses on higher volumes. Operating profit was $255.2 million, a decrease of 7.4%, or $20.4 million, compared to $275.6 million in the prior year period. In the nine months ended June 30, 2025, operating profit was negatively impacted by the aforementioned provision for legal matters. In the nine months ended June 30, 2024, operating profit was negatively impacted by $17.4 million of accelerated amortization, which was incurred in connection with the discontinuance of the North American *PowerBar* business and treated as an adjustment for non-GAAP measures. Interest expense, net was $49.3 million and $43.8 million in the nine months ended June 30, 2025 and 2024, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $49.3 million in the nine months ended June 30, 2025, an effective income tax rate of 23.9%, compared to $57.0 million in the nine months ended June 30, 2024, an effective income tax rate of 24.6%. Net earnings were $156.6 million, a decrease of 10.4%, or $18.2 million, compared to $174.8 million in the prior year period. Net earnings per diluted common share were $1.21, a decrease of 8.3%, compared to $1.32 in the prior year period. Adjusted net earnings\* were $215.7 million, an increase of 14.5%, compared to $188.4 million in the prior year period. Adjusted diluted earnings per common share\* were $1.66, an increase of 16.9%, compared to $1.42 in the prior year period. Adjusted EBITDA\* was $364.2 million, an increase of 12.5%, or $40.5 million, compared to $323.7 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Provision for Legal Matters** On June 25, 2025, Premier Nutrition Company, LLC (“Premier Nutrition”), a subsidiary of BellRing, reached a class-wide settlement in principle regarding previously disclosed *Joint Juice* litigation which dates back to March 2013. Under the terms of the settlement in principle, which is subject to judicial approval, Premier Nutrition would pay $90.0 million to resolve all claims related to all pending *Joint Juice* litigation cases. The settlement would not constitute an admission of liability or wrongdoing by Premier Nutrition, favorably resolving the litigation without the uncertainty, distraction and ongoing expense of continued proceedings. BellRing believes the resolution of these matters is in the best interest of BellRing and its stockholders. *Joint Juice* was discontinued in 2023. **Share Repurchases** During the third quarter of 2025, BellRing repurchased 1.3 million shares for $83.0 million at an average price of $65.07 per share. During the nine months ended June 30, 2025, BellRing repurchased 3.8 million shares for $265.6 million at an average price of $69.67 per share. As of June 30, 2025, BellRing had $197.0 million remaining under its share repurchase authorization. **Outlook** BellRing management has narrowed its fiscal year 2025 outlook for net sales to range between $2.28-$2.32 billion and Adjusted EBITDA to range between $480-$490 million (resulting in net sales and Adjusted EBITDA growth of 14%-16% and 9%-11%, respectively, over fiscal year 2024). BellRing management expects fiscal year 2025 capital expenditures of approximately $9 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for provisions for legal matters, mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliations of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, August 5, 2025 at 9:00 a.m. EDT to discuss financial results for the third quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=eOFM8EQvmcxj77Yg-MaEg2FWBc0HgXgaOJyj14NhiIEDXTNvnV6RAzdF_1dZJ02lejKBABxiyR7SF1jG1lg6SZX0Z3LZc2rFKon09ihGAXOfanF7SteeOaLxxSDk5IWovCvbFarMkav_H2aVQc4tmlN6FvZDDF76LaZCfyLCBwasCgIsAsycwO4-YXM4IzLfDBafw1F0MWFsVCrodtp1Rw==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2025. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (the “Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2025** **2024** **2025** **2024** **Net Sales** $ 547.5 $ 515.4 $ 1,668.4 $ 1,440.4 Cost of goods sold 353.9 325.5 1,085.4 938.2 **Gross Profit** 193.6 189.9 583.0 502.2 Selling, general and administrative expenses 144.5 74.0 315.1 195.9 Amortization of intangible assets 4.3 4.3 12.7 30.7 **Operating Profit** 44.8 111.6 255.2 275.6 Interest expense, net 18.4 14.4 49.3 43.8 **Earnings before Income Taxes** 26.4 97.2 205.9 231.8 Income tax expense 5.4 23.5 49.3 57.0 **Net Earnings** $ 21.0 $ 73.7 $ 156.6 $ 174.8 **Earnings per Common Share:** Basic $ 0.17 $ 0.57 $ 1.22 $ 1.34 Diluted $ 0.16 $ 0.56 $ 1.21 $ 1.32 **Weighted-Average Common Shares Outstanding:** Basic 126.6 130.0 127.9 130.7 Diluted 128.0 132.1 129.7 132.7 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **June 30, 2025** **September 30, 2024** **ASSETS** **Current Assets** Cash and cash equivalents $ 43.7 $ 70.8 Restricted cash 11.2 0.3 Receivables, net 243.9 220.4 Inventories 415.6 286.1 Prepaid expenses and other current assets 25.0 15.1 **Total Current Assets** 739.4 592.7 Property, net 12.5 9.2 Goodwill 65.9 65.9 Intangible assets, net 129.2 141.8 Deferred income taxes 33.0 12.9 Other assets 13.7 14.5 **Total Assets** $ 993.7 $ 837.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 126.0 $ 121.0 Other current liabilities 164.4 82.7 **Total Current Liabilities** 290.4 203.7 Long-term debt 1,009.0 833.1 Deferred income taxes 0.4 0.4 Other liabilities 3.8 5.7 **Total Liabilities** 1,303.6 1,042.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 43.2 37.3 Retained earnings 213.0 56.4 Accumulated other comprehensive loss (0.9 ) (2.0 ) Treasury stock, at cost (566.6 ) (299.0 ) **Total Stockholders’ Deficit** (309.9 ) (205.9 ) **Total Liabilities and Stockholders’ Deficit** $ 993.7 $ 837.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Nine Months Ended June 30,** **2025** **2024** **Cash provided by (used in):** Operating activities $ 91.5 $ 159.5 Investing activities (3.7 ) (0.6 ) Financing activities (104.4 ) (134.6 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 0.4 (0.1 ) **Net (decrease) increase in cash, cash equivalents and restricted cash** $ (16.2 ) $ 24.2 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted gross profit and Adjusted gross profit margin BellRing believes Adjusted gross profit is useful to investors in evaluating BellRing’s underlying profitability of its revenue-generating activities as it excludes mark-to-market adjustments on commodity hedges (which are primarily non-cash and not consistent across periods; see the explanation below for more information). BellRing believes Adjusted gross profit margin (Adjusted gross profit as a percentage of net sales) is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: a. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are non-cash items and the amount and frequency of such adjustments are not consistent. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: provision for legal matters, mark-to-market adjustments on commodity hedges and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects an adjustment for the following item: f. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT (Unaudited)** **(in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2025** **2024** **2025** **2024** **Gross Profit** $ 193.6 $ 189.9 $ 583.0 $ 502.2 Mark-to-market adjustments on commodity hedges (1.2 ) (2.3 ) 10.2 0.4 **Adjusted Gross Profit** $ 192.4 $ 187.6 $ 593.2 $ 502.6 **Gross Profit as a percentage of Net Sales** 35.4 % 36.8 % 34.9 % 34.9 % **Adjusted Gross Profit as a percentage of Net Sales** 35.1 % 36.4 % 35.6 % 34.9 % **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited) (in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2025** **2024** **2025** **2024** **Net Earnings** $ 21.0 $ 73.7 $ 156.6 $ 174.8 **Adjustments:** Provision for legal matters 68.1 — 69.0 — Accelerated amortization — — — 17.4 Mark-to-market adjustments on commodity hedges (1.2 ) (2.3 ) 10.2 0.4 Foreign currency (gain) loss on intercompany loans (1.4 ) — (1.4 ) 0.1 **Total Net Adjustments** 65.5 (2.3 ) 77.8 17.9 Income tax effect on adjustments(1) (15.7 ) 0.5 (18.7 ) (4.3 ) **Adjusted Net Earnings** $ 70.8 $ 71.9 $ 215.7 $ 188.4 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2025** **2024** **2025** **2024** **Diluted Earnings per Common Share** $ 0.16 $ 0.56 $ 1.21 $ 1.32 **Adjustments:** Provision for legal matters 0.53 — 0.53 — Accelerated amortization — — — 0.13 Mark-to-market adjustments on commodity hedges (0.01 ) (0.02 ) 0.07 — Foreign currency gain (loss) on intercompany loans (0.01 ) — (0.01 ) — **Total Net Adjustments** 0.51 (0.02 ) 0.59 0.13 Income tax effect on adjustments(1) (0.12 ) — (0.14 ) (0.03 ) **Adjusted Diluted Earnings per Common Share** $ 0.55 $ 0.54 $ 1.66 $ 1.42 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2025** **2024** **2025** **2024** **Net Earnings** $ 21.0 $ 73.7 $ 156.6 $ 174.8 Income tax expense 5.4 23.5 49.3 57.0 Interest expense, net 18.4 14.4 49.3 43.8 Depreciation and amortization, including accelerated amortization 4.6 4.6 13.8 31.8 Provision for legal matters 68.1 — 69.0 — Stock-based compensation 5.4 5.6 17.4 15.8 Mark-to-market adjustments on commodity hedges (1.2 ) (2.3 ) 10.2 0.4 Foreign currency (gain) loss on intercompany loans (1.4 ) — (1.4 ) 0.1 **Adjusted EBITDA** $ 120.3 $ 119.5 $ 364.2 $ 323.7 **Net Earnings as a percentage of Net Sales** 3.8 % 14.3 % 9.4 % 12.1 % **Adjusted EBITDA as a percentage of Net Sales** 22.0 % 23.2 % 21.8 % 22.5 % Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein® And Milk Bar® Launch New ​“Power Hour” Protein Menu Jul 28, 2025 **Fans nationwide will be able to enjoy the ultimate sweet treat – one that doesn’t sacrifice flavor for nutrition** **EMERYVILLE, Calif., July 28, 2025** – Premier Protein understands the power of an afternoon sweet treat – but doesn’t believe in sacrificing flavor for nutrition. That’s why they’re collaborating with the iconic team at Milk Bar to deliver protein-packed menu items this August. That’s right, the minds that brought you the viral cereal milk ice cream, birthday cake truffles and compost cookies are now baking with the dependable, yet delicious, Premier Protein to create a decadent Protein Menu all month long. **The Perfect Afternoon Pick-Me-Up** In support of the new Protein Menu, Milk Bar will be hosting a daily Premier Protein Power Hour, right when that afternoon slump hits! During the hours of 3pm – 4pm, fans can get one protein menu item for FREE\*, ensuring your midday treat has the power to fuel your journey and keep the party going! “As a mom, business owner, and eternal dessert lover, I’m always looking for ways to fuel my day without sacrificing deliciousness,” said Christina Tosi, founder of Milk Bar. ​“That’s why I’m so excited to team up with Premier Protein on this delightfully unexpected yet truly crave-worthy collaboration, proving you really can have your cake and eat it too.” **The Protein-Packed Lineup** “At Premier Protein, we believe that a health and wellness journey shouldn’t mean compromising flavor. That’s why we’ve partnered with Milk Bar, whose creativity and impressive flavor innovation we’ve long admired, to bring to life a delicious menu made with some of the most popular products in our portfolio,” said Amy Larek, Senior Director of Marketing, Premier Protein. The Premier Protein x Milk Bar menu includes a Blueberry Pancake Super Cookie, Mega Milkshake Caramel Cake and Power-Packed Tiramisu Truffle. To sweeten the deal and to offer an added protein-packed punch, each Protein Menu item will be served with a free Premier Protein High Protein Shake in Vanilla, Chocolate, or Café Latte. It’s time to mix and match a protein collab item with your favorite shake flavor. **Premier Protein x Milk Bar Protein Menu:** - **Blueberry Pancake Super Cookie** – Made with the Premier Protein Vanilla 100% Whey Protein Powder, the Blueberry Pancake Super Cookie packs 10g of protein in every deliciously chewy cookie. With tangy blueberry and rich maple notes, this cookie is sure to satisfy any sweet craving. In addition to popping up in four Milk Bar locations, the cookies will be available for nationwide shipping at milk​bar​store​.com.\*\* - **Mega Milkshake Caramel Cake** – An in-store exclusive in NYC, LA and DC, the Mega Milkshake Caramel Cake is a soft sponge cake made with Premier Protein Vanilla 100% Whey Protein Powder and topped with a decadent caramel drizzle. For an interactive protein experience, grab a High Protein Shake of your choosing (we recommend the vanilla!) and pour it over the top for an ooey gooey, protein-packed cake experience! - **Power-Packed Tiramisu Truffle** – By popular demand, the team at Milk Bar is thrilled to be bringing the much-requested tiramisu treat to life! With a delicious mascarpone filling within a coffee-flavored truffle base soaked in a Premier Protein Café Latte High Protein Shake, each truffle features a creamy protein-packed core and dark chocolate shell, dusted with Premier Protein Chocolate 100% Whey Protein Powder. This tiny truffle packs a serious punch, delivering on all your tiramisu cravings with a rich coffee flavor and decadent chocolate coating. The Premier Protein x Milk Bar menu items will be available at the NYC, LA and DC Milk Bar flagship locations in-store and for delivery in those cities on DoorDash, UberEats and GrubHub. For fans who can’t make it to the flagship stores, Blueberry Pancake Super Cookie will also be available at the new Chicago Milk Bar store and online at [milk​bar​store​.com](https://milkbarstore.com/products/blueberry-pancake-super-cookie) for delivery nationwide. **Even More to Celebrate** Calling all nurses! Building on the launch of Premier Protein’s ​“[Shakes for Shifts](https://www.premierprotein.com/shakes-for-shifts)” initiative, a program aimed at taking care of those who take care of us, Premier Protein will be offering free deliveries to nurses in the local activation markets (NYC, LA, DC and Chicago). Just enter for the chance to win a Premier Protein x Milk Bar Power Hour delivery – nurse credentials required! For nurses outside of the activation markets, just show your ID at any Milk Bar location to receive an extra 20% discount. This promotion will run all month long! To learn more or find where to purchase, visit [www​.Pre​mier​Pro​tein​.com](http://www.premierprotein.com). You can also learn more and find recipe inspiration on Premier Protein’s [Instagram](https://www.instagram.com/premierprotein/?hl=en), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein) and [Pinterest](https://www.pinterest.com/premierprotein/) pages. \*Full menu only available at participating Milk Bar locations (NYC, LA and DC) and on partner delivery apps (GrubHub, UberEats and DoorDash). Premier Protein collab item is free with purchase during Power Hour (3pm – 4pm). \*\* Blueberry Pancake Super Cookie available in an extended market – Chicago. **BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www​.bell​ring​.com](http://www.bellring.com). **MILK BAR** Milk Bar is a sweet shop that’s been turning familiar treats upside down since 2008. Founded by James Beard Award-winning pastry chef Christina Tosi, Milk Bar first opened its doors in NYC’s East Village and has developed a loyal fanbase in the fifteen years since. Named one of the most innovative companies in the world by Fast Company in 2022, Milk Bar is currently available across 12 bakery locations in NYC, LA, Washington DC, Las Vegas and Seattle, ships treats nationwide through an eCommerce care package platform and most recently launched a line of grocery products, available nationwide in major retailers such as Whole Foods and Costco. Milk Bar is also available on demand in various cities across the country in partnership with delivery providers such as DoorDash. For more information, visit milk​bar​store​.com. **Media Contact**: Samantha Preza, HUNTER, spreza@​hunterpr.​com --- # Corporate & Financial ## BellRing Brands Schedules Third Quarter Fiscal Year 2025 Conference Call Jul 8, 2025 ST. LOUIS, July 08, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, August 5, 2025 at 9:00 a.m. EDT to discuss financial results for the third quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the third quarter after market close on Monday, August 4, 2025. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=jj97CyA-q2vYrTbMYi-VyQ_zpvxcvCmIyzRztH9koiwpKe0f3MYKmSj6IrM3nknD1oQEPISjQ8ewIUrOlgkZyf_1pEqFBqL7mN9dlfWnM6gLoy3h8opIW-KJS0T-MtzS1vkeVIyiMlg2OAbYYu4__8UdfUaGbggVIKstG0J1jX75_JCZcy6V6eyttZ9NGIP83FtIeysipfCH0DVz9-VIoQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=OWJrBFrlMMeA87DM-QIgp5jL_OxGszYWlQhvn3UHHREAOS1SreTdDXWShJGBIYtOFehRH-XhpjFr_WaBYQcAjEqB309L9ml_dQVYT5jGY-I=). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=OWJrBFrlMMeA87DM-QIgp23Lxy0OWQI3kooP6AAEfo4bW8YV-b9X4XJFFz9BV_crgMMy40Pbpuas7D1-Q7A81F5T-BpRPyLasjcLL1n6bn4=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein® Launches New Line of Almondmilk Protein Shakes Jul 1, 2025 **Curious about seriously delicious, creamy non-dairy protein? Time to try it for yourself!** **EMERYVILLE, Calif., July 1, 2025** – The search for a delicious non-dairy protein shake is over! Premier Protein is expanding its fan-favorite ready-to-drink lineup with the launch of [Premier Protein Almondmilk Non-Dairy Protein Shakes](https://www.premierprotein.com/introducing-almond-milk-non-dairy-protein-shakes). Made with real Almondmilk, these creamy shakes taste so good, you’d never guess they have 20g of non-dairy protein**,** 160 calories or less, and 5g of sugar. Whether you’re enjoying an almondmilk non-dairy protein shake on its own or adding a boost to your favorite smoothie, cereal or overnight oats, each shake delivers great-tasting nutrition with no artificial flavors, colors, or sweeteners**.** “We take pride in our category-leading flavors, and we know a lot of flexitarians are on a never-ending hunt for a non-dairy protein shake that meets their nutrition needs and also tastes great. That’s why we set out to launch a non-dairy protein shake that could delight taste buds and excite our fans,” said Amy Larek, Senior Director of Marketing, Premier Protein. Premier Protein Almondmilk Non-Dairy Protein Shakes are rolling onto shelves now in three craveable flavors — Chocolate, Vanilla and Coffee (with the caffeine equivalent of one cup of coffee!) — at retailers nationwide including Target and Amazon. To learn more or purchase, visit [www​.Pre​mier​Pro​tein​.com](http://www.premierprotein.com). You can also learn more and find recipe inspiration on Premier Protein’s [Instagram](https://www.instagram.com/premierprotein/?hl=en), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein) and [Pinterest](https://www.pinterest.com/premierprotein/) pages. **BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www​.bell​ring​.com](http://www.bellring.com). **Media Contact**: Samantha Preza, HUNTER, spreza@​hunterpr.​com --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter 2025; Affirms Fiscal Year 2025 Outlook May 5, 2025 ST. LOUIS, May 05, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the second fiscal quarter ended March 31, 2025. **Highlights:** - **Second quarter net sales of $588.0 million** - **Operating profit of $95.1 million, net earnings of $58.7 million and Adjusted EBITDA\* of $118.6 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “Our momentum continued this quarter as *Premier Protein* consumption accelerated. Increased promotions, our media campaign and new products drove *Premier Protein* household penetration and market share to new all-time highs. Our powder products benefited from distribution gains and brand building investments,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “The convenient nutrition category and our leading mainstream brands continue to resonate with consumers, demonstrating a long runway of growth for ready-to-drink shakes and powders. I am pleased to affirm our guidance of net sales growth of 13% to 17% with strong Adjusted EBITDA margins even amidst the current uncertain macroeconomic environment.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes, *Premier Protein* powder products and *Dymatize* powder and RTD products increased 24.9%, 21.7% and 3.0% respectively, in the 13-week period ended March 30, 2025, as compared to the same period in 2024 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental slide presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Second Quarter Results** Net sales were $588.0 million, an increase of 18.9%, or $93.4 million, compared to the prior year period, driven by 15.3% increase in volume and 3.6% increase in price/mix. *Premier Protein* net sales increased 22.0%, driven by 15.3% volume growth and 6.7% increase in price/mix. *Premier Protein* RTD shake net sales increased 21.7%, driven by 15.2% increase in volume and 6.5% increase in price/mix. Volume gains were driven by distribution gains and increased promotional activity. Additionally, net sales benefited from higher average net selling prices driven by price increases to offset cost inflation. *Dymatize* net sales increased 3.0%, driven by 20.4% increase in volume which was partially offset by a 17.3% decrease in price/mix. Volume growth was lifted by higher international volumes and new product introductions, the latter of which negatively impacted price/mix. Gross profit was $189.8 million, or 32.3% of net sales, an increase of 15.5%, or $25.5 million, compared to $164.3 million, or 33.2% of net sales, in the prior year period. Adjusted gross profit\* was $202.7 million, or 34.5% of net sales, an increase of $35.9 million, or 21.5%, compared to $166.8 million, or 33.7% of net sales, in the prior year period. In the second quarter of 2025, gross profit and adjusted gross profit benefited from improved pricing which was partly offset by net input cost inflation and increased promotional activity. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* Selling, general and administrative (“SG&A”) expenses were $90.5 million, or 15.4% of net sales, an increase of $21.4 million compared to $69.1 million, or 14.0% of net sales, in the prior year period. SG&A expenses in the second quarter of 2025 included higher marketing and consumer advertising expenses of $12.5 million and increased distribution and warehousing expenses on higher volumes. Operating profit was $95.1 million, an increase of 4.5%, or $4.1 million, compared to $91.0 million in the prior year period. Interest expense, net was $16.5 million and $14.5 million in the second quarter of 2025 and 2024, respectively, with the increase primarily driven by higher borrowings outstanding under BellRing’s revolving credit facility. Income tax expense was $19.9 million in the second quarter of 2025, an effective income tax rate of 25.3%, compared to $19.3 million in the second quarter of 2024, an effective income tax rate of 25.2%. Net earnings were $58.7 million, an increase of 2.6%, or $1.5 million, compared to $57.2 million in the prior year period. Net earnings per diluted common share were $0.45, an increase of 4.7%, compared to $0.43 in the prior year period. Adjusted net earnings\* were $68.7 million, an increase of 16.0%, compared to $59.2 million in the prior year period. Adjusted diluted earnings per common share\* were $0.53, an increase of 17.8%, compared to $0.45 in the prior year period. Adjusted EBITDA\* was $118.6 million, an increase of 14.4%, or $14.9 million, compared to $103.7 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Six Month Results** Net sales were $1,120.9 million, an increase of 21.2%, or $195.9 million, compared to the prior year period, driven by 17.8% increase in volume and 3.4% increase in price/mix. *Premier Protein* net sales increased 24.0%, driven by 18.0% increase in volume and 6.0% increase in price/mix. *Dymatize* net sales increased 7.5%, driven by 16.3% increase in volume and 8.8% decrease in price/mix. Gross profit was $389.4 million, or 34.7% of net sales, an increase of 24.7%, or $77.1 million, compared to $312.3 million, or 33.8% of net sales, in the prior year period. Adjusted gross profit\* was $400.8 million, or 35.8% of net sales, an increase of $85.8 million, or 27.2%, compared to $315.0 million, or 34.1% of net sales, in the prior year period. In the six months ended March 31, 2025, gross profit and adjusted gross profit benefited from improved pricing which was partly offset by net input cost inflation and incremental promotional activity. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* SG&A expenses were $170.6 million, or 15.2% of net sales, an increase of $48.7 million compared to $121.9 million, or 13.2% of net sales, in the prior year period. SG&A expenses in the six months ended March 31, 2025 included higher marketing and consumer advertising expenses of $21.4 million and increased distribution and warehousing expenses on higher volumes. Operating profit was $210.4 million, an increase of 28.3%, or $46.4 million, compared to $164.0 million in the prior year period. In the six months ended March 31, 2024, operating profit was negatively impacted by $17.4 million of accelerated amortization, which was incurred in connection with the discontinuance of the North American *PowerBar* business and treated as an adjustment for non-GAAP measures. Interest expense, net was $30.9 million and $29.4 million in the six months ended March 31, 2025 and 2024, respectively, with the increase primarily driven by higher borrowings outstanding under BellRing’s revolving credit facility. Income tax expense was $43.9 million in the six months ended March 31, 2025, an effective income tax rate of 24.5%, compared to $33.5 million in the six months ended March 31, 2024, an effective income tax rate of 24.9%. Net earnings were $135.6 million, an increase of 34.1%, or $34.5 million, compared to $101.1 million in the prior year period. Net earnings per diluted common share were $1.04, an increase of 36.8%, compared to $0.76 in the prior year period. Adjusted net earnings\* were $144.9 million, an increase of 24.4%, compared to $116.5 million in the prior year period. Adjusted diluted earnings per common share\* were $1.11, an increase of 26.1%, compared to $0.88 in the prior year period. Adjusted EBITDA\* was $243.9 million, an increase of 19.4%, or $39.7 million, compared to $204.2 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the second quarter of 2025, BellRing repurchased 2.4 million shares for $171.7 million at an average price of $71.68 per share. During the six months ended March 31, 2025, BellRing repurchased 2.5 million shares for $182.7 million at an average price of $71.98 per share. As of March 31, 2025, BellRing had $280.0 million remaining under its share repurchase authorization. **Outlook** BellRing management has affirmed its fiscal year 2025 outlook and continues to expect net sales to range between $2.26-$2.34 billion and Adjusted EBITDA to range between $470-$500 million (resulting in net sales and Adjusted EBITDA growth of 13%-17% and 7%-14%, respectively, over fiscal year 2024). BellRing management expects fiscal year 2025 capital expenditures of approximately $9 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliations of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, May 6, 2025 at 9:00 a.m. EDT to discuss financial results for the second quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=yWN6K6XJVpIpTROB5oHgHhIJY7NWDDHUZ0TJRa5G9mD0FNs1FWVwmCHDm5V3Dq7TxvsCRfLiWAe37MgFgyo_BU6BfLk4MVSCzCKO1JhyoIjYb5erZvRPn0bixCt_4pJC8v_-WUrEsCDhbTdaO8y5j9pl3MTm6qASdafFy6e1AGrTa0TI2xBhTxQlT1xEuTUQ8Q0Qe0z8hCeUdLWl_nfN7Q==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2025. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (the “Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2025** **2024** **2025** **2024** **Net Sales** $ 588.0 $ 494.6 $ 1,120.9 $ 925.0 Cost of goods sold 398.2 330.3 731.5 612.7 **Gross Profit** 189.8 164.3 389.4 312.3 Selling, general and administrative expenses 90.5 69.1 170.6 121.9 Amortization of intangible assets 4.2 4.2 8.4 26.4 **Operating Profit** 95.1 91.0 210.4 164.0 Interest expense, net 16.5 14.5 30.9 29.4 **Earnings before Income Taxes** 78.6 76.5 179.5 134.6 Income tax expense 19.9 19.3 43.9 33.5 **Net Earnings** $ 58.7 $ 57.2 $ 135.6 $ 101.1 **Earnings per Common Share:** Basic $ 0.46 $ 0.44 $ 1.06 $ 0.77 Diluted $ 0.45 $ 0.43 $ 1.04 $ 0.76 **Weighted-Average Common Shares Outstanding:** Basic 128.2 131.0 128.5 131.1 Diluted 129.9 133.0 130.5 133.0 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2025** **September 30, 2024** **ASSETS** **Current Assets** Cash and cash equivalents $ 28.1 $ 70.8 Restricted cash 16.1 0.3 Receivables, net 266.0 220.4 Inventories 385.3 286.1 Prepaid expenses and other current assets 15.1 15.1 **Total Current Assets** 710.6 592.7 Property, net 10.2 9.2 Goodwill 65.9 65.9 Intangible assets, net 133.4 141.8 Deferred income taxes 14.4 12.9 Other assets 13.0 14.5 **Total Assets** $ 947.5 $ 837.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 160.6 $ 121.0 Other current liabilities 82.8 82.7 **Total Current Liabilities** 243.4 203.7 Long-term debt 953.7 833.1 Deferred income taxes 0.4 0.4 Other liabilities 4.1 5.7 **Total Liabilities** 1,201.6 1,042.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 37.9 37.3 Retained earnings 192.0 56.4 Accumulated other comprehensive loss (2.7 ) (2.0 ) Treasury stock, at cost (482.7 ) (299.0 ) **Total Stockholders’ Deficit** (254.1 ) (205.9 ) **Total Liabilities and Stockholders’ Deficit** $ 947.5 $ 837.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Six Months Ended March 31,** **2025** **2024** **Cash provided by (used in):** Operating activities $ 51.2 $ 90.5 Investing activities (1.9 ) (0.5 ) Financing activities (76.3 ) (59.2 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 0.1 0.1 **Net (decrease) increase in cash, cash equivalents and restricted cash** $ (26.9 ) $ 30.9 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted gross profit and Adjusted gross profit margin BellRing believes Adjusted gross profit is useful to investors in evaluating BellRing’s underlying profitability of its revenue-generating activities as it excludes mark-to-market adjustments on commodity hedges (which are primarily non-cash and not consistent across periods; see the explanation below for more information). BellRing believes Adjusted gross profit margin (Adjusted gross profit as a percentage of net sales) is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. c. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, provision for legal matters and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects an adjustment for the following item: f. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2025** **2024** **2025** **2024** **Gross Profit** $ 189.8 $ 164.3 $ 389.4 $ 312.3 Mark-to-market adjustments on commodity hedges 12.9 2.5 11.4 2.7 **Adjusted Gross Profit** $ 202.7 $ 166.8 $ 400.8 $ 315.0 **Gross Profit as a percentage of Net Sales** 32.3 % 33.2 % 34.7 % 33.8 % **Adjusted Gross Profit as a percentage of Net Sales** 34.5 % 33.7 % 35.8 % 34.1 % **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2025** **2024** **2025** **2024** **Net Earnings** $ 58.7 $ 57.2 $ 135.6 $ 101.1 **Adjustments:** Accelerated amortization — — — 17.4 Mark-to-market adjustments on commodity hedges 12.9 2.5 11.4 2.7 Provision for legal matters 0.9 — 0.9 — Foreign currency (gain) loss on intercompany loans (0.6 ) 0.1 — 0.1 **Total Net Adjustments** 13.2 2.6 12.3 20.2 Income tax effect on adjustments(1) (3.2 ) (0.6 ) (3.0 ) (4.8 ) **Adjusted Net Earnings** $ 68.7 $ 59.2 $ 144.9 $ 116.5 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2025** **2024** **2025** **2024** **Diluted Earnings per Common Share** $ 0.45 $ 0.43 $ 1.04 $ 0.76 **Adjustments:** Accelerated amortization — — — 0.13 Mark-to-market adjustments on commodity hedges 0.10 0.02 0.09 0.02 **Total Net Adjustments** 0.10 0.02 0.09 0.15 Income tax effect on adjustments(1) (0.02 ) — (0.02 ) (0.03 ) **Adjusted Diluted Earnings per Common Share** $ 0.53 $ 0.45 $ 1.11 $ 0.88 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2025** **2024** **2025** **2024** **Net Earnings** $ 58.7 $ 57.2 $ 135.6 $ 101.1 Income tax expense 19.9 19.3 43.9 33.5 Interest expense, net 16.5 14.5 30.9 29.4 Depreciation and amortization, including accelerated amortization 4.6 4.6 9.2 27.2 Stock-based compensation 5.7 5.5 12.0 10.2 Mark-to-market adjustments on commodity hedges 12.9 2.5 11.4 2.7 Provision for legal matters 0.9 — 0.9 — Foreign currency (gain) loss on intercompany loans (0.6 ) 0.1 — 0.1 **Adjusted EBITDA** $ 118.6 $ 103.7 $ 243.9 $ 204.2 **Net Earnings as a percentage of Net Sales** 10.0 % 11.6 % 12.1 % 10.9 % **Adjusted EBITDA as a percentage of Net Sales** 20.2 % 21.0 % 21.8 % 22.1 % Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein® Launches First-Ever Purpose Driven Platform, Shakes for Shifts May 5, 2025 **Brand Sponsors American Nurses Association (ANA) with $450,000 Commitment to Kick Off National Nurses Week** **EMERYVILLE, Calif., May 5, 2025** – Let’s face it. There are quite a few challenges facing the nursing community today. From burnout to mental and physical health struggles, coupled with the rise in demand to support people with chronic conditions, nurses have never been in greater need or under more stress. Premier Protein is on a mission to help people live healthier lives, and one part of this journey is to support the caretakers within our communities. In this pursuit, the brand is launching *Shakes for Shifts*, a lasting, purpose-driven platform aimed at uplifting those who serve others, delivering nourishment and joy when they need it most. In *Shakes for Shifts* inaugural year, Premier Protein is announcing a new sponsorship of the American Nurses Association (ANA), underscoring a shared commitment to supporting the well-being of nurses nationwide. Today, the brand presented ANA with $450,000 in financial support at their new headquarters in Silver Spring, MD to kick off National Nurses Week, which will be celebrated May 6 — May 12 nationwide. “Premier Protein’s first purpose-driven platform, *Shakes for Shifts*, is a milestone for the brand and a long term commitment we’re making to help people live healthier lives,” said Alie Vaselenko, Senior Digital Marketing Manager, Premier Protein. ​“Through the ANA sponsorship, we’re offering practical support and meaningful engagement to fuel nurses physically and emotionally throughout the year.” During National Nurses Week, Premier Protein will be providing its ready-to-drink shakes at local institutions across the country, including UMC Health System (Lubbock, TX), Texas Tech University (Lubbock, TX), DFW Great 100 Nurses (Arlington, TX), Sally L. Bailey Education Center (Dunedin, FL) and Suburban Hospital/​Johns Hopkins Medicine (Bethesda, MD). Additionally, as part of the yearlong ANA sponsorship, Premier Protein will help fuel nurses at the largest nursing conference in the profession, the ANCC National Magnet and Pathway to Excellence Conference this October. Looking ahead to next March, in celebration National Nutrition Month, Premier Protein will sponsor a 10-day challenge for the Healthy Nurse, Healthy Nation community to aid in nurses’ wellbeing. “I am excited about our new sponsor relationship with Premier Protein,” said Kate Carlin, Vice President of Business Development and Growth at the American Nurses Association. ​“This sponsorship highlights the value of recognizing and uplifting nurses not just during National Nurses Week, as we celebrate The Power of Nurses™, but throughout the year.” For more information on Premier Protein’s *Shakes for Shift* program visit [pre​mier​pro​tein​.com/​s​h​a​k​e​s​f​o​r​s​hifts](https://www.premierprotein.com/shakes-for-shifts). **BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www​.bell​ring​.com](http://www.bellring.com). **American Nurses Enterprise** *American Nurses Enterprise unites the expertise and dedication of the American Nurses Association, American Nurses Credentialing Center, and American Nurses Foundation to champion nurses, advance standards of excellence and inspire transformative change. With a powerful legacy and forward-thinking vision, our influence spans federal and local levels working through state affiliates and partners to amplify the voice of nurses across all practices and specialties. Every day, we harness The Power of Nurses™ to increase the value of the nursing profession and transform the healthcare experience for all. For more information, visit* [www​.nurs​ing​world​.org](http://www.nursingworld.org)*.* **Media Contact**: Kelsey Zibell, HUNTER, kzibell@​hunterpr.​com --- # Corporate & Financial ## BellRing Brands Schedules Second Quarter Fiscal Year 2025 Conference Call Apr 8, 2025 ST. LOUIS, April 08, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, May 6, 2025 at 9:00 a.m. EDT to discuss financial results for the second quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the second quarter after market close on Monday, May 5, 2025. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=yI6tU-uGniHIEVkmBH44l2pDdXVlXhQR8nQrVu-ZoFvxYC9UHWjZ6m6eQ5U_zddZlvP_CFBjRgOYonojdoYFb7cV-AYSp4gseRbZV9V97SZW1RvmczeiTSOWX6vLthKZEkDI-i0Zt2Ntvc65SKBnnIxLBqbY-qvmaaz3MG169DZUtwefafkSoXevzrMfn3e5NV0tIpFkQiTLlK7BpQbgFQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=hEg5aJ_2e47XJntsQU3VM5v9mDxoqRKuo_WBdLSjzKYYbpXRs9cl5lkeAoX6ydi-IjGk71le_Y73bB3HZ_lRXDalKN0fVwI4_o7bsDHixAw=). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=hEg5aJ_2e47XJntsQU3VM-MhJMwNtH8vhQNz17CahziN5APzKrYHVmTYp1HrcQnxjftKbD7IDcLiYJkEeJ2Sr-vpt1bE71gsRznRBIatw2g=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces New Share Repurchase Authorization of $300 Million Mar 6, 2025 ST. LOUIS, March 06, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors approved a $300 million share repurchase authorization over the next two years with share repurchases under the new authorization beginning on March 7, 2025. Subsequent to December 31, 2024 and as of March 6, 2025, BellRing repurchased 2.1 million shares of its common stock for $151.7 million at an average price of $72.14 per share. As of March 6, 2025, BellRing had repurchased approximately $288 million under its previous $300 million share repurchase authorization, which became effective on March 11, 2024 and has been cancelled effective March 6, 2025. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=7z68mcKNInM7yeDAzRG4FDfxJ2nYpx8rp55VNJ7UrsCepYXbXn-2ij8O98-wwGTRQtdjOzsxe56HeJexeYPd3g==). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2025; Raises Fiscal Year 2025 Outlook Feb 3, 2025 ST. LOUIS, Feb. 03, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the first fiscal quarter ended December 31, 2024. **Highlights:** - **First quarter net sales of $532.9 million** - **Operating profit of $115.3 million, net earnings of $76.9 million and Adjusted EBITDA\* of $125.3 million** - **Raised fiscal year 2025 net sales outlook to $2.26-$2.34 billion and Adjusted EBITDA\* outlook to $470-$500 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We are pleased with our first quarter performance. *Premier Protein* consumption accelerated, lifted by distribution gains, strong velocities and incremental promotional activity. The brand achieved new all time highs for household penetration and total distribution points,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “We saw strong margins aided by the timing of marketing spend and non-recurring cost favorability. Our momentum remains high, with the convenient nutrition category continuing to drive robust growth. Our strong start to 2025 gives us greater confidence in the full year and drove our decision to raise our outlook.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Premier Protein* powder products increased 23.4%, and 24.4%, respectively, and *Dymatize* products decreased 8.2% in the 13-week period ended December 29, 2024, as compared to the same period in 2023 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **First Quarter Operating Results** Net sales were $532.9 million, an increase of 23.8%, or $102.5 million, compared to the prior year period, driven by 20.8% increase in volume and 3.0% increase in price/mix. *Premier Protein* net sales increased 26.3%, driven by 21.4% increase in volume and 4.9% increase in price/mix. *Premier Protein* RTD shake net sales increased 25.3%, driven by 21.3% increase in volume and 4.0% increase in price/mix. Volume growth was driven by distribution gains and incremental promotional activity. *Dymatize* net sales increased 12.6%, driven by 12.1% increase in volume and 0.5% increase in price/mix. Volume growth was driven by the international channel. Gross profit was $199.6 million, or 37.5% of net sales, an increase of 34.9%, or $51.6 million, compared to $148.0 million, or 34.4% of net sales, in the prior year period. The higher gross profit margin was driven by improved pricing and $5.0 million of non-recurring cost favorability partly offset by net input cost inflation and incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $80.1 million, or 15.0% of net sales, an increase of $27.3 million compared to $52.8 million, or 12.3% of net sales, in the prior year period. SG&A expenses in the first quarter of 2025 included increased advertising and promotional spend of $8.9 million, higher employee costs as well as increased distribution and warehousing expenses. Operating profit was $115.3 million, an increase of 57.9%, or $42.3 million, compared to $73.0 million in the prior year period. The prior year period was negatively impacted by $17.4 million of accelerated amortization incurred in connection with the discontinuance of the North American *PowerBar* business, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $14.4 million and $14.9 million in the first quarter of 2025 and 2024, respectively. Income tax expense was $24.0 million in the first quarter of 2025, compared to $14.2 million in the first quarter of 2024. The effective income tax rate was 23.8% and 24.4% in the first quarter of 2025 and 2024, respectively. Net earnings were $76.9 million, an increase of 75.2%, or $33.0 million, compared to $43.9 million in the prior year period. Net earnings per diluted common share were $0.59, compared to $0.33 in the prior year period. Adjusted net earnings\* were $76.2 million, an increase of 33.0%, or $18.9 million, compared to $57.3 million in the prior year period. Adjusted diluted earnings per common share\* were $0.58, an increase of 34.9%, compared to $0.43, in the prior year period. Adjusted EBITDA\* was $125.3 million, an increase of 24.7%, or $24.8 million, compared to $100.5 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the first quarter of 2025, BellRing repurchased 0.1 million shares for $11.0 million at an average price of $77.12 per share. Subsequent to the end of the first quarter of 2025 and as of January 31, 2025, BellRing repurchased 0.5 million shares for $40.0 million at an average price of $72.79 per share. As of January 31, 2025, BellRing had $124.1 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2025, BellRing management has raised its guidance range for net sales to $2.26-$2.34 billion and Adjusted EBITDA to range between $470-$500 million (resulting in net sales and Adjusted EBITDA growth of 13%-17% and 7%-14%, respectively, over fiscal year 2024). BellRing management continues to expect fiscal year 2025 capital expenditures of approximately $7 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, February 4, 2025 at 9:00 a.m. EST to discuss financial results for the first quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q1 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=rZScbRwSAGwkPMh9zfsO5l76unf6sZnP9cpCxxddFP36q_Nj7q8Oj_wll66oWRKlfwVMKv3lk_dJyZRFe3CoZKwgQ-rdWbGJSVgF4GsmG9P_a0UFUY0wUGFhRRGXCdOhxX9-m0b6SQ3qyGzZ5v43ax5U_uPt1X8P_YmbZxgi25q9O2poWkek5WEyxH5eRqLt). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2025. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third-party contract manufacturers for the manufacturing of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (“ the Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=VcwuitZ1pp2xyp4jytmgr1GtZB6tlCSvnYc2_mZFYrsY3yNbun-WDH6NeFT_EQrYo_1vVdWF77EM0W6nHukheg==). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended December 31,** **2024 **2023 **Net Sales** $ 532.9 $ 430.4 Cost of goods sold 333.3 282.4 **Gross Profit** 199.6 148.0 Selling, general and administrative expenses 80.1 52.8 Amortization of intangible assets 4.2 22.2 **Operating Profit** 115.3 73.0 Interest expense, net 14.4 14.9 **Earnings before Income Taxes** 100.9 58.1 Income tax expense 24.0 14.2 **Net Earnings** $ 76.9 $ 43.9 **Earnings per Common Share:** Basic $ 0.60 $ 0.33 Diluted $ 0.59 $ 0.33 **Weighted-Average Common Shares Outstanding:** Basic 128.9 131.2 Diluted 131.1 133.0 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **December 31, 2024** **September 30, 2024** **ASSETS** **Current Assets** Cash and cash equivalents $ 49.6 $ 71.1 Receivables, net 220.4 220.4 Inventories 348.9 286.1 Prepaid expenses and other current assets 30.6 15.1 **Total Current Assets** 649.5 592.7 Property, net 9.6 9.2 Goodwill 65.9 65.9 Intangible assets, net 137.6 141.8 Deferred income taxes 9.2 12.9 Other assets 13.4 14.5 **Total Assets** $ 885.2 $ 837.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 110.9 $ 121.0 Other current liabilities 83.0 82.7 **Total Current Liabilities** 193.9 203.7 Long-term debt 833.4 833.1 Deferred income taxes 0.4 0.4 Other liabilities 4.1 5.7 **Total Liabilities** 1,031.8 1,042.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 32.1 37.3 Retained earnings 133.3 56.4 Accumulated other comprehensive loss (3.4 ) (2.0 ) Treasury stock, at cost (310.0 ) (299.0 ) **Total Stockholders’ Deficit** (146.6 ) (205.9 ) **Total Liabilities and Stockholders’ Deficit** $ 885.2 $ 837.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2024** **2023** **Cash provided by (used in):** Operating activities $ 3.0 $ 74.2 Investing activities (1.3 ) (0.2 ) Financing activities (23.2 ) 37.8 Effect of exchange rate changes on cash and cash equivalents — 0.4 **Net (decrease) increase in cash and cash equivalents** $ (21.5 ) $ 36.6 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. c. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. d. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects an adjustment for the following item: e. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2024** **2023** **Net Earnings** $ 76.9 $ 43.9 **Adjustments:** Accelerated amortization — 17.4 Mark-to-market adjustments on commodity hedges (1.5 ) 0.2 Foreign currency loss on intercompany loans 0.6 — **Total Net Adjustments** (0.9 ) 17.6 Income tax effect on adjustments(1) 0.2 (4.2 ) **Adjusted Net Earnings** $ 76.2 $ 57.3 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended December 31,** **2024** **2023** **Diluted Earnings per Common Share** $ 0.59 $ 0.33 **Adjustments:** Accelerated amortization — 0.13 Mark-to-market adjustments on commodity hedges (0.01 ) — **Total Net Adjustments** (0.01 ) 0.13 Income tax effect on adjustments(1) — (0.03 ) **Adjusted Diluted Earnings per Common Share** $ 0.58 $ 0.43 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2024** **2023** **Net Earnings** $ 76.9 $ 43.9 Income tax expense 24.0 14.2 Interest expense, net 14.4 14.9 Depreciation and amortization, including accelerated amortization 4.6 22.6 Stock-based compensation 6.3 4.7 Mark-to-market adjustments on commodity hedges (1.5 ) 0.2 Foreign currency loss on intercompany loans 0.6 — **Adjusted EBITDA** $ 125.3 $ 100.5 **Net Earnings as a percentage of Net Sales** 14.4 % 10.2 % **Adjusted EBITDA as a percentage of Net Sales** 23.5 % 23.4 % Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein® Launches NEW Line of Indulgent High Protein Shakes Jan 21, 2025 **Treat yourself to the most decadent, crave-worthy flavors yet.** **EMERYVILLE, Calif., Jan. 15, 2025** – Staying on track with your health and wellness goals in the new year shouldn’t come at the expense of enjoying a treat. [Premier Protein Indulgence](https://www.premierprotein.com/products/indulgence)™, the newest line of mega-rich, ridiculously creamy protein shakes, is made for satisfying your sweet tooth, without the post-treat hangover and sugar crash. When a craving strikes and you’re ready for something sweet, you can abandon the guilt and unwind with a sinfully delicious, but protein-packed delight. With 30g of protein, 3g of sugar and 170 calories, you’re free to indulge in a little decadence. Premier Protein Indulgence is available in four dessert-worthy flavors inspired by confectionary chocolates and treats: [Decadent Dark Chocolate](https://www.premierprotein.com/products/decadent-dark-chocolate-indulgence-protein-shake), [Salted Caramel Truffle](https://www.premierprotein.com/products/salted-caramel-truffle-indulgence-protein-shake), [Chocolate Covered Strawberry](https://www.premierprotein.com/products/chocolate-covered-strawberry-indulgence-shake-11.5oz) and [White Chocolate Raspberry](https://www.premierprotein.com/products/white-chocolate-raspberry-indulgence-protein-shake). Now, ​‘me time’ is treat time! “We know our fans want to treat themselves while staying on track, which is why it’s so important for us to create easy-to-enjoy products that deliver great tasting nutrition,” said Amy Larek, Senior Director of Marketing, Premier Protein. ​“This latest launch of indulgent, delicious protein shakes is just another way we’re ready to help you stay on track without compromise.” Premier Protein Indulgence Shakes are now available in-store at Walmart and online at Wal​mart​.com and Ama​zon​.com. For more information, please visit pre​mier​pro​tein​.com. You can also learn more and find recipe inspiration on Premier Protein’s [Instagram](https://www.instagram.com/premierprotein/), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein) and [Pinterest](https://www.pinterest.com/PremierProtein/) pages. **BellRing Brands, Inc** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com). **Media Contact**: Kelsey Zibell, HUNTER, kzibell@​hunterpr.​com --- # Corporate & Financial ## BellRing Brands Schedules First Quarter Fiscal Year 2025 Conference Call Jan 7, 2025 ST. LOUIS, Jan. 07, 2025 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, February 4, 2025 at 9:00 a.m. EST to discuss financial results for the first quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the first quarter after market close on Monday, February 3, 2025. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q1 2025 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=5agoxsgFKyKvUEwR3_ufGcDDhh3HgoZ_F6uFFRYHeHk5o0sM5FRolqyeHnZPGTxHMdTKLCM_80tTDFlbKJIOyvpumsjL2srv6og9Guy8amGyxfSJRYYHXNI5InoNREJO3ll3zgjnXJUbpTTkLDmzK5fztU0eg1ywa82MFSia3ZgJZIBJYnYWskkLnmgLsG6W). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=YDaX5rFqFRfoytwwlGSCVY53PSBQPiDOWKj1ZHeOSuJAdVKG-N3KQCISKaZAwcpJ7GcrNGvmJjNCGBhaOuc-Dg==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Dymatize Expands Science-Backed Sports Nutrition Portfolio with Performance Protein Shake and Energyze Pre-Workout Dec 17, 2024 **New products mark the brand’s foray into ready-to-drink nutrition and pre-workout supplements.** **EMERYVILLE, Calif., December 17 2024 –** [Dymatize](https://c212.net/c/link/?t=0&l=en&o=3326489-1&h=507648303&u=http%3A%2F%2Fwww.dymatize.com%2F&a=Dymatize), a leading sports nutrition brand, is launching two new innovations formulated to fuel athletes and gymgoers alike: Dymatize Performance Protein Shakes and Energyze Pre-Workout. **Dymatize Introduces Ready-To-Drink Protein Shakes in Legendary PEBBLES™ Cereal Flavors** The Dymatize Performance Protein Shake offers 30g of fast and slow absorbing, high-quality proteins in a convenient, ready to drink shake. The Performance Protein Shake is perfect for fitness enthusiasts whether they’re on-the-go, recovering from a workout or looking for help in hitting their daily protein goal. In addition to 30g of protein, each bottle is packed with more than 6g of essential BCAAs and 160 calories with no added sugar^. Available in 11.5oz bottle 12-packs starting at $33.98. Enjoy the flavor of your favorite nostalgic cereals in a ready-to-drink protein shake, available in two legendary flavors: - **Performance Protein Shake in Fruity PEBBLES™:** Offers the iconic, fruity flavor of Fruity PEBBLES™ cereal that you know and love - **Performance Protein Shake in Cocoa PEBBLES™:** Delicious, chocolatey flavor of the beloved Cocoa PEBBLES™ cereal **Expanding the Portfolio with the Introduction of Energyze Pre-Workout Powder** Energyze Pre-Workout features 150mg of caffeine, 50mg of I‑Theanine, 500mg of I‑Tyrosine and 5g of branched-chained amino acids to kickstart muscle-protein synthesis, per serving. The formula is designed to support sustained energy† and mental focus †, helping athletes and fitness enthusiasts maximize their performance potential. Available in a 14oz tub starting at $29.99. Available in three mouthwateringly refreshing flavors: - **Energyze Pre-Workout Powder in Strawberry Lemonade:** Fresh strawberry and zesty lemon flavors offer the taste of your favorite summertime beverage - **Energyze Pre-Workout Powder in Peach Mango:** Combines juicy peach and mango flavors for a bright and tropical taste - **Energyze Pre-Workout Powder in Lemon Lime:** Packed with citrusy notes to deliver a tangy punch “Dymatize consumers are laser-focused on improving upon their best, and they’re always tweaking their approach to fitness and nutrition to level up their fitness and find an edge. For more than 30 years, [Dymatize](https://dymatize.com/iso100) has been committed to providing that edge,” said Ritu Mathur, General Manager of Dymatize. ​“With these new products, we’re able to double-down on that commitment by fueling consumers at more stages of their workout and recovery routine whether it’s providing an extra, sustained boost of energy or a convenient way to help support muscle recovery and growth\*.” Dymatize Performance Protein Shakes and Energyze Pre-Workout are available for purchase online and at select retailers nationwide starting this December. For more information about the new products, and to check out the entire portfolio, visit [Dyma​tize​.com/​p​r​o​ducts](https://dymatize.com/products). †These statements have not been evaluated by the Food and Drug Administration. This product is not intended to diagnose, treat, cure, or prevent any disease. ^Not a low-calorie food \*With a fitness and weight training regimen **About Dymatize** Dymatize elevates those committed to a lifetime of personal bests through sports nutrition products made with high-quality ingredients and science-backed formulas. With science as the backbone for every product, Dymatize works with researchers and scientists from around the world to ensure products support resistance-training and fitness goals without compromising safety. Based in Emeryville, California, and part of BellRing Brands, Inc., Dymatize manufactures all products in Good Manufacturing Practices (GMP) certified facilities and ensures only high-quality ingredients are used. All products are Informed-Choice Certified to ensure they are tested to be banned substance free. For more information about Dymatize and its products, visit [www​.Dyma​tize​.com](https://c212.net/c/link/?t=0&l=en&o=3600219-1&h=1761030887&u=https%3A%2F%2Fc212.net%2Fc%2Flink%2F%3Ft%3D0%26l%3Den%26o%3D3326489-1%26h%3D2565525461%26u%3Dhttp%253A%252F%252Fwww.dymatize.com%252F%26a%3Dwww.Dymatize.com&a=www.Dymatize.com). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](https://www.bellring.com/). **About PEBBLES™** PEBBLES™ cereal rocks! Amazing flavors, crispy crunchy rice, and iconic characters all come together perfectly to create a timeless breakfast classic. Fruity, Cocoa, and our special limited-edition flavors have been making mornings more fun for kids and grown-ups alike for over 50 years. Since the first bowl of PEBBLES™ cereal was poured in 1971 to today, the brand has captured hearts and minds, growing in the process to become the No. 1 selling kids’ cereal brand with more than 1.4 billion bowls eaten annually. PEBBLES™ cereal celebrated its 50th birthday in 2021! One of the most revered cartoons of all time, The Flintstones aired from 1960 – 1966, and they have returned in countless specials and films. PEBBLES™ cereal, named for Fred and Wilma’s daughter, was the first brand ever created around a media character. For more information on PEBBLES™ cereal, visit [www​.post​peb​blesce​re​al​.com](http://www.postpebblescereal.com/). **About Post Consumer Brands** Headquartered in Lakeville, Minn., Post Consumer Brands, a business unit of Post Holdings, Inc., is dedicated to providing people and their pets with delicious food choices for every taste and budget. The company’s portfolio includes beloved brands such as Honey Bunches of Oats®, PEBBLES™, Grape-Nuts® and Malt-O-Meal® cereal, and Peter Pan® peanut butter, as well as Rachael Ray® Nutrish®, Kibbles ​‘N Bits® and 9Lives® dog and cat food. As a company committed to high standards of quality and to our values, we are driven by one idea: To make lives better by making delicious food accessible for all. For more information about our brands, visit [www​.post​con​sumer​brands​.com](http://www.postconsumerbrands.com/) and follow us on LinkedIn for the latest news. **Media Contact:** Juliana Padilla, HUNTER, [jpadilla@​hunterpr.​com](mailto:jpadilla@hunterpr.com) --- # News, Brand & Articles ## Premier Protein® Expands Breakfast Offerings with Launch of Frozen Protein Waffles and Mini Protein Pancakes Dec 3, 2024 **Chicago, IL (December 3, 2024) –** [**Premier Nutrition**](https://www.premierprotein.com/) and [**Hometown Food Company**](https://hometownfoodcompany.com/) continue to produce protein-packed breakfast **options** with the launch of: **Premier Protein® Frozen Protein Waffles, Chocolate Chip Protein Waffles** and **Mini Protein Pancakes**. These products, which pack 13 to 15 grams of protein per serving and are a convenient and tasty way to kickstart your day, are now available at select retailers, including Walmart, nationwide. Premier Protein® frozen options are easy to prepare – just pop them in the toaster and breakfast is ready in minutes – making them perfect for busy, on-the-go lifestyles. In addition to traditional breakfast toppings, they also pair well with fresh fruit, peanut butter, hazelnut spread, Greek yogurt and more. They’re a great canvas for almost any flavor combination and a fun and simple option for a post-workout snack. “We are thrilled about expanding our partnership with Premier Nutrition through the exciting launch of our frozen protein waffles and mini pancake offerings,” said Dan Anglemyer, Chief Operating Officer of Hometown Food Company. ​“Protein-rich and convenient options are what consumers want and these new frozen options not only have great taste but also effortless preparation for busy mornings.” “Premier Nutrition is thrilled to introduce three new delicious frozen varieties to our innovative line of protein-filled breakfast options,” said Nick Stiritz, General Manager Premier Protein US. ​“Protein is an essential nutrient that helps your body build and maintain muscle. Plus, it helps you feel fuller for longer which can make sticking to your daily nutrition goals a little bit easier. Our brand mission is to provide delicious, protein-packed products and flavors that customers get excited about – ultimately bringing joy to their health journey.” **Premier Protein® Frozen Protein Waffles, Chocolate Chip Protein Waffles** and **Mini Protein Pancakes** are available now at select retailers, including Walmart, nationwide (SRP $5.98 to $6.98). For more information about these new products, please visit Premier Protein® on [Instagram](https://www.instagram.com/premierprotein/?hl=en), [Facebook](https://www.facebook.com/PremierProtein/) and [Twitter](https://twitter.com/premierprotein?lang=en). **About Hometown Food Company** Hometown Food Company, based in Chicago, IL, was formed by Brynwood Partners in August 2018. The portfolio includes the exclusive U.S. rights to the iconic Pillsbury™ brand’s shelf-stable baking products, including Funfetti®, along with the Hungry Jack®, Arrowhead Mills®, White Lily®, Jim Dandy®, De Wafelbakkers® and Martha White® brands. Hometown expanded its portfolio of brands in January 2023 by acquiring the Birch Benders® brand. **About Premier Nutrition Company, LLC** Premier Nutrition is a business unit of BellRing Brands and operates in the global convenient nutrition category. Its primary brands, Premier Protein® and Dymatize®, include ready-to-drink protein shakes and powders, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2024 Nov 18, 2024 ST. LOUIS, Nov. 18, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth fiscal quarter and fiscal year ended September 30, 2024. **Highlights:** - **Fourth quarter net sales of $555.8 million, operating profit of $112.1 million, net earnings of $71.7 million and Adjusted EBITDA\* of $116.5 million** - **Fiscal year net sales of $1,996.2 million, operating profit of $387.7 million, net earnings of $246.5 million and Adjusted EBITDA\* of $440.2 million** - **Generated $199.6 million in cash from operations in fiscal year 2024** - **Fiscal year 2025 net sales and Adjusted EBITDA\* expected to range between $2.24-$2.32 billion and $460-$490 million, respectively** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We finished the year strong, with our results coming in at the high end of our expectations. *Premier Protein* consumption accelerated, lifted by better in stocks and meaningful distribution gains. Additionally, *Premier Protein* achieved all time highs this quarter for household penetration and total distribution points, and saw strong market share gains in both shakes and powders,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our momentum remains high as we enter 2025. The convenient nutrition category continues to provide strong tailwinds, with ready-to-drink shakes and powders in the early stages of growth. We have leading mainstream brands that deeply resonate with consumers, giving us confidence in the long-term prospects for our company.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Premier Protein* powder products increased 14.4% and 42.7%, respectively, and *Dymatize* powder products decreased 10.1% in the 13-week period ended September 29, 2024, as compared to the same period in 2023 (inclusive of Circana United States (“U.S.”) Multi Outlet including Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental slide presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Fourth Quarter Results** Net sales were $555.8 million, an increase of 17.6%, or $83.2 million, compared to the prior year period, driven by 18.9% increase in volume and 1.3% decrease in price/mix. *Premier Protein* net sales increased 20.3%, driven by 19.5% volume growth and 0.8% increase in price/mix. *Premier Protein* RTD shake net sales increased 20.7%, driven by 19.6% increase in volume and 1.1% increase in price/mix. Volume gains were driven by organic growth and distribution gains. *Dymatize* net sales increased 3.9%, driven by 6.7% increase in volume which was partially offset by a 2.8% decrease in price/mix. Volume gains were driven by strength in the international channel, partially offset by declines in domestic channels. The decrease in price/mix was driven by promotional activity and unfavorable mix. Gross profit was $205.1 million, or 36.9% of net sales, an increase of 32.1%, or $49.8 million, compared to $155.3 million, or 32.9% of net sales, in the prior year period. Gross profit included mark-to-market adjustments on commodity hedges, which were favorable by $5.7 million and $0.8 million in the fourth quarter of 2024 and 2023, respectively, and were treated as adjustments for non-GAAP measures. The higher gross profit margin was driven by net input cost deflation and $3.5 million of production attainment fees received in the fourth quarter of 2024 from shake contract manufacturers. Selling, general and administrative (“SG&A”) expenses were $88.7 million, or 16.0% of net sales, an increase of $23.5 million compared to $65.2 million, or 13.8% of net sales, in the prior year period. SG&A expenses included a $5.0 million provision for legal matters in the fourth quarter of 2023, which was treated as an adjustment for non-GAAP measures. SG&A expenses in the fourth quarter of 2024 included higher marketing and consumer advertising expenses of $12.8 million, as well as increased employee expenses and distribution and warehousing expenses on higher volumes. Operating profit was $112.1 million, an increase of 43.5%, or $34.0 million, compared to $78.1 million in the prior year period. Operating profit in the fourth quarter of 2023 was negatively impacted by $7.1 million of accelerated amortization incurred in connection with the discontinuance of the North American *PowerBar* business, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $14.5 million and $16.1 million in the fourth quarter of 2024 and 2023, respectively, with the decline primarily driven by lower borrowings outstanding under BellRing’s revolving credit facility. Income tax expense was $25.9 million in the fourth quarter of 2024, an effective income tax rate of 26.5%, compared to $15.9 million in the fourth quarter of 2023, an effective income tax rate of 25.6%. Net earnings were $71.7 million, an increase of 55.5%, or $25.6 million, compared to $46.1 million in the prior year period. Net earnings per diluted common share were $0.55, an increase of 57.1%, compared to $0.35 in the prior year period. Adjusted net earnings\* were $67.1 million, an increase of 22.7%, compared to $54.7 million in the prior year period. Adjusted net earnings per common share\* were $0.51, an increase of 24.4%, compared to $0.41 in the prior year period. Adjusted EBITDA\* was $116.5 million, an increase of 18.3%, or $18.0 million, compared to $98.5 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Fiscal Year 2024 Results** Net sales were $1,996.2 million, an increase of 19.8%, or $329.4 million, compared to the prior year, driven by 24.1% increase in volume and 4.3% decrease in price/mix. *Premier Protein* net sales increased 22.9%, driven by 25.1% increase in volume and 2.2% decrease in price/mix. *Dymatize* net sales increased 5.6%, driven by 9.6% increase in volume and 4.0% decrease in price/mix. Gross profit was $707.3 million, or 35.4% of net sales, an increase of 33.4%, or $177.1 million, compared to $530.2 million, or 31.8% of net sales, in the prior year. The higher gross profit margin was driven by net input cost deflation, which was partially offset by incremental promotional activity. SG&A expenses were $284.6 million, or 14.3% of net sales, an increase of $68.3 million compared to $216.3 million, or 13.0% of net sales, in the prior year. SG&A expenses in the twelve months ended September 30, 2024 included higher employee expenses and distribution and warehousing expenses on higher volumes, as well as increased marketing and consumer advertising expenses of $20.4 million. Operating profit was $387.7 million, an increase of 34.9%, or $100.4 million, compared to $287.3 million in the prior year. Operating profit was negatively impacted by $17.4 million and $7.1 million of accelerated amortization in the twelve months ended September 30, 2024 and 2023, respectively, which was incurred in connection with the discontinuance of the North American *PowerBar* business and treated as an adjustment for non-GAAP measures. Interest expense, net was $58.3 million and $66.9 million in the twelve months ended September 30, 2024 and 2023, respectively, with the decline primarily driven by lower borrowings outstanding under BellRing’s revolving credit facility. Income tax expense was $82.9 million in the twelve months ended September 30, 2024, an effective income tax rate of 25.2%, compared to $54.9 million in the twelve months ended September 30, 2023, an effective income tax rate of 24.9%. Net earnings were $246.5 million, an increase of 48.9%, or $81.0 million, compared to $165.5 million in the prior year. Net earnings per diluted common share were $1.86, an increase of 51.2%, compared to $1.23 in the prior year. Adjusted net earnings\* were $255.5 million, an increase of 44.2%, compared to $177.2 million in the prior year. Adjusted diluted earnings per common share\* were $1.93, an increase of 46.2%, compared to $1.32 in the prior year. Adjusted EBITDA\* was $440.2 million, an increase of 30.1%, or $101.9 million, compared to $338.3 million in the prior year. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the fourth quarter of 2024, BellRing repurchased 0.7 million shares for $40.5 million at an average price of $55.97 per share. During the twelve months ended September 30, 2024, BellRing repurchased 2.6 million shares for $146.6 million at an average price of $56.12 per share. As of September 30, 2024, BellRing had $175.1 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2025, BellRing management expects net sales to range between $2.24-$2.32 billion and Adjusted EBITDA to range between $460-$490 million (resulting in net sales and Adjusted EBITDA growth of 12%-16% and 5%-11%, respectively, over fiscal year 2024). BellRing management expects fiscal year 2025 capital expenditures of approximately $7 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliations of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, November 19, 2024 at 9:00 a.m. EST to discuss financial results for the fourth quarter of fiscal year 2024 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q4 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=vRAHzzhIgzRn93TI6B91GgPiN7j3Hj3PpAkDo2Yue87AwkzQ-o6me_-X7CdY3EL-Pzq6y39wrM_wIB9CAyXnf_MErqHwX-0DV_la5g3vIYucqSyTe809ejMUpviMg3Cmf7QDT6KPY6H9JeaJn_NHVO2z3jJonkbjIGNKTlHBXxE5rQUjPb7vB9E3Zk8jdYyP). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=WEi5IiHhZ4INnOX-nnweQpx1q80Yv_psKvpyszhjMBe-mS8zQcvSChJHUpvcFqls-7hlKthC47bEWZgKJYBbcA==). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2025. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (the “Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=WEi5IiHhZ4INnOX-nnweQkihKoJrKVXalZsymrUkgGbYqlUmqFlBNoCMWUzA1l6IsuKMlnpW9w9FRMAH_LbsMg==). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=gXdN1IUUXcqhhg5jWbbw7QMWrH01HP1KmV9_cdTEeWPdv8WffDJAKv3XBOw0Yxxib7PHzNcYjSoxazQ7bvaSJZNb-cDHYW8fMm5yBRN3Pd4OcTM-Fg53bMgoq9hDn775W20dxZFz5a-dFrdO6sb9Og==) (415) 814-9388 **CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2024** **2023** **2024** **2023** **Net Sales** $ 555.8 $ 472.6 $ 1,996.2 $ 1,666.8 Cost of goods sold 350.7 317.3 1,288.9 1,136.6 **Gross Profit** 205.1 155.3 707.3 530.2 Selling, general and administrative expenses 88.7 65.2 284.6 216.3 Amortization of intangible assets 4.3 12.0 35.0 26.6 **Operating Profit** 112.1 78.1 387.7 287.3 Interest expense, net 14.5 16.1 58.3 66.9 **Earnings before Income Taxes** 97.6 62.0 329.4 220.4 Income tax expense 25.9 15.9 82.9 54.9 **Net Earnings** $ 71.7 $ 46.1 $ 246.5 $ 165.5 **Earnings per Common Share:** Basic $ 0.56 $ 0.35 $ 1.89 $ 1.24 Diluted $ 0.55 $ 0.35 $ 1.86 $ 1.23 **Weighted-Average Common Shares Outstanding:** Basic 129.1 131.4 130.3 133.0 Diluted 131.1 132.9 132.3 134.1 **CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2024** **September 30, 2023** **ASSETS** **Current Assets** Cash and cash equivalents $ 71.1 $ 48.4 Receivables, net 220.4 168.2 Inventories 286.1 194.3 Prepaid expenses and other current assets 15.1 13.3 **Total Current Assets** 592.7 424.2 Property, net 9.2 8.5 Goodwill 65.9 65.9 Intangible assets, net 141.8 176.8 Deferred income taxes 12.9 4.2 Other assets 14.5 12.0 **Total Assets** $ 837.0 $ 691.6 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 121.0 $ 89.0 Other current liabilities 82.7 61.2 **Total Current Liabilities** 203.7 150.2 Long-term debt 833.1 856.8 Deferred income taxes 0.4 0.4 Other liabilities 5.7 7.7 **Total Liabilities** 1,042.9 1,015.1 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 37.3 19.3 Retained earnings (accumulated deficit) 56.4 (190.1 ) Accumulated other comprehensive loss (2.0 ) (3.1 ) Treasury stock, at cost (299.0 ) (151.0 ) **Total Stockholders’ Deficit** (205.9 ) (323.5 ) **Total Liabilities and Stockholders’ Deficit** $ 837.0 $ 691.6 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Twelve Months Ended September 30,** **2024** **2023** **Cash provided by (used in):** Operating activities $ 199.6 $ 215.6 Investing activities (1.8 ) (1.8 ) Financing activities (175.1 ) (201.7 ) Effect of exchange rate changes on cash and cash equivalents — 0.5 **Net increase in cash and cash equivalents** $ 22.7 $ 12.6 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. c. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *Separation costs*: BellRing has excluded certain expenses incurred in connection with secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. f. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, provision for legal matters, foreign currency gain/loss on intercompany loans and separation costs. Additionally, Adjusted EBITDA reflects an adjustment for the following item: g. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2024** **2023** **2024** **2023** **Net Earnings** $ 71.7 $ 46.1 $ 246.5 $ 165.5 **Adjustments:** Accelerated amortization — 7.1 17.4 7.1 Mark-to-market adjustments on commodity hedges (5.7 ) (0.8 ) (5.3 ) 3.1 Provision for legal matters — 5.0 — 5.0 Foreign currency gain on intercompany loans (0.3 ) — (0.2 ) (0.6 ) Separation costs — — — 0.7 **Total Net Adjustments** (6.0 ) 11.3 11.9 15.3 Income tax effect on adjustments(1) 1.4 (2.7 ) (2.9 ) (3.6 ) **Adjusted Net Earnings** $ 67.1 $ 54.7 $ 255.5 $ 177.2 (1) Income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the twelve months ended September 30, 2023, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2024** **2023** **2024** **2023** **Diluted Earnings per share of Common Stock** $ 0.55 $ 0.35 $ 1.86 $ 1.23 **Adjustments:** Accelerated amortization — 0.05 0.13 0.05 Mark-to-market adjustments on commodity hedges (0.05 ) (0.01 ) (0.04 ) 0.02 Provision for legal matters — 0.04 — 0.04 Separation costs — — — 0.01 **Total Net Adjustments** (0.05 ) 0.08 0.09 0.12 Income tax effect on adjustments(1) 0.01 (0.02 ) (0.02 ) (0.03 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.51 $ 0.41 $ 1.93 $ 1.32 (1) Income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the twelve months ended September 30, 2023, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2024** **2023** **2024** **2023** **Net Earnings** $ 71.7 $ 46.1 $ 246.5 $ 165.5 Income tax expense 25.9 15.9 82.9 54.9 Interest expense, net 14.5 16.1 58.3 66.9 Depreciation and amortization, including accelerated amortization 4.7 12.5 36.5 28.3 Stock-based compensation 5.7 3.7 21.5 14.5 Provision for legal matters — 5.0 — 5.0 Mark-to-market adjustments on commodity hedges (5.7 ) (0.8 ) (5.3 ) 3.1 Foreign currency gain on intercompany loans (0.3 ) — (0.2 ) (0.6 ) Separation costs — — — 0.7 **Adjusted EBITDA** $ 116.5 $ 98.5 $ 440.2 $ 338.3 **Net Earnings as a percentage of Net Sales** 12.9 % 9.8 % 12.3 % 9.9 % **Adjusted EBITDA as a percentage of Net Sales** 21.0 % 20.8 % 22.1 % 20.3 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Fourth Quarter Fiscal Year 2024 Conference Call Oct 29, 2024 ST. LOUIS, Oct. 29, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, November 19, 2024 at 9:00 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2024 and fiscal year 2025 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the fourth quarter after market close on Monday, November 18, 2024. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q4 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=7ztU3xkYvBLqvDKqQ4PdtdEyxLaWaQ6yM4WR1lJOCTcxv7JEYLk1k5NT4BUAse5gSZX4JMp_tFV6nk1cxNWreSShb3m0mFpevRrlUy80a7UD8VFXqrHj8bUxkrrkBg8yLTo7aBdPF7Uj_qJLWWzn6dvEyss0VU6oUttBAfIm7bgWEE4DR2t-JPIMvrXvJ4gO). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=8t9d5n52ZreSwgENc7FTBhSO6_RKPkYu3rZt21mMKJ543lC3VlUFQBfK8hr15nWmk6B2hncM6gkgcRGQ_x92LQ==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter of Fiscal Year 2024; Raises Fiscal Year 2024 Outlook Aug 5, 2024 ST. LOUIS, Aug. 05, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the third fiscal quarter ended June 30, 2024. **Highlights:** - **Third quarter net sales of $515.4 million** - **Operating profit of $111.6 million, net earnings of $73.7 million and Adjusted EBITDA\* of $119.5 million** - **Raised fiscal year 2024 net sales outlook to $1.96-$2.00 billion and Adjusted EBITDA\* outlook to $430-$440 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We are pleased with our third quarter performance, with results ahead of our expectations and shake production delivering to plan. *Premier Protein* achieved all time highs for household penetration and shake distribution points as we broaden our formats and package sizes. Consumption growth for *Premier Protein* shakes was strong and accelerated in June and continued into July on better in stocks and distribution gains,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Lastly, we saw greater-than-expected margins primarily lifted by favorability in powder input costs. Our strong third quarter performance and visibility to the fourth quarter gives us confidence to raise our outlook for the year.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Premier Protein* powder products increased 9.6% and 43.6%, respectively, and *Dymatize* powder products decreased 11.3% in the 13-week period ended June 30, 2024, as compared to the same period in 2023 (inclusive of Circana United States (“U.S.”) Multi Outlet including Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental slide presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Third Quarter Operating Results** Net sales were $515.4 million, an increase of 15.6%, or $69.5 million, compared to the prior year period, driven by 18.4% increase in volume and 2.8% decrease in price/mix. *Premier Protein* net sales increased 19.8%, driven by 19.2% increase in volume and 0.6% increase in price/mix. *Premier Protein* RTD shake net sales increased 18.5%, driven by 19.4% increase in volume and 0.9% decrease in price/mix. Volume gains were driven by organic growth and distribution gains. *Dymatize* net sales decreased 2.6%, driven by 4.4% increase in volume which was offset by a 7.0% decrease in price/mix. Volume gains were driven by strength in the international channel, which was partially offset by changes in domestic distribution and display activity when compared to the prior year period. The decrease in price/mix was driven by promotional activity and unfavorable mix. Gross profit was $189.9 million, or 36.8% of net sales, an increase of 39.6%, or $53.9 million, compared to $136.0 million, or 30.5% of net sales, in the prior year period. Gross profit included mark-to-market adjustments on commodity hedges which were favorable by $2.3 million in the third quarter of 2024 and unfavorable by $1.9 million in the third quarter of 2023, and were treated as adjustments for non-GAAP measures. The higher gross profit margin was driven by net input cost deflation. Selling, general and administrative (“SG&A”) expenses were $74.0 million, or 14.4% of net sales, an increase of $18.9 million compared to $55.1 million, or 12.4% of net sales, in the prior year period. SG&A expenses in the third quarter of 2024 included higher employee expenses and distribution and warehousing expenses on higher volumes, as well as higher marketing and consumer advertising expenses of $3.3 million. Operating profit was $111.6 million, an increase of 46.8%, or $35.6 million, compared to $76.0 million in the prior year period. Interest expense, net was $14.4 million and $17.3 million in the third quarter of 2024 and 2023, respectively, with the decline primarily driven by lower borrowings outstanding under the revolving credit facility. Income tax expense was $23.5 million in the third quarter of 2024, an effective income tax rate of 24.2%, compared to $14.4 million in the third quarter of 2023, an effective income tax rate of 24.5%. Net earnings were $73.7 million, an increase of 66.4%, or $29.4 million, compared to $44.3 million in the prior year period. Net earnings per diluted common share were $0.56, an increase of 69.7%, compared to $0.33 in the prior year period. Adjusted net earnings\* were $71.9 million, an increase of 57.3%, compared to $45.7 million in the prior year period. Adjusted net earnings per common share\* were $0.54, an increase of 58.8%, compared to $0.34 in the prior year period. Adjusted EBITDA\* was $119.5 million, an increase of 37.5%, or $32.6 million, compared to $86.9 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Nine Month Operating Results** Net sales were $1,440.4 million, an increase of 20.6%, or $246.2 million, compared to the prior year period, driven by 26.3% increase in volume and 5.7% decrease in price/mix. *Premier Protein* net sales increased 24.0%, driven by 27.4% increase in volume and 3.4% decrease in price/mix. *Dymatize* net sales increased 6.1%, driven by 10.6% increase in volume and 4.5% decrease in price/mix. Gross profit was $502.2 million, or 34.9% of net sales, an increase of 34.0%, or $127.3 million, compared to $374.9 million, or 31.4% of net sales, in the prior year period. The higher gross profit margin was driven by net input cost deflation, which was partially offset by incremental promotional activity. SG&A expenses were $195.9 million, or 13.6% of net sales, an increase of $44.8 million compared to $151.1 million, or 12.7% of net sales, in the prior year period. SG&A expenses in the nine months ended June 30, 2024 included higher employee expenses and distribution and warehousing expenses on higher volumes, as well as increased marketing and consumer advertising expenses of $7.6 million. Operating profit was $275.6 million, an increase of 31.7%, or $66.4 million, compared to $209.2 million in the prior year period, and was negatively impacted by $17.4 million of accelerated amortization incurred in connection with the discontinuance of the North American *PowerBar* business, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $43.8 million and $50.8 million in the nine months ended June 30, 2024 and 2023, respectively, with the decline primarily driven by lower borrowings outstanding under the revolving credit facility. Income tax expense was $57.0 million in the nine months ended June 30, 2024, compared to $39.0 million in the nine months ended June 30, 2023. The effective income tax rate was 24.6% in both the nine months ended June 30, 2024 and 2023. Net earnings were $174.8 million, an increase of 46.4%, or $55.4 million, compared to $119.4 million in the prior year period. Net earnings per diluted common share were $1.32, an increase of 48.3%, compared to $0.89 in the prior year period. Adjusted net earnings\* were $188.4 million, an increase of 53.7%, compared to $122.6 million in the prior year period. Adjusted diluted earnings per common share\* were $1.42, an increase of 56.0%, compared to $0.91 in the prior year period. Adjusted EBITDA\* was $323.7 million, an increase of 35.0%, or $83.9 million, compared to $239.8 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the third quarter of 2024, BellRing repurchased 1.3 million shares for $73.8 million at an average price of $58.08 per share. During the nine months ended June 30, 2024, BellRing repurchased 1.9 million shares for $106.1 million at an average price of $56.18 per share. As of June 30, 2024, BellRing had $215.6 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2024, BellRing management has raised its guidance range for net sales to $1.96-$2.00 billion (from $1.93-$1.99 billion) and Adjusted EBITDA to $430-$440 million (from $400-$420 million) (resulting in net sales and Adjusted EBITDA growth of 18%-20% and 27%-30%, respectively, over fiscal year 2023). BellRing management expects fiscal year 2024 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliations of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, August 6, 2024 at 9:00 a.m. EDT to discuss financial results for the third quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=UsL9x7c4LCIuH8KmY-8eIZz9Si4qKJHVPqjAE5kH1TNZUIjQg__MX-TLkifeRygn0Fs8qhmcpgn54eLrISfQf_tSFxcukVg7Q-KiTglqUjgPU8dS_9o3UObbPwMQakMdKtVF8CLAt-EMM7gazLGRmwttHAxPRSllcib4zT2yUUVgY9bttpE4b2ypIdRc2xD2). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2024. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third-party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (the “Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)** **(in millions, except for per share data)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2024** **2023** **2024** **2023** **Net Sales** $ 515.4 $ 445.9 $ 1,440.4 $ 1,194.2 Cost of goods sold 325.5 309.9 938.2 819.3 **Gross Profit** 189.9 136.0 502.2 374.9 Selling, general and administrative expenses 74.0 55.1 195.9 151.1 Amortization of intangible assets 4.3 4.9 30.7 14.6 **Operating Profit** 111.6 76.0 275.6 209.2 Interest expense, net 14.4 17.3 43.8 50.8 **Earnings before Income Taxes** 97.2 58.7 231.8 158.4 Income tax expense 23.5 14.4 57.0 39.0 **Net Earnings** $ 73.7 $ 44.3 $ 174.8 $ 119.4 **Earnings per Common Share:** Basic $ 0.57 $ 0.33 $ 1.34 $ 0.89 Diluted $ 0.56 $ 0.33 $ 1.32 $ 0.89 **Weighted-Average Common Shares Outstanding:** Basic 130.0 132.4 130.7 133.6 Diluted 132.1 133.8 132.7 134.5 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **June 30, 2024** **September 30, 2023** **ASSETS** **Current Assets** Cash and cash equivalents $ 72.6 $ 48.4 Receivables, net 230.7 168.2 Inventories 237.8 194.3 Prepaid expenses and other current assets 13.1 13.3 **Total Current Assets** 554.2 424.2 Property, net 8.2 8.5 Goodwill 65.9 65.9 Intangible assets, net 146.1 176.8 Deferred income taxes 14.4 4.2 Other assets 15.3 12.0 **Total Assets** $ 804.1 $ 691.6 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 113.9 $ 89.0 Other current liabilities 94.0 61.2 **Total Current Liabilities** 207.9 150.2 Long-term debt 832.7 856.8 Deferred income taxes 0.4 0.4 Other liabilities 6.3 7.7 **Total Liabilities** 1,047.3 1,015.1 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 31.6 19.3 Accumulated deficit (15.3 ) (190.1 ) Accumulated other comprehensive loss (2.8 ) (3.1 ) Treasury stock, at cost (258.1 ) (151.0 ) **Total Stockholders’ Deficit** (243.2 ) (323.5 ) **Total Liabilities and Stockholders’ Deficit** $ 804.1 $ 691.6 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Nine Months Ended June 30,** **2024** **2023** **Cash provided by (used in):** Operating activities $ 159.5 $ 130.7 Investing activities (0.6 ) (1.0 ) Financing activities (134.6 ) (139.8 ) Effect of exchange rate changes on cash and cash equivalents (0.1 ) 0.4 **Net increase (decrease) in cash and cash equivalents** $ 24.2 $ (9.7 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: 1. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 3. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 4. *Separation costs*: BellRing has excluded certain expenses incurred in connection with secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, foreign currency gain/loss on intercompany loans and separation costs. Additionally, Adjusted EBITDA reflects an adjustment for the following item: 6. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2024** **2023** **2024** **2023** **Net Earnings** $ 73.7 $ 44.3 $ 174.8 $ 119.4 **Adjustments:** Accelerated amortization — — 17.4 — Mark-to-market adjustments on commodity hedges (2.3 ) 1.9 0.4 3.9 Foreign currency loss (gain) on intercompany loans — — 0.1 (0.6 ) Separation costs — — — 0.7 **Total Net Adjustments** (2.3 ) 1.9 17.9 4.0 Income tax effect on adjustments(1) 0.5 (0.5 ) (4.3 ) (0.8 ) **Adjusted Net Earnings** $ 71.9 $ 45.7 $ 188.4 $ 122.6 (1)Income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the nine months ended June 30, 2023, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2024** **2023** **2024** **2023** **Diluted Earnings per share of Common Stock** $ 0.56 $ 0.33 $ 1.32 $ 0.89 **Adjustments:** Accelerated amortization — — 0.13 — Mark-to-market adjustments on commodity hedges (0.02 ) 0.01 — 0.03 **Total Net Adjustments** (0.02 ) 0.01 0.13 0.03 Income tax effect on adjustments(1) — — (0.03 ) (0.01 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.54 $ 0.34 $ 1.42 $ 0.91 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2024** **2023** **2024** **2023** **Net Earnings** $ 73.7 $ 44.3 $ 174.8 $ 119.4 Income tax expense 23.5 14.4 57.0 39.0 Interest expense, net 14.4 17.3 43.8 50.8 Depreciation and amortization, including accelerated amortization 4.6 5.3 31.8 15.8 Stock-based compensation 5.6 3.7 15.8 10.8 Mark-to-market adjustments on commodity hedges (2.3 ) 1.9 0.4 3.9 Foreign currency loss (gain) on intercompany loans — — 0.1 (0.6 ) Separation costs — — — 0.7 **Adjusted EBITDA** $ 119.5 $ 86.9 $ 323.7 $ 239.8 **Net Earnings as a percentage of Net Sales** 14.3 % 9.9 % 12.1 % 10.0 % **Adjusted EBITDA as a percentage of Net Sales** 23.2 % 19.5 % 22.5 % 20.1 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Third Quarter Fiscal Year 2024 Conference Call Jul 9, 2024 ST. LOUIS, July 09, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, August 6, 2024 at 9:00 a.m. EDT to discuss financial results for the third quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the third quarter after market close on Monday, August 5, 2024. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=A3R5PrzBM6OsREANqSIEdPxPjY8hgKpLoXL2URtoaFFY_ES-2kCx0C5bJlr5gCOgmMvTVZVTQ7R2hqK2EiamQHDTpDfOVOcNqtFPQwPqhz2-0fee-5odqPqTsi5YuktB4lXyGB9C_9i8Uaaa3n4Pk_JyJtUMPQzfgIx5qq2iQDpOHcHj-foHo2Kg5lQXjIoD). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=h4rqPFTNW_DxbYx7SLLY-CKoTZ5nINRuJoVe3N5sk9dVMTWQ858uXG6KwzjGBAFT95Scc5fu8CzyslfnhD0BYQ==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter of Fiscal Year 2024; Raises Fiscal Year 2024 Outlook May 6, 2024 ST. LOUIS, May 06, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the second fiscal quarter ended March 31, 2024. **Highlights:** - **Second quarter net sales of $494.6 million** - **Operating profit of $91.0 million, net earnings of $57.2 million and Adjusted EBITDA\* of $103.7 million** - **Raised fiscal year 2024 net sales outlook to $1.93-$1.99 billion and Adjusted EBITDA\* outlook to $400-$420 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “Our momentum continued this quarter as we restarted meaningful shake promotions and experienced greater than forecasted shake demand. *Premier Protein* shake consumption growth was strong, boosted by strong velocities, new products and significant gains in household penetration. Our powder products success in mainstream channels continued this quarter, behind brand building investments and distribution gains,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our greenfield facilities continue to scale up and overall shake capacity expansion is on track. Our first half performance gives us greater confidence to deliver our second half expectations and drives our decision to raise our full year outlook.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Premier Protein* powder products increased 28.8% and 52.2%, respectively, and *Dymatize* powder products decreased 8.3% in the 13-week period ended March 31, 2024, as compared to the same period in 2023 (inclusive of Circana United States (“U.S.”) Multi Outlet including Convenience and management estimates of untracked channels). **Second Quarter Operating Results** Net sales were $494.6 million, an increase of 28.3%, or $109.0 million, compared to the prior year period, driven by 42.7% increase in volume and 14.4% decrease in price/mix. *Premier Protein* net sales increased 33.8%, driven by 44.9% increase in volume and 11.1% decrease in price/mix. *Premier Protein* RTD shake net sales increased 33.7%, driven by 46.2% increase in volume and 12.5% decrease in price/mix. Volume growth was driven by incremental promotional activity (which resulted in a decline in price/mix), distribution gains and organic growth. *Dymatize* net sales increased 4.6%, driven by 1.4% increase in volume and 3.2% increase in price/mix. Volume growth was driven by distribution gains and organic growth. The increase in price/mix was driven by favorable mix changes. Gross profit was $164.3 million, or 33.2% of net sales, an increase of 40.3%, or $47.2 million, compared to $117.1 million, or 30.4% of net sales, in the prior year period. The higher gross profit margin was driven by net input cost deflation, which was partially offset by incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $69.1 million, or 14.0% of net sales, an increase of $14.8 million compared to $54.3 million, or 14.1% of net sales, in the prior year period. SG&A expenses in the second quarter of 2024 included higher employee expenses and distribution and warehousing expenses on higher volumes, as well as higher marketing and consumer advertising expenses of $3.3 million. Operating profit was $91.0 million, an increase of 56.9%, or $33.0 million, compared to $58.0 million in the prior year period. Interest expense, net was $14.5 million and $16.8 million in the second quarter of 2024 and 2023, respectively, with the decline primarily driven by lower borrowings outstanding under the revolving credit facility. Income tax expense was $19.3 million in the second quarter of 2024, an effective income tax rate of 25.2%, compared to $10.3 million in the second quarter of 2023, an effective income tax rate of 25.0%. Net earnings were $57.2 million, an increase of 85.1%, or $26.3 million, compared to $30.9 million in the prior year period. Net earnings per diluted common share were $0.43, an increase of 87.0%, compared to $0.23 in the prior year period. Adjusted net earnings\* were $59.2 million, an increase of 85.6%, compared to $31.9 million in the prior year period. Adjusted net earnings per common share\* were $0.45, an increase of 87.5%, compared to $0.24 in the prior year period. Adjusted EBITDA\* was $103.7 million, an increase of 52.5%, or $35.7 million, compared to $68.0 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Six Month Operating Results** Net sales were $925.0 million, an increase of 23.6%, or $176.7 million, compared to the prior year period, driven by 31.0% increase in volume and 7.4% decrease in price/mix. *Premier Protein* net sales increased 26.5%, driven by 32.3% increase in volume and 5.8% decrease in price/mix. *Dymatize* net sales increased 11.6%, driven by 14.4% increase in volume and 2.8% decrease in price/mix. Gross profit was $312.3 million, or 33.8% of net sales, an increase of 30.7%, or $73.4 million, compared to $238.9 million, or 31.9% of net sales, in the prior year period. The higher gross profit margin was driven by net input cost deflation, which was partially offset by incremental promotional activity. SG&A expenses were $121.9 million, or 13.2% of net sales, an increase of $25.9 million compared to $96.0 million, or 12.8% of net sales, in the prior year period. SG&A expenses in the six months ended March 31, 2024 included higher employee expenses and distribution and warehousing expenses on higher volumes, as well as increased marketing and consumer advertising expenses of $4.3 million. Operating profit was $164.0 million, an increase of 23.1%, or $30.8 million, compared to $133.2 million in the prior year period, and was negatively impacted by $17.4 million of accelerated amortization incurred in connection with the discontinuance of the North American *PowerBar* business, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $29.4 million and $33.5 million in the six months ended March 31, 2024 and 2023, respectively, with the decline primarily driven by lower borrowings outstanding under the revolving credit facility. Income tax expense was $33.5 million in the six months ended March 31, 2024, an effective income tax rate of 24.9%, compared to $24.6 million in the six months ended March 31, 2023, an effective income tax rate of 24.7%. Net earnings were $101.1 million, an increase of 34.6%, or $26.0 million, compared to $75.1 million in the prior year period. Net earnings per diluted common share were $0.76, an increase of 35.7%, compared to $0.56 in the prior year period. Adjusted net earnings\* were $116.5 million, an increase of 51.7%, compared to $76.8 million in the prior year period. Adjusted diluted earnings per common share\* were $0.88, an increase of 54.4%, compared to $0.57 in the prior year period. Adjusted EBITDA\* was $204.2 million, an increase of 33.6%, or $51.3 million, compared to $152.9 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the second quarter of 2024, BellRing repurchased 0.4 million shares for $22.9 million at an average price of $56.46 per share. During the six months ended March 31, 2024, BellRing repurchased 0.6 million shares for $32.3 million at an average price of $52.28 per share. As of March 31, 2024, BellRing had $289.4 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2024, BellRing management has raised its guidance range for net sales to $1.93-$1.99 billion (from $1.87-$1.95 billion) and Adjusted EBITDA to $400-$420 million (from $375-$400 million) (resulting in net sales and Adjusted EBITDA growth of 16%-19% and 18%-24%, respectively, over fiscal year 2023). BellRing management expects fiscal year 2024 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, May 7, 2024 at 9:00 a.m. EDT to discuss financial results for the second quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=OIQox0Mw6u8H9Kzi2brmIOYT9puFFJyaCAuBhfad6Xa-kywUJR3mG-T0lk2UCJ6oCU5QAohlg_t618xXTVQ7lGgYPofUTtiyFy5I0-2ZSZH_tr9ETFy-IsZMMPhazb3ddKb5W1izdK68_E3u-P3OIZ2btyIUkOa4d6-yd_Eq9zWvDAEMi1qqglt7hxLnwpcH). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2024. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third-party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (the “Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 ****CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2024** **2023** **2024** **2023** **Net Sales** $ 494.6 $ 385.6 $ 925.0 $ 748.3 Cost of goods sold 330.3 268.5 612.7 509.4 **Gross Profit** 164.3 117.1 312.3 238.9 Selling, general and administrative expenses 69.1 54.3 121.9 96.0 Amortization of intangible assets 4.2 4.8 26.4 9.7 **Operating Profit** 91.0 58.0 164.0 133.2 Interest expense, net 14.5 16.8 29.4 33.5 **Earnings before Income Taxes** 76.5 41.2 134.6 99.7 Income tax expense 19.3 10.3 33.5 24.6 **Net Earnings** $ 57.2 $ 30.9 $ 101.1 $ 75.1 **Earnings per Common Share:** Basic $ 0.44 $ 0.23 $ 0.77 $ 0.56 Diluted $ 0.43 $ 0.23 $ 0.76 $ 0.56 **Weighted-Average Common Shares Outstanding:** Basic 131.0 133.4 131.1 134.1 Diluted 133.0 134.5 133.0 134.8 ****CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2024** **September 30, 2023** **ASSETS** **Current Assets** Cash and cash equivalents $ 79.3 $ 48.4 Receivables, net 229.4 168.2 Inventories 194.1 194.3 Prepaid expenses and other current assets 10.4 13.3 **Total Current Assets** 513.2 424.2 Property, net 8.5 8.5 Goodwill 65.9 65.9 Intangible assets, net 150.4 176.8 Deferred income taxes 12.2 4.2 Other assets 14.8 12.0 **Total Assets** $ 765.0 $ 691.6 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 101.9 $ 89.0 Other current liabilities 71.1 61.2 **Total Current Liabilities** 173.0 150.2 Long-term debt 832.4 856.8 Deferred income taxes 0.4 0.4 Other liabilities 6.9 7.7 **Total Liabilities** 1,012.7 1,015.1 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 26.1 19.3 Accumulated deficit (89.0 ) (190.1 ) Accumulated other comprehensive loss (2.7 ) (3.1 ) Treasury stock, at cost (183.5 ) (151.0 ) **Total Stockholders’ Deficit** (247.7 ) (323.5 ) **Total Liabilities and Stockholders’ Deficit** $ 765.0 $ 691.6 ****SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)**** **Six Months Ended March 31,** **2024** **2023** **Cash provided by (used in):** Operating activities $ 90.5 $ 20.3 Investing activities (0.5 ) (0.5 ) Financing activities (59.2 ) (30.7 ) Effect of exchange rate changes on cash and cash equivalents 0.1 0.6 **Net increase (decrease) in cash and cash equivalents** $ 30.9 $ (10.3 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: 1. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 3. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 4. *Separation costs*: BellRing has excluded certain expenses incurred in connection with secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, foreign currency gain/loss on intercompany loans and separation costs. Additionally, Adjusted EBITDA reflects an adjustment for the following item: 6. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. ****RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2024** **2023** **2024** **2023** **Net Earnings** $ 57.2 $ 30.9 $ 101.1 $ 75.1 **Adjustments:** Accelerated amortization — — 17.4 — Mark-to-market adjustments on commodity hedges 2.5 0.8 2.7 2.0 Foreign currency loss (gain) on intercompany loans 0.1 — 0.1 (0.6 ) Separation costs — 0.4 — 0.7 **Total Net Adjustments** 2.6 1.2 20.2 2.1 Income tax effect on adjustments (1) (0.6 ) (0.2 ) (4.8 ) (0.4 ) **Adjusted Net Earnings** $ 59.2 $ 31.9 $ 116.5 $ 76.8 (1) Income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the three and six months ended March 31, 2023, income tax effect for separation costs was calculated using a rate of 8.0%. ****RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2024** **2023** **2024** **2023** **Diluted Earnings per share of Common Stock** $ 0.43 $ 0.23 $ 0.76 $ 0.56 **Adjustments:** Accelerated amortization — — 0.13 — Mark-to-market adjustments on commodity hedges 0.02 0.01 0.02 0.01 **Total Net Adjustments** 0.02 0.01 0.15 0.01 Income tax effect on adjustments (1) — — (0.03 ) — **Adjusted Diluted Earnings per share of Common Stock** $ 0.45 $ 0.24 $ 0.88 $ 0.57 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. ****RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2024** **2023** **2024** **2023** **Net Earnings** $ 57.2 $ 30.9 $ 101.1 $ 75.1 Income tax expense 19.3 10.3 33.5 24.6 Interest expense, net 14.5 16.8 29.4 33.5 Depreciation and amortization, including accelerated amortization 4.6 5.2 27.2 10.5 Stock-based compensation 5.5 3.6 10.2 7.1 Mark-to-market adjustments on commodity hedges 2.5 0.8 2.7 2.0 Foreign currency loss (gain) on intercompany loans 0.1 — 0.1 (0.6 ) Separation costs — 0.4 — 0.7 **Adjusted EBITDA** $ 103.7 $ 68.0 $ 204.2 $ 152.9 **Net Earnings as a percentage of Net Sales** 11.6 % 8.0 % 10.9 % 10.0 % **Adjusted EBITDA as a percentage of Net Sales** 21.0 % 17.6 % 22.1 % 20.4 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Second Quarter Fiscal Year 2024 Conference Call Apr 9, 2024 ST. LOUIS, April 09, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, May 7, 2024 at 9:00 a.m. EDT to discuss financial results for the second quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the second quarter after market close on Monday, May 6, 2024. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=rSdsvS99VnIEiOIn7NHLZO-J8qXusdwWzu5rrpXAT1GKdTJeTTAGALOd-__V5GPMcNqttxZ37HsY2z6eMGUNA5rUaTqYB-K0kWCHjtENVOElxWzBK-XcYrHGMQyNfqHIcZrQ5u2F76z6Gg0kBagoUdG6_Y4qnCBN8MkV_GkxlrctxnCjKCvvMEy10fBDJn59). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=-JGpHI0MT4DS0iiS6Fz6XNFiAm6MRe4nUK3H8D1EoayUVIwlWNclZT_YNG1FgV7v7w-Nq3m3wdFTqBK0QDHwRQ==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein Launches NEW Cookie Dough High Protein Shake Mar 4, 2024 **All Shake. No Bake.** **EMERYVILLE, Calif., March 4, 2024** – Good things come to those who wait! For the first time in over two years, Premier Protein is debuting a new, permanent addition to its fan favorite, ready-to-drink shake portfolio – Cookie Dough! Now, you can indulge in a guilty pleasure, while staying on track with your health and fitness goals – no baking necessary. Premier Protein Cookie Dough Shake is impossibly indulgent, featuring the brand’s signature creamy, delicious formula and packed with 30g of protein,160 calories and one gram of sugar. “This launch has been highly anticipated by the fans! Cookie dough is such a nostalgic experience for so many of us. Who doesn’t remember standing at the kitchen counter with loved ones sneaking a swipe of the mixing bowl?” said Amy Larek, Director of Marketing, Premier Protein. ​“This newest flavor launch is just another way we’re hoping to bring a little joy to fans’ health journey, enjoying a moment of indulgence without compromise.” Premier Protein High Protein Shakes are simple to use and best enjoyed as part of a delicious and nourishing breakfast, afternoon snack, post-workout boost, healthy dessert or as an ingredient in a protein packed recipe. Available in twelve flavors, including NEW Cookie Dough, Premier Protein provides variety for everyone! Premier Protein Cookie Dough High Protein Shakes are now available at all major retailers nationwide. For more information, please visit pre​mier​pro​tein​.com. You can also learn more and find recipe inspiration on Premier Protein’s [Instagram](https://www.instagram.com/premierprotein/), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein) and [Pinterest](https://www.pinterest.com/PremierProtein/) pages. **BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com/). **Media Contact**: Kelsey Zibell, HUNTER, [kzibell@​hunterpr.​com](mailto:kzibell@hunterpr.com) --- # Corporate & Financial ## BellRing Brands Announces New Share Repurchase Authorization of $300 Million Feb 29, 2024 ST. LOUIS, Feb. 29, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors approved a $300 million share repurchase authorization over the next two years, with share repurchases under the new authorization beginning on March 11, 2024. Subsequent to December 31, 2023 and as of February 29, 2024, BellRing repurchased 0.2 million shares of its common stock for $12.3 million at an average price of $53.58 per share. As of February 29, 2024, BellRing had repurchased approximately $79 million under its previous $80 million share repurchase authorization, which became effective on May 3, 2023 and will be cancelled effective March 11, 2024. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2024; Raises Fiscal Year 2024 Outlook Feb 5, 2024 ST. LOUIS, Feb. 05, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the first fiscal quarter ended December 31, 2023. **Highlights:** - **First quarter net sales of $430.4 million** - **Operating profit of $73.0 million, net earnings of $43.9 million and Adjusted EBITDA\* of $100.5 million** - **Generated $74.2 million in cash from operations** - **Raised fiscal year 2024 net sales outlook to $1.87-$1.95 billion and Adjusted EBITDA\* outlook to $375-$400 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “Our first quarter performance was strong, coming in ahead of our expectations as we continued to ramp up our shake supply and began to drive demand. *Premier Protein* drove the outperformance as some customers chose to improve trade inventories as they headed into the ‘New Year, New You’ season that started in our second quarter. *Premier Protein* shake consumption growth remained robust this quarter, lifted by strong velocities and modest incremental promotional activity. *Dymatize* and *Premier Protein* powder businesses experienced strong consumption growth behind organic momentum and distribution gains,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our second new greenfield co-manufacturing facility came online and overall shake capacity expansion is on track. Our strong start to 2024 gives us greater confidence in the full year and drives our decision to raise our outlook.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes, *Premier Protein* powder products and *Dymatize* powder products increased 29.3%, 66.3% and 15.7%, respectively, in the 13-week period ended December 31, 2023, as compared to the same period in 2022 (inclusive of Circana United States (“U.S.”) Multi Outlet including Convenience and management estimates of untracked channels). **First Quarter Operating Results** Net sales were $430.4 million, an increase of 18.7%, or $67.7 million, compared to the prior year period, driven by 19.0% increase in volume and 0.3% decrease in price/mix. *Premier Protein* net sales increased 18.9%, driven by 19.5% increase in volume and 0.6% decrease in price/mix. *Premier Protein* RTD shake net sales increased 19.0%, driven by 20.4% increase in volume and 1.4% decrease in price/mix. Volume growth was driven by distribution gains, organic growth and modest incremental promotional activity. *Dymatize* net sales increased 20.9%, driven by 32.4% increase in volume and 11.5% decrease in price/mix. Volume growth was driven by distribution gains and organic growth, along with lapping a trade inventory de-load in the international and specialty channels in the prior year period. The decline in price/mix was driven by incremental promotional activity and unfavorable mix changes. Gross profit was $148.0 million, or 34.4% of net sales, an increase of 21.5%, or $26.2 million, compared to $121.8 million, or 33.6% of net sales, in the prior year period. The higher gross profit margin was driven by net input cost deflation, which was partially offset by incremental promotional activity and lapping production attainment fees received in the prior year period. Selling, general and administrative (“SG&A”) expenses were $52.8 million, or 12.3% of net sales, an increase of $11.1 million compared to $41.7 million, or 11.5% of net sales, in the prior year period. SG&A expenses in the first quarter of 2024 included higher employee costs and increased distribution and warehousing expenses on higher volumes. Operating profit was $73.0 million, a decrease of 2.9%, or $2.2 million, compared to $75.2 million in the prior year period, and was negatively impacted by $17.4 million of accelerated amortization incurred in connection with the discontinuance of the North American *PowerBar* business, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $14.9 million and $16.7 million in the first quarter of 2024 and 2023, respectively. The decline was primarily driven by lower borrowings outstanding under the revolving credit facility. Income tax expense was $14.2 million in the first quarter of 2024, compared to $14.3 million in the first quarter of 2023. The effective income tax rate was 24.4% in both the first quarter of 2024 and 2023. Net earnings were $43.9 million, a decrease of 0.7%, or $0.3 million, compared to $44.2 million in the prior year period. Net earnings per diluted common share were $0.33, flat compared to $0.33 in the prior year period. Adjusted net earnings\* were $57.3 million, an increase of 27.6%, or $12.4 million, compared to $44.9 million in the prior year period. Adjusted diluted earnings per common share\* were $0.43, an increase of 30.3%, compared to $0.33, in the prior year period. Adjusted EBITDA\* was $100.5 million, an increase of 18.4%, or $15.6 million, compared to $84.9 million in the prior year period. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the first quarter of 2024, BellRing repurchased 0.2 million shares for $9.4 million at an average price of $44.27 per share. As of December 31, 2023, BellRing had $13.7 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2024, BellRing management has raised its guidance range for net sales to $1.87-$1.95 billion (from $1.83-$1.91 billion) and Adjusted EBITDA to $375-$400 million (from $360-$390 million) (resulting in net sales and Adjusted EBITDA growth of 12%-17% and 11%-18%, respectively, over fiscal year 2023). BellRing management continues to expect fiscal year 2024 capital expenditures of approximately $2 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, February 6, 2024 at 9:00 a.m. EST to discuss financial results for the first quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q1 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=tVA37qeBFJAKJvLi099r8qcDo0ncfDIoceJu5w_DyndfVIaB3VhDZ9ZzsXSka7twOwh7pGxaIiSPQPN6rphOebntlkwSIVB-jap0fHOLBU-f9ZpCUc5vKMSLWeJjibXnJksNKoKeLWG1oquJw819VGu5vHRhmqDTPZb0nNBD1tVaA_Qi9pLDWt33nBJ9HIWh). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2024. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third-party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (“ the Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Spin-off and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)** **(in millions, except for per share data)** **Three Months Ended December 31,** **2023 **2022 **Net Sales** $ 430.4 $ 362.7 Cost of goods sold 282.4 240.9 **Gross Profit** 148.0 121.8 Selling, general and administrative expenses 52.8 41.7 Amortization of intangible assets 22.2 4.9 **Operating Profit** 73.0 75.2 Interest expense, net 14.9 16.7 **Earnings before Income Taxes** 58.1 58.5 Income tax expense 14.2 14.3 **Net Earnings** $ 43.9 $ 44.2 **Earnings per Common Share:** Basic $ 0.33 $ 0.33 Diluted $ 0.33 $ 0.33 **Weighted-Average Common Shares Outstanding:** Basic 131.2 134.9 Diluted 133.0 135.1 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **December 31, 2023** **September 30, 2023** **ASSETS** **Current Assets** Cash and cash equivalents $ 85.0 $ 48.4 Receivables, net 178.6 168.2 Inventories 187.6 194.3 Prepaid expenses and other current assets 13.6 13.3 **Total Current Assets** 464.8 424.2 Property, net 8.6 8.5 Goodwill 65.9 65.9 Intangible assets, net 154.6 176.8 Deferred income taxes 7.5 4.2 Other assets 14.1 12.0 **Total Assets** $ 715.5 $ 691.6 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 91.3 $ 89.0 Other current liabilities 71.2 61.2 **Total Current Liabilities** 162.5 150.2 Long-term debt 832.1 856.8 Deferred income taxes 0.4 0.4 Other liabilities 7.4 7.7 **Total Liabilities** 1,002.4 1,015.1 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 20.6 19.3 Accumulated deficit (146.2 ) (190.1 ) Accumulated other comprehensive loss (2.3 ) (3.1 ) Treasury stock, at cost (160.4 ) (151.0 ) **Total Stockholders’ Deficit** (286.9 ) (323.5 ) **Total Liabilities and Stockholders’ Deficit** $ 715.5 $ 691.6 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2023** **2022** **Cash provided by (used in):** Operating activities $ 74.2 $ 36.3 Investing activities (0.2 ) (0.3 ) Financing activities (37.8 ) (28.4 ) Effect of exchange rate changes on cash and cash equivalents 0.4 0.5 **Net increase in cash and cash equivalents** $ 36.6 $ 8.1 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. c. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. d. *Separation costs*: BellRing has excluded certain expenses incurred in connection with secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. e. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, foreign currency gain/loss on intercompany loans and separation costs. Additionally, Adjusted EBITDA reflects an adjustment for the following item: f. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2023** **2022** **Net Earnings** $ 43.9 $ 44.2 **Adjustments:** Accelerated amortization 17.4 — Mark-to-market adjustments on commodity hedges 0.2 1.2 Foreign currency gain on intercompany loans — (0.6 ) Separation costs — 0.3 **Total Net Adjustments** 17.6 0.9 Income tax effect on adjustments(1) (4.2 ) (0.2 ) **Adjusted Net Earnings** $ 57.3 $ 44.9 (1)Income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the three months ended December 31, 2022, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE(Unaudited)**** **Three Months Ended December 31,** **2023** **2022** **Diluted Earnings per Common Share** $ 0.33 $ 0.33 **Adjustments:** Accelerated amortization 0.13 — Mark-to-market adjustments on commodity hedges — 0.01 Foreign currency loss on intercompany loans — (0.01 ) **Total Net Adjustments** 0.13 — Income tax effect on adjustments (0.03 ) — **Adjusted Diluted Earnings per Common Share** $ 0.43 $ 0.33 **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2023** **2022** **Net Earnings** $ 43.9 $ 44.2 Income tax expense 14.2 14.3 Interest expense, net 14.9 16.7 Depreciation and amortization, including accelerated amortization 22.6 5.3 Stock-based compensation 4.7 3.5 Mark-to-market adjustments on commodity hedges 0.2 1.2 Foreign currency gain on intercompany loans — (0.6 ) Separation costs — 0.3 **Adjusted EBITDA** $ 100.5 $ 84.9 **Net Earnings as a percentage of Net Sales** 10.2 % 12.2 % **Adjusted EBITDA as a percentage of Net Sales** 23.4 % 23.4 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands’ Executive Chairman Rob Vitale Returns from Medical Leave Jan 31, 2024 ST. LOUIS, Jan. 31, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today announced that its Executive Chairman, Robert V. Vitale, has ended his medical leave and resumed his full duties as Executive Chairman, effective today, January 31, 2024. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules First Quarter Fiscal Year 2024 Conference Call Jan 9, 2024 ST. LOUIS, Jan. 09, 2024 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, February 6, 2024 at 9:00 a.m. EST to discuss financial results for the first quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the first quarter after market close on Monday, February 5, 2024. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q1 2024 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=fnmwns6Yd-Wc8oWOmHwmdJy0u4RDB1prbHJ-8epLakFkJX_tLLLqyScGZ_DQ8lKpYG43C-bs_OC_BTUejfrgSBjaFu6fyS7Q0muYc7HjdfzjlNkcHcgyZtAY9BPrtKLR3IEmG9k3UFR-NVq5qHiSsZdBOU4yxkxrZYTy7ayZI7GNP0F1Rf3btekafI20XI6S). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=NS7MMo8jgIpCFRAEFSuLmLkeCF95AOVzkJbnmPPRa_s6-QYL_P5lL1450v2igbSNsOg8zTYvWWwo1IZEd-eZxA==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=NS7MMo8jgIpCFRAEFSuLmG76FidYnIbJG9t9Jui4xUrG4sV9ZQh1TlzhwRexYtIsSh_yBzqBtQssib_clA7V_g==). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=Wun0KI5o0QXvT9RTh2e_y4cWQaCG2POu4ZaWtm4QjsX1zOTrsPPaaBletTDJAovpgH8Gk1BcDOm4-4N9eoYTFRqr0F8YfMx3gPyz0p6z1CGDZp99vEwu3z44J4G5QcdNYfhZWlkWPnefGpdkMp4aIw==) (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Dymatize and Dunkin’® Join Forces to Expand High-Performance ISO100 Protein Powder Line with New Glazed Donut Flavor Dec 4, 2023 Fans can now fuel their fitness journey with an ultra-fast absorbing, high-quality protein, proving that when there’s no glaze, there’s no glory. **EMERYVILLE, Calif., Dec 4, 2023 –** [Dymatize](https://dymatize.com), a leading performance nutrition brand, has teamed up with Dunkin’ once again to launch a drool-worthy innovation combining the brand’s science-backed, award-winning hydrolyzed whey protein isolate with the iconic taste of Dunkin’s Glazed Donut. The result: ISO100 in Dunkin’ Glazed Donut flavor. The new flavor offers 25 grams of ultra-fast absorbing, high-quality protein per serving helping fitness enthusiasts and Dunkin’ lovers alike fuel their highest strength and fitness ambitions. “Our consumers work overtime to meet their ambitious fitness goals. The last thing they want after a long workout is to reward their hard work with a protein powder that falls flat on flavor. That’s why Dymatize is always looking for new flavors and exciting partnerships, while never sacrificing our commitment to science-backed nutrition” said Matt Echave, Associate Director at Dymatize. ​“Our partnership with Dunkin’ underscores that commitment; the melt-in-your-mouth deliciousness and flavor of Dunkin’s iconic Glazed donut plus hydrolyzed whey protein isolate, empowers our consumers to go further.” Staying true to the ISO100 legacy, the Dunkin’ Glazed Donut flavor is science-backed and formulated to fuel fans further, containing 25 grams of ultra-filtered, whey protein isolate with120 calories and one gram of sugar. Each scoop is formulated for easy mixing and is loaded with 5.5 grams of muscle-building, branched-chained amino acids to provide essential nutrition for superior performance potential. This latest flavor complements the beloved ISO100 in Dunkin’ Cappuccino and Mocha Latte flavors, making it easier than ever for fans to enjoy their favorite duo of donut and coffee flavors in their workout routine. ISO100 in Dunkin’ Glazed Donut flavor joins eleven other crave-crushing flavors in the ISO100 lineup with unbeatable taste and superior formulations. “We are thrilled to continue our partnership with Dymatize and provide our fans with another way to enjoy the iconic flavors of Dunkin’ while empowering their fitness journeys,” said Brian Gilbert, Vice President of Retail Business Development at Dunkin’. ​“This new innovation perfectly captures the time-honored Dunkin’ Glazed donut, offering fans a classic flavor they will instantly recognize and savor.” Dymatize ISO100 in Dunkin’ Glazed Donut flavor is available for purchase online and at select retailers nationwide. For more information about the new flavor and all Dymatize ISO100 flavors, visit [www​.dyma​tize​.com/​i​so100](http://www.dymatize.com/iso100). **About Dymatize** Dymatize elevates those committed to a lifetime of personal bests through sports nutrition products made with high-quality ingredients and science-backed formulas. With science as the backbone for every product, Dymatize works with researchers and scientists from around the world to ensure products support resistance-training and fitness goals. Based in Emeryville, California, and part of BellRing Brands, Inc., Dymatize manufactures all products in Good Manufacturing Practices (GMP) certified facilities and ensures only high-quality ingredients are used. All protein powders are Informed-Choice Certified to ensure they are tested to be banned substance free. For more information about Dymatize and its products, visit [www​.Dyma​tize​.com](http://www.Dymatize.com). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Dymatize® and Premier Protein® , appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com). **About Dunkin’** Dunkin’, founded in 1950, is the largest coffee and donuts brand in the United States, with more than 13,200 restaurants in nearly 40 global markets. Dunkin’ is part of the Inspire Brands family of restaurants. For more information, visit [www​.Dunkin​Donuts​.com](http://www.DunkinDonuts.com) and [www​.Inspire​Brands​.com](http://www.InspireBrands.com). --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2023 Nov 20, 2023 ST. LOUIS, Nov. 20, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth fiscal quarter and fiscal year ended September 30, 2023. **Highlights:** - **Fourth quarter net sales of $472.6 million, operating profit of $78.1 million, net earnings of $46.1 million and Adjusted EBITDA\* of $98.5 million** - **Fiscal year net sales of $1,666.8 million, operating profit of $287.3 million, net earnings of $165.5 million and Adjusted EBITDA\* of $338.3 million** - **Generated $215.6 million in cash from operations in fiscal year 2023** - **Fiscal year 2024 net sales and Adjusted EBITDA\* expected to range between $1.83-$1.91 billion and $360-$390 million, respectively** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We finished the year strong, with our results coming in at the high end of our expectations. *Premier Protein* consumption accelerated, lifted by meaningful distribution gains, incremental promotional activity and continued excitement around our shake flavors. In addition to seeing strong market share gains, *Premier Protein* significantly grew household penetration. *Dymatize* also experienced robust consumption growth, benefiting from new households and distribution gains,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our momentum remains high on both brands with the convenient nutrition category providing strong tailwinds. Our shake capacity expansion is on track and the long-term prospects for our company and our brands remain bright.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Dymatize* powder products increased 36.1% and 38.4%, respectively, in the 13-week period ended October 1, 2023, as compared to the same period in 2022 (inclusive of Circana United States (“U.S.”) Multi Outlet including Convenience and management estimates of untracked channels). **Fourth Quarter Operating Results** Net sales were $472.6 million, an increase of 24.6%, or $93.4 million, compared to the prior year period, driven by 19.4% increase in volume and 5.2% improvement in price/mix. *Premier Protein* net sales increased 30.2%, driven by 21.0% increase in volume and 9.2% improvement in price/mix. *Premier Protein* RTD shake net sales increased 28.9%, driven by 21.2% increase in volume and 7.7% improvement in price/mix. Higher RTD shake production, which enabled planned incremental promotional activity, along with the reintroduction of certain shake flavors and RTD category growth drove volume gains. Additionally, net sales benefited from higher average net selling prices driven by price increases to offset cost inflation. *Dymatize* net sales decreased 0.9%, driven by 0.7% decrease in volume primarily from lapping a trade inventory build in the international and specialty channels in the prior year period. This headwind offset strong volume growth from distribution gains and organic growth. Gross profit was $155.3 million, or 32.9% of net sales, an increase of 27.0%, or $33.0 million, compared to $122.3 million, or 32.3% of net sales, in the prior year period. The higher gross profit margin was driven by improved pricing that mitigated input cost inflation, which was partially offset by incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $65.2 million, or 13.8% of net sales, an increase of $9.0 million compared to $56.2 million, or 14.8% of net sales, in the prior year period. SG&A expenses included a $5.0 million and $8.0 million provision for legal matters in the fourth quarter of 2023 and 2022, respectively, which was treated as an adjustment for non-GAAP measures. SG&A expenses in the fourth quarter of 2023 included higher marketing and consumer advertising expenses of $3.2 million and higher distribution and warehousing expenses on higher volumes. Operating profit was $78.1 million, an increase of 27.8%, or $17.0 million, compared to $61.1 million in the prior year period, and was negatively impacted by $7.1 million of accelerated amortization, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders were $46.1 million, an increase of 36.8%, or $12.4 million, compared to $33.7 million in the prior year period. Net earnings per diluted share of common stock were $0.35, compared to $0.25 in the prior year period. Adjusted net earnings available to common stockholders\* were $54.7 million, or $0.41 per diluted share of common stock\*, compared to $41.8 million, or $0.31 per diluted share of common stock\*, in the prior year period. Adjusted EBITDA\* was $98.5 million, an increase of 23.3%, or $18.6 million, compared to $79.9 million in the prior year period. *\*Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Fiscal Year 2023 Operating Results** Net sales were $1,666.8 million, an increase of 21.5%, or $295.3 million, compared to the prior year, driven by 12.2% improvement in price/mix and 9.3% increase in volume. *Premier Protein* net sales increased 24.8%, driven by 14.1% improvement in price/mix and 10.7% increase in volume. *Dymatize* net sales increased 10.8%, driven by 7.0% improvement in price/mix and 3.8% increase in volume. Gross profit was $530.2 million, or 31.8% of net sales, an increase of 25.7%, or $108.4 million, compared to $421.8 million, or 30.8% of net sales, in the prior year. The higher gross profit margin was driven by pricing actions that mitigated significant input cost inflation and favorable freight rates. SG&A expenses were $216.3 million, or 13.0% of net sales, an increase of $26.6 million compared to $189.7 million, or 13.8% of net sales, in the prior year. SG&A expenses included $0.7 million and $14.5 million in the twelve months ended September 30, 2023 and 2022, respectively, of costs incurred in connection with BellRing’s separation from Post Holdings, Inc. (“Post”). SG&A expenses included a $5.0 million and $8.0 million provision for legal matters in the twelve months ended September 30, 2023 and 2022, respectively. The separation costs and provision for legal matters were treated as adjustments for non-GAAP measures. SG&A expenses in the twelve months ended September 30, 2023 included higher marketing and consumer advertising expenses of $18.3 million. Operating profit was $287.3 million, an increase of 35.3%, or $74.9 million, compared to $212.4 million in the prior year, and was negatively impacted by $7.1 million of accelerated amortization, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders were $165.5 million, an increase of 101.1%, or $83.2 million, compared to $82.3 million in the prior year. Net earnings available to common stockholders in the prior year included loss on extinguishment of debt, net of $17.6 million, which is discussed later in this release and was treated as an adjustment for non-GAAP measures, and excluded $33.7 million of net earnings attributable to the Company’s redeemable noncontrolling interest (the “NCI”). Net earnings per diluted share of common stock were $1.23, compared to $0.88 in the prior year. Adjusted net earnings available to common stockholders\* were $177.2 million, or $1.32 per diluted share of common stock\*, compared to $108.9 million, or $1.16 per diluted share of common stock\*, in the prior year. Diluted weighted-average shares of common stock outstanding were 134.1 million, compared to 93.8 million in the prior year, with the increase driven by the Spin-off (see definition below). Adjusted EBITDA\* was $338.3 million, an increase of 24.6%, or $66.9 million, compared to $271.4 million in the prior year. Adjusted EBITDA in the prior year included an adjustment for the portion of BellRing Brands, LLC’s (“BellRing LLC”) consolidated net earnings which was allocated to the NCI in the period prior to Post’s distribution to its shareholders of 80.1% of Post’s interest in BellRing (the “Distribution” and, together with the transactions related thereto, the “Spin-off”), resulting in the calculation of Adjusted EBITDA including 100% of BellRing. *\*Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Interest, Loss on Extinguishment of Debt and Income Tax** Interest expense, net was $16.1 million and $16.4 million in the fourth quarter of 2023 and 2022, respectively. Interest expense, net was $66.9 million and $49.2 million in the twelve months ended September 30, 2023 and 2022, respectively, with the increase driven by an increase in (i) the average aggregate principal amount of debt outstanding, primarily resulting from the effect of the Spin-off transaction, and (ii) the weighted-average interest rate. Loss on extinguishment of debt, net of $17.6 million was recorded in the twelve months ended September 30, 2022 in connection with BellRing LLC’s repayment of the entire principal amount of its term loan and termination of its prior credit agreement. Income tax expense was $15.9 million in the fourth quarter of 2023, an effective income tax rate of 25.6%, compared to $11.0 million in the fourth quarter of 2022, an effective income tax rate of 24.6%. Income tax expense was $54.9 million in the twelve months ended September 30, 2023, an effective income tax rate of 24.9%, compared to $29.6 million in the twelve months ended September 30, 2022, an effective income tax rate of 20.3%. The increase in the effective income tax rate in the twelve months ended September 30, 2023 when compared to the prior year period was driven by the inclusion of 100% of the income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off, partially offset by higher separation-related expenses incurred in connection with the Spin-off in the prior year that were treated as non-deductible. **Discontinuance of the *PowerBar* business in North America** During the fourth quarter of 2023, BellRing management approved a plan to discontinue its *PowerBar* business in North America, which generated net sales of $7.7 million in fiscal year 2023. In connection with this discontinuance, BellRing incurred $7.1 million of accelerated amortization in the three and twelve months ended September 30, 2023, which was treated as an adjustment for non-GAAP measures. BellRing expects to fully amortize the intangible assets associated with the *PowerBar* North American business by December 31, 2023 and, as a result, expects to record $17.4 million of accelerated amortization in its first quarter of 2024. BellRing’s international *PowerBar* business is unaffected by BellRing’s plan to discontinue its North American *PowerBar* business. **Debt Repayments** During the fourth quarter of 2023, BellRing repaid $54.0 million of borrowings under its revolving credit facility. Subsequent to the end of the fourth quarter of 2023, BellRing repaid an additional $25.0 million of borrowings under its revolving credit facility, bringing the outstanding principal balance on the revolving credit facility to zero. **Share Repurchases** During the fourth quarter of 2023, BellRing repurchased 0.2 million shares for $7.9 million at an average price of $39.20 per share. During the twelve months ended September 30, 2023, BellRing repurchased 4.2 million shares for $125.4 million at an average price of $29.56 per share. As of September 30, 2023, BellRing had $23.1 million remaining under its share repurchase authorization. **Basis of Presentation** On March 10, 2022, Post’s distribution to its shareholders of 80.1% of its interest in BellRing was completed. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing LLC to the NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, any remaining ownership of BellRing by Post did not represent a NCI to BellRing LLC. On November 25, 2022, Post disposed of its remaining ownership in BellRing and, as a result, no longer had ownership of any shares of BellRing’s common stock. **Outlook** For fiscal year 2024, BellRing management expects net sales to range between $1.83-$1.91 billion and Adjusted EBITDA to range between $360-$390 million (resulting in net sales and Adjusted EBITDA growth of 10%-15% and 6%-15%, respectively, over fiscal year 2023). BellRing management expects fiscal year 2024 capital expenditures of approximately $2 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, November 21, 2023 at 9:00 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2023 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q4 2023 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=22hl_R6E6Ix3vPJm1_2TgoHFr4Wd-K-KnQhXFea9bby_O9xKaXr5GMFi14vXGY7frUOl2JGmnbH7H022Xa7Ka9KDTqrGRwjmF0CTxMzKzTnkNOIc0H4RYHN_dsbQOB_8wCbefFFGTNA31JYDEs9GYAjkWnwC2eIiuJei-W3QWviiyVbB84lyQM_9D-BLGr9V). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=_HBH-JuPz5bn7e6PKoxw9Z-eG01npRBtxoJtOeNe3ObHvf57WBxt3yAdTOl2RhB7DIxcLm6HnhKXJfm5eh6snw==). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2024. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including a resurgence of COVID-19 and/or variants) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third-party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post following BellRing’s separation from Post and the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Spin-off and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Spin-off; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=_HBH-JuPz5bn7e6PKoxw9SmWABbdZCVrlAfesyQOuGe6GWbB1aI4GrfULeL0hCNb1QAC_bruZ5fpBQ13R2U5Ng==). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=hHrpvANboMulX3Cfm0BLLX-PHTt75g06yuTonIHTlb1G_nAPS1G1fBaC3VUNBatCZTDApZPaH8FYb3jXkG-vAh6L94S2f84qkSyb9Xat6si7TPmA0hAdT4Ph1dUJYMTaPuWsUiWsgZkQslI-Wjyf_w==) (415) 814-9388 **CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2023** **2022** **2023** **2022** **Net Sales** $ 472.6 $ 379.2 $ 1,666.8 $ 1,371.5 Cost of goods sold 317.3 256.9 1,136.6 949.7 **Gross Profit** 155.3 122.3 530.2 421.8 Selling, general and administrative expenses 65.2 56.2 216.3 189.7 Amortization of intangible assets 12.0 5.0 26.6 19.7 **Operating Profit** 78.1 61.1 287.3 212.4 Interest expense, net 16.1 16.4 66.9 49.2 Loss on extinguishment of debt, net — — — 17.6 **Earnings before Income Taxes** 62.0 44.7 220.4 145.6 Income tax expense 15.9 11.0 54.9 29.6 **Net Earnings Including Redeemable Noncontrolling Interest** 46.1 33.7 165.5 116.0 Less: Net earnings attributable to redeemable noncontrolling interest — — — 33.7 **Net Earnings Available to Common Stockholders** $ 46.1 $ 33.7 $ 165.5 $ 82.3 **Earnings per share of Common Stock:** Basic $ 0.35 $ 0.25 $ 1.24 $ 0.88 Diluted $ 0.35 $ 0.25 $ 1.23 $ 0.88 **Weighted-Average shares of Common Stock Outstanding:** Basic 131.4 135.7 133.0 93.5 Diluted 132.9 136.1 134.1 93.8 **CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2023** **September 30, 2022** **ASSETS** **Current Assets** Cash and cash equivalents $ 48.4 $ 35.8 Receivables, net 168.2 173.3 Inventories 194.3 199.8 Prepaid expenses and other current assets 13.3 12.4 **Total Current Assets** 424.2 421.3 Property, net 8.5 8.0 Goodwill 65.9 65.9 Intangible assets, net 176.8 203.3 Deferred income taxes 4.2 — Other assets 12.0 8.7 **Total Assets** $ 691.6 $ 707.2 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 89.0 $ 93.8 Other current liabilities 61.2 49.7 **Total Current Liabilities** 150.2 143.5 Long-term debt 856.8 929.5 Deferred income taxes 0.4 2.2 Other liabilities 7.7 8.2 **Total Liabilities** 1,015.1 1,083.4 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 19.3 7.0 Accumulated deficit (190.1 ) (355.6 ) Accumulated other comprehensive loss (3.1 ) (4.3 ) Treasury stock, at cost (151.0 ) (24.7 ) **Total Stockholders’ Deficit** (323.5 ) (376.2 ) **Total Liabilities and Stockholders’ Deficit** $ 691.6 $ 707.2 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Twelve Months Ended September 30,** **2023** **2022** **Cash provided by (used in):** Operating activities $ 215.6 $ 21.0 Investing activities (1.8 ) (1.8 ) Financing activities (201.7 ) (135.0 ) Effect of exchange rate changes on cash and cash equivalents 0.5 (1.0 ) **Net increase (decrease) in cash and cash equivalents** $ 12.6 $ (116.8 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: 1. *Loss on extinguishment of debt, net*: BellRing has excluded losses recorded on extinguishment of debt, inclusive of the write-off of debt issuance costs and deferred financing fees and the write-off of net unamortized debt discounts, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Separation costs*: BellRing has excluded certain expenses incurred in connection with (i) Post’s distribution of 80.1% of its interest in BellRing and (ii) secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 3. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 4. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands or the discontinuation of the use of certain brands in certain regions as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 6. *Resolution of dispute with former contract manufacturer*: BellRing has excluded certain non-cash write-offs recorded in connection with the resolution of a dispute with a former contract manufacturer as the amount and frequency of such losses are not consistent. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance to other periods. 7. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 8. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 9. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to the NCI in the periods prior to the Spin-off, as BellRing believes this adjustment contributes to a more meaningful evaluation of BellRing’s current operating performance. 10. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization, and the following adjustments discussed above: loss on extinguishment of debt, net, separation costs, provision for legal matters, mark-to-market adjustments on commodity hedges, resolution of dispute with former contract manufacturer, foreign currency gain/loss on intercompany loans and restructuring and facility closure costs excluding accelerated depreciation. Additionally, Adjusted EBITDA reflects adjustments for the following items: 11. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. 12. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which were allocated to the NCI for the periods prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2023** **2022** **2023** **2022** **Net Earnings Available to Common Stockholders** $ 46.1 $ 33.7 $ 165.5 $ 82.3 **Adjustments:** Loss on extinguishment of debt, net — — — 17.6 Separation costs — 1.3 0.7 14.5 Provision for legal matters 5.0 8.0 5.0 8.0 Accelerated amortization 7.1 0.1 7.1 0.1 Mark-to-market adjustments on commodity hedges (0.8 ) 0.3 3.1 0.5 Resolution of dispute with former contract manufacturer — 0.1 — 2.4 Foreign currency loss (gain) on intercompany loans — 0.3 (0.6 ) 1.0 Restructuring and facility closure costs, including accelerated depreciation — 0.3 — 0.3 NCI adjustment — — — (12.5 ) **Total Net Adjustments** 11.3 10.4 15.3 31.9 Income tax effect on adjustments(1) (2.7 ) (2.3 ) (3.6 ) (5.3 ) **Adjusted Net Earnings Available to Common Stockholders** $ 54.7 $ 41.8 $ 177.2 $ 108.9 (1) For the periods subsequent to the Spin-off (March 11, 2022 through September 30, 2022 and October 1, 2022 through September 30, 2023), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the period prior to the Spin-off (October 1, 2021 through March 10, 2022), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the period prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2023** **2022** **2023** **2022** **Diluted Earnings per share of Common Stock** $ 0.35 $ 0.25 $ 1.23 $ 0.88 **Adjustments:** Loss on extinguishment of debt, net — — — 0.19 Separation costs — 0.01 0.01 0.15 Provision for legal matters 0.04 0.06 0.04 0.08 Accelerated amortization 0.05 — 0.05 — Mark-to-market adjustments on commodity hedges (0.01 ) — 0.02 0.01 Resolution of dispute with former contract manufacturer — — — 0.03 Foreign currency loss on intercompany loans — — — 0.01 NCI adjustment — — — (0.13 ) **Total Net Adjustments** 0.08 0.07 0.12 0.34 Income tax effect on adjustments(1) (0.02 ) (0.01 ) (0.03 ) (0.06 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.41 $ 0.31 $ 1.32 $ 1.16 (1) For the periods subsequent to the Spin-off (March 11, 2022 through September 30, 2022 and October 1, 2022 through September 30, 2023), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the period prior to the Spin-off (October 1, 2021 through March 10, 2022), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the period prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Twelve Months Ended September 30,** **2023** **2022** **2023** **2022** **Net Earnings Available to Common Stockholders** $ 46.1 $ 33.7 $ 165.5 $ 82.3 Income tax expense 15.9 11.0 54.9 29.6 Interest expense, net 16.1 16.4 66.9 49.2 Depreciation and amortization, including accelerated depreciation and amortization 12.5 5.4 28.3 21.3 Loss on extinguishment of debt, net — — — 17.6 Separation costs — 1.3 0.7 14.5 Stock-based compensation 3.7 3.1 14.5 11.0 Provision for legal matters 5.0 8.0 5.0 8.0 Mark-to-market adjustments on commodity hedges (0.8 ) 0.3 3.1 0.5 Resolution of dispute with former contract manufacturer — 0.1 — 2.4 Foreign currency loss (gain) on intercompany loans — 0.3 (0.6 ) 1.0 Restructuring and facility closure costs, excluding accelerated depreciation — 0.3 — 0.3 Net earnings attributable to redeemable noncontrolling interest — — — 33.7 **Adjusted EBITDA** $ 98.5 $ 79.9 $ 338.3 $ 271.4 **Adjusted EBITDA as a percentage of Net Sales** 20.8 % 21.1 % 20.3 % 19.8 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands’ Executive Chairman Rob Vitale to Take Medical Leave of Absence Nov 6, 2023 ST. LOUIS, Nov. 06, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today announced that its Executive Chairman, Robert V. Vitale, will be taking an unexpected medical leave of absence, which was also announced by Post Holdings, Inc. At this time, it is too soon to know the course of treatment and timing of recovery. On behalf of the management team and board of directors of BellRing, “Our thoughts and best wishes are with Rob and his family as he recovers.” **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Fourth Quarter Fiscal Year 2023 Conference Call Nov 1, 2023 ST. LOUIS, Nov. 01, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, November 21, 2023 at 9:00 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2023 and fiscal year 2024 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the fourth quarter after market close on Monday, November 20, 2023. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q4 2023 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=2xTxhhg0I0ZP7WhIVELw3a-LpoR5J821-upvSNX33Jdz7ydGBM0lAK8Gzco-EzD9JC-ebradpRIhLBxvbf_Mg70LoBNoz3OlxaC6BeLvBdcx1FcI6S7Yg_ZFipqIJGLcl-Fd2n4onGrK9K6CRqE_4WPMAWZVloxUD6xUHTHKbd02bVZr-hwJlEUjIrcZTJ7Z). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=p4glqkXoddlUY2GCxO5mJVPfXpNEHXbZ09nZ1Te3i9BT5Ew_sqm_TlWXSnU2Z6Zgyl2S4KOW-Sn4n55_IXvhAg==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter of Fiscal Year 2023; Raises Fiscal Year 2023 Outlook Aug 7, 2023 ST. LOUIS, Aug. 07, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the third fiscal quarter ended June 30, 2023. **Highlights:** - **Third quarter net sales of $445.9 million** - **Operating profit of $76.0 million; net earnings available to common stockholders of $44.3 million and Adjusted EBITDA\* of $86.9 million** - **Generated $110.4 million in cash from operations** - **Raised fiscal year 2023 net sales guidance to $1.63-$1.67 billion and Adjusted EBITDA\* guidance to $330-$338 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “Our business momentum continued this quarter, with our results coming in modestly ahead of our expectations. *Premier Protein* saw consumption growth accelerate this quarter on the reintroduction of our shake flavors, and *Dymatize*’s consumption remained strong on distribution gains. Both brands gained market share and new households, benefiting from increased brand investment and continued category tailwinds,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our shake capacity expansion is on track. One new greenfield co-manufacturing facility came online in the quarter and started up smoothly. Our third quarter performance and visibility to the fourth quarter give us confidence in our ability to finish the year in a strong position.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Dymatize* powder products increased 26.8% and 38.6%, respectively, in the 13-week period ended July 2, 2023, as compared to the same period in 2022 (inclusive of United States (“U.S.”) IRI Multi Outlet including Convenience and management estimates of untracked channels). **Third Quarter Operating Results** Net sales were $445.9 million, an increase of 20.3%, or $75.3 million, compared to the prior year period, driven by 11.0% improvement in price/mix and 9.3% increase in volume. *Premier Protein* net sales increased 19.9%, driven by 10.2% improvement in price/mix and 9.7% increase in volume. *Premier Protein* RTD shake net sales increased 19.1%, driven by 10.0% increase in volume and 9.1% improvement in price/mix. Higher RTD shake production, along with the reintroduction of certain shake flavors and RTD category growth drove volume growth. Additionally, net sales benefited from higher average net selling prices driven by price increases to offset significant cost inflation. *Dymatize* net sales increased 32.3%, driven by 46.4% increase in volume, which was partially offset by 14.1% decrease in price/mix. Net sales benefited from volume growth driven by (i) distribution gains and organic growth and (ii) lapping prior year period temporary price elasticities. Volume growth was partially offset by lower average net selling prices driven by increased promotional spending and unfavorable product mix shift when compared to the prior year period. Gross profit was $136.0 million, or 30.5% of net sales, an increase of 13.1%, or $15.8 million, compared to $120.2 million, or 32.4% of net sales, in the prior year period. Gross profit included unfavorable mark-to-market adjustments on commodity hedges of $1.9 million and $0.7 million in the third quarter of 2023 and 2022, respectively, which were treated as adjustments for non-GAAP measures. The lower gross profit margin was driven by input cost inflation and higher promotional activity, which was only partially offset by pricing actions and favorable freight rates. Selling, general and administrative (“SG&A”) expenses were $55.1 million, or 12.4% of net sales, an increase of $7.3 million compared to $47.8 million, or 12.9% of net sales, in the prior year period. SG&A expenses in the third quarter of 2022 included $0.9 million of costs incurred in connection with BellRing’s separation from Post Holdings, Inc. (“Post”), which were treated as adjustments for non-GAAP measures. SG&A expenses in the third quarter of 2023 included higher marketing and consumer advertising expenses of $6.7 million and higher distribution and warehousing expenses on higher volumes. Operating profit was $76.0 million, an increase of 12.6%, or $8.5 million, compared to $67.5 million in the prior year period. Net earnings available to common stockholders were $44.3 million, an increase of 13.3%, or $5.2 million, compared to $39.1 million in the prior year period. Net earnings per diluted share of common stock were $0.33, compared to $0.29 in the prior year period. Adjusted net earnings available to common stockholders\* were $45.7 million, or $0.34 per diluted share of common stock\*, compared to $42.5 million, or $0.31 per diluted share of common stock\*, in the prior year period. Adjusted EBITDA\* was $86.9 million, an increase of 7.5%, or $6.1 million, compared to $80.8 million in the prior year period. *\*Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Nine Month Operating Results** Net sales were $1,194.2 million, an increase of 20.3%, or $201.9 million, compared to the prior year period, driven by 14.6% improvement in price/mix and 5.7% increase in volume. *Premier Protein* net sales increased 22.8%, driven by 15.8% improvement in price/mix and 7.0% increase in volume. *Dymatize* net sales increased 15.4%, driven by 9.9% improvement in price/mix and 5.5% increase in volume. Gross profit was $374.9 million, or 31.4% of net sales, an increase of 25.2%, or $75.4 million, compared to $299.5 million, or 30.2% of net sales, in the prior year period. The higher gross profit margin was driven by pricing actions that offset significant cost inflation, lapping logistics inefficiencies in the prior year period and favorable freight rates. SG&A expenses were $151.1 million, or 12.7% of net sales, an increase of $17.6 million compared to $133.5 million, or 13.5% of net sales, in the prior year period. SG&A expenses included $0.7 million and $13.2 million in the nine months ended June 30, 2023 and 2022, respectively, of costs incurred in connection with BellRing’s separation from Post, which were treated as adjustments for non-GAAP measures. SG&A expenses in the nine months ended June 30, 2023 included higher marketing and consumer advertising expenses of $15.1 million. Net earnings available to common stockholders were $119.4 million, an increase of 145.7%, or $70.8 million, compared to $48.6 million in the prior year period. Net earnings available to common stockholders in the prior year period included loss on extinguishment of debt, net of $17.6 million, which is discussed later in this release and was treated as an adjustment for non-GAAP measures, and excluded $33.7 million of net earnings attributable to the Company’s redeemable noncontrolling interest (the “NCI”). Net earnings per diluted share of common stock were $0.89, compared to $0.61 in the prior year period. Adjusted net earnings available to common stockholders\* were $122.6 million, or $0.91 per diluted share of common stock\*, compared to $67.0 million, or $0.84 per diluted share of common stock\*, in the prior year period. Diluted weighted-average shares of common stock outstanding were 134.5 million, compared to 79.7 million in the prior year period, with the increase driven by the Spin-off (see definition below). Adjusted EBITDA\* was $239.8 million, an increase of 25.2%, or $48.3 million, compared to $191.5 million in the prior year period. Adjusted EBITDA in the prior year period included an adjustment for the portion of BellRing Brands, LLC’s (“BellRing LLC”) consolidated net earnings which was allocated to the NCI in the period prior to Post’s distribution to its shareholders of 80.1% of Post’s interest in BellRing (the “Distribution” and, together with the transactions related thereto, the “Spin-off”), resulting in the calculation of Adjusted EBITDA including 100% of BellRing. *\*Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Interest, Loss on Extinguishment of Debt and Income Tax** Interest expense, net was $17.3 million and $15.9 million in the third quarter of 2023 and 2022, respectively, with the increase primarily driven by an increase in the weighted-average interest rate. Interest expense, net was $50.8 million and $32.8 million in the nine months ended June 30, 2023 and 2022, respectively, with the increase driven by an increase in the aggregate principal amount of debt outstanding, primarily resulting from the effect of the Spin-off transaction, and the weighted-average interest rate. Loss on extinguishment of debt, net of $17.6 million was recorded in the nine months ended June 30, 2022 in connection with BellRing LLC’s repayment of the entire principal amount of its term loan and termination of its prior credit agreement. Income tax expense was $14.4 million in the third quarter of 2023, an effective income tax rate of 24.5%, compared to $12.5 million in the third quarter of 2022, an effective income tax rate of 24.2%. Income tax expense was $39.0 million in the nine months ended June 30, 2023, an effective income tax rate of 24.6%, compared to $18.6 million in the nine months ended June 30, 2022, an effective income tax rate of 18.4%. The increase in the effective income tax rate in the nine months ended June 30, 2023 when compared to the prior year period was driven by the inclusion of 100% of the income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off, partially offset by lapping in the prior year period certain separation-related expenses incurred in connection with the Spin-off that were treated as non-deductible. **Share Repurchases** During the third quarter of 2023, BellRing repurchased 1.3 million shares for $49.0 million at an average price of $36.13 per share. During the nine months ended June 30, 2023, BellRing repurchased 4.0 million shares for $117.5 million at an average price of $29.08 per share. As of June 30, 2023, BellRing had $31.0 million remaining under its share repurchase authorization. **Basis of Presentation** On March 10, 2022, Post’s distribution to its shareholders of 80.1% of its interest in BellRing was completed. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing LLC to the NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, any remaining ownership of BellRing by Post did not represent a NCI to BellRing LLC. On November 25, 2022, Post transferred its remaining ownership in BellRing to certain financial institutions and, as a result, no longer had ownership of any shares of BellRing’s common stock. **Outlook** For fiscal year 2023, BellRing management has raised its guidance range for net sales to $1.63-$1.67 billion from $1.61-$1.66 billion and Adjusted EBITDA to $330-$338 million from $320-$335 million (resulting in net sales and Adjusted EBITDA growth of 19%-22% and 22%-25%, respectively, over fiscal year 2022). BellRing management expects fiscal year 2023 capital expenditures of approximately $3 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, August 8, 2023 at 9:00 a.m. EDT to discuss financial results for the third quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2023 Earnings Conference Call.](https://www.globenewswire.com/Tracker?data=Ce2TpG2of9Q70heIReBfF6_VOPIlM9NeHpj5VUbpKXJOZ6v8pQPrYggPQVwgXAarQXv9l9yb5LBCcC9vPqvGOJyCgmJ5qEJ6TcaqdzXc-xodFjanTtSc3nmiTgEXx2PioyOjL2qFzWAOfq2imS3Nk3u6KYa6zNbiwWSGer8B2S7eTgM_yUszPo20GHLF6R0X)Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2023. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post following BellRing’s separation from Post and the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=WlmuocYs7W6L5nkQJqu_izdd1XfgvsmNbLcHhoThtXaRby_yUIOW0iKU7iGLh_gL1ceIMvmGSyEfMyOc0-swAkCeI5bZ8TCMPR8MfDmxj2q6NIxzY2jDZNDfV3U71jHvUQITmcHCyr13D_zCdqEiBA==) (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2023** **2022** **2023** **2022** **Net Sales** $ 445.9 $ 370.6 $ 1,194.2 $ 992.3 Cost of goods sold 309.9 250.4 819.3 692.8 **Gross Profit** 136.0 120.2 374.9 299.5 Selling, general and administrative expenses 55.1 47.8 151.1 133.5 Amortization of intangible assets 4.9 4.9 14.6 14.7 **Operating Profit** 76.0 67.5 209.2 151.3 Interest expense, net 17.3 15.9 50.8 32.8 Loss on extinguishment of debt, net — — — 17.6 **Earnings before Income Taxes** 58.7 51.6 158.4 100.9 Income tax expense 14.4 12.5 39.0 18.6 **Net Earnings Including Redeemable Noncontrolling Interest** 44.3 39.1 119.4 82.3 Less: Net earnings attributable to redeemable noncontrolling interest — — — 33.7 **Net Earnings Available to Common Stockholders** $ 44.3 $ 39.1 $ 119.4 $ 48.6 **Earnings per share of Common Stock:** Basic $ 0.33 $ 0.29 $ 0.89 $ 0.61 Diluted $ 0.33 $ 0.29 $ 0.89 $ 0.61 **Weighted-Average shares of Common Stock Outstanding:** Basic 132.4 136.3 133.6 79.5 Diluted 133.8 136.7 134.5 79.7 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **June 30, 2023** **September 30, 2022** **ASSETS** **Current Assets** Cash and cash equivalents $ 26.1 $ 35.8 Receivables, net 173.8 173.3 Inventories 236.2 199.8 Prepaid expenses and other current assets 14.1 12.4 **Total Current Assets** 450.2 421.3 Property, net 8.3 8.0 Goodwill 65.9 65.9 Intangible assets, net 188.8 203.3 Other assets 9.2 8.7 **Total Assets** $ 722.4 $ 707.2 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 96.3 $ 93.8 Other current liabilities 71.5 49.7 **Total Current Liabilities** 167.8 143.5 Long-term debt 910.5 929.5 Deferred income taxes 0.5 2.2 Other liabilities 8.3 8.2 **Total Liabilities** 1,087.1 1,083.4 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 15.6 7.0 Accumulated deficit (236.2 ) (355.6 ) Accumulated other comprehensive loss (2.5 ) (4.3 ) Treasury stock, at cost (143.0 ) (24.7 ) **Total Stockholders’ Deficit** (364.7 ) (376.2 ) **Total Liabilities and Stockholders’ Deficit** $ 722.4 $ 707.2 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Nine Months Ended June 30,** **2023** **2022** **Cash provided by (used in):** Operating activities $ 130.7 $ 11.4 Investing activities (1.0 ) (1.2 ) Financing activities (139.8 ) (127.7 ) Effect of exchange rate changes on cash and cash equivalents 0.4 (0.4 ) **Net decrease in cash and cash equivalents** $ (9.7 ) $ (117.9 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: 1. *Loss on extinguishment, net*: BellRing has excluded losses recorded on extinguishment of debt, inclusive of the write-off of debt issuance costs and deferred financing fees and the write-off of net unamortized debt discounts, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Separation costs*: BellRing has excluded certain expenses incurred in connection with (i) Post’s distribution of 80.1% of its interest in BellRing and (ii) secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 3. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 4. *Resolution of dispute with former contract manufacturer*: BellRing has excluded certain non-cash write-offs recorded in connection with the resolution of a dispute with a former contract manufacturer as the amount and frequency of such losses are not consistent. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance to other periods. 5. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 6. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to the NCI in the periods prior to the Spin-off in the calculation of Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock, as BellRing believes this adjustment contributes to a more meaningful evaluation of BellRing’s current operating performance. 7. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization, and the following adjustments discussed above: loss on extinguishment of debt, net, separation costs, mark-to-market adjustments on commodity hedges, resolution of dispute with former contract manufacturer and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects adjustments for the following items: 1. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. 2. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which were allocated to the NCI for the periods prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2023** **2022** **2023** **2022** **Net Earnings Available to Common Stockholders** $ 44.3 $ 39.1 $ 119.4 $ 48.6 **Adjustments:** Loss on extinguishment of debt, net — — — 17.6 Separation costs — 0.9 0.7 13.2 Mark-to-market adjustments on commodity hedges 1.9 0.7 3.9 0.2 Resolution of dispute with former contract manufacturer — 2.3 — 2.3 Foreign currency loss (gain) on intercompany loans — 0.4 (0.6 ) 0.7 NCI adjustment — — — (12.5 ) **Total Net Adjustments** 1.9 4.3 4.0 21.5 Income tax effect on adjustments (1) (0.5 ) (0.9 ) (0.8 ) (3.1 ) **Adjusted Net Earnings Available to Common Stockholders** $ 45.7 $ 42.5 $ 122.6 $ 67.0 (1) For the periods subsequent to the Spin-off (October 1, 2022 through June 30, 2023 and March 11, 2022 through June 30, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the period prior to the Spin-off (October 1, 2021 through March 10, 2022), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the period prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2023** **2022** **2023** **2022** **Diluted Earnings per share of Common Stock** $ 0.33 $ 0.29 $ 0.89 $ 0.61 **Adjustments:** Loss on extinguishment of debt, net — — — 0.22 Separation costs — 0.01 — 0.17 Mark-to-market adjustments on commodity hedges 0.01 — 0.03 — Resolution of dispute with former contract manufacturer — 0.02 — 0.03 Foreign currency loss on intercompany loans — — — 0.01 NCI adjustment — — — (0.16 ) **Total Net Adjustments** 0.01 0.03 0.03 0.27 Income tax effect on adjustments (1) — (0.01 ) (0.01 ) (0.04 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.34 $ 0.31 $ 0.91 $ 0.84 (1) For the periods subsequent to the Spin-off (October 1, 2022 through June 30, 2023 and March 11, 2022 through June 30, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the period prior to the Spin-off (October 1, 2021 through March 10, 2022), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the period prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended June 30,** **Nine Months Ended June 30,** **2023** **2022** **2023** **2022** **Net Earnings Available to Common Stockholders** $ 44.3 $ 39.1 $ 119.4 $ 48.6 Income tax expense 14.4 12.5 39.0 18.6 Interest expense, net 17.3 15.9 50.8 32.8 Depreciation and amortization 5.3 5.3 15.8 15.9 Loss on extinguishment of debt, net — — — 17.6 Separation costs — 0.9 0.7 13.2 Stock-based compensation 3.7 3.7 10.8 7.9 Mark-to-market adjustments on commodity hedges 1.9 0.7 3.9 0.2 Resolution of dispute with former contract manufacturer — 2.3 — 2.3 Foreign currency loss (gain) on intercompany loans — 0.4 (0.6 ) 0.7 Net earnings attributable to redeemable noncontrolling interest — — — 33.7 **Adjusted EBITDA** $ 86.9 $ 80.8 $ 239.8 $ 191.5 **Adjusted EBITDA as a percentage of Net Sales** 19.5 % 21.8 % 20.1 % 19.3 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Appoints Shawn Conway to Board of Directors Aug 7, 2023 ST. LOUIS, Aug. 07, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today announced that Shawn Conway has been appointed to its Board of Directors (the “Board”) and the Audit Committee, effective October 1, 2023. With the addition of Mr. Conway, the Board will consist of seven members. Mr. Conway is a seasoned executive who brings a wealth of experience to the Board, with over thirty years of experience in leadership roles across several consumer product categories with high-growth, branded consumer products and businesses. Mr. Conway has held multiple positions in general management, operations, supply chain and finance in high-growth, premium-branded specialty food and beverage, and consumer packaged goods companies. Mr. Conway currently serves as Chief Executive Officer of Ste. Michelle Wine Estates, the largest winery in the Pacific Northwest, leading more than two dozen winery brands across three states. Prior to joining Ste. Michelle Wine Estates, Mr. Conway served in various leadership positions across a 12-year tenure at Peet’s Coffee, Inc., culminating as Chief Executive Officer. Prior to joining Peet’s Coffee, Inc., he served as Senior Vice President of Operations at SKYY Spirits, where he spent nearly a decade of his career. Mr. Conway earned his Bachelor of Science degree in Commerce from Santa Clara University. Mr. Conway currently serves on the Board of Directors of SAMBAZON, an acronym for Sustainable Management of the Brazilian Amazon, a leading supplier of certified fair trade and organic Acai. Mr. Conway previously served on the Board of Directors of Peet’s China Inc., Intelligentsia Coffee Inc., Stumptown Coffee Inc. and Mighty Leaf Tea Inc. In addition, Mr. Conway served as the Chairman for the Boards of Peet’s China Inc., Intelligentsia Coffee Inc., Stumptown Coffee Inc. and Mighty Leaf Tea Inc., for various years while serving as a director on these boards. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=yLuWNNRK0jL8UXvVTl60L7HpJkc9b2MCj4yzJ0tyWJSaGH2bzT3hkAfEJp7Q6pX8i0VUZoNUeov1BRLB_0F4ziSTEBZ2wCcQAMvXoCdFmZ9sNvIlEaFAMLQheh1gBVnKhjBgFAFp7ZQMm2TbJ0R13g==) (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Third Quarter Fiscal Year 2023 Conference Call Jul 12, 2023 ST. LOUIS, July 12, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, August 8, 2023 at 9:00 a.m. EDT to discuss financial results for the third quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the third quarter after market close on Monday, August 7, 2023. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2023 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=dFnQLPkMl0Pgg-lDo0KTujCoKQqMB8AohAVRzzteTTL9cbG9VaHv_IMmyNJ2ZqxLtp_CS96rf8LBCYAORqEnDtK6WyHQFlyQKBXMUjFx31CmwJaD1vlWtdA0TfoeGvEXfRMbKchhOxkfNE7W30qcjo4pkHjfAimRajmwRfuKHuobMbpHC2SF4oTMeqshvTVM). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=alCw0rT6iDCCEyS-3tH_C5JbluknKXOWJzwTMTp_smMpvF5ehaZtom7zbBwRHTH_X0EMKqcAVpDAvsg_7tk7jA==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## SunOpta Enters Nutritional Beverage Category via Partnership with BellRing Brands Jul 11, 2023 BellRing’s Premier Protein Shakes Now Manufactured in SunOpta’s New Texas Facility, Driving Growth for Both Companies **Minneapolis — (July 11, 2023) -** [SunOpta](https://cts.businesswire.com/ct/CT?id=smartlink&url=https%3A%2F%2Fsunopta.com%2F&esheet=52641246&newsitemid=20220404005107&lan=en-US&anchor=SunOpta&index=1&md5=1dee45637e99a60a14ee0f4e96c2cb93) (Nasdaq: STKL), a U.S.-based global pioneer fueling the future of sustainable, plant-based and fruit-based foods and beverages is proud to announce a partnership with BellRing Brands (NYSE: BRBR), the owner of [Premier Protein®](https://www.premierprotein.com), the leading brand of ready-to-drink (“RTD”) protein shakes, helping to establish SunOpta’s footprint in nutritional beverages. SunOpta now manufactures a variety of RTD shakes to meet the increasing demand for high protein beverages while supporting SunOpta’s sustainability efforts. In May 2023, SunOpta began manufacturing Premier Protein’s RTD 11 fluid ounce (330mL) protein shakes, a new capability for SunOpta. The entrance into the nutritional beverage category fits seamlessly within SunOpta’s vast manufacturing strengths and core competencies and will address the increasing demand for these products in the marketplace. “For decades, SunOpta has been honing its expertise in nutritionally dense products to meet the needs of consumers, including those who prioritize a high-protein diet as part of a healthy lifestyle,” said Joe Ennen, CEO of SunOpta. ​“As such, we see an incredible opportunity for expansion into the ready-to-drink protein category, a $5 billion retail market with a long runway for growth. BellRing Brands is passionate about healthy living, and as the market leader in this category, they are a perfect partner for us.” Premier Protein’s nutritional beverages are manufactured at SunOpta’s new Midlothian, Texas facility, where SunOpta’s entire suite of teas, broths and plant-based milk and creamers will also be produced. The addition of manufacturing Premier Protein’s products in the 330 mL size marks a new capability for SunOpta. Premier Protein RTD shakes, including those produced at SunOpta’s Midlothian plant, are packed in cartons that contain plant-based plastic. This generates less greenhouse gas emissions than if made entirely with petroleum-based plastic. Producing RTD shakes in Texas creates a stronger network of suppliers spread across Premier Protein’s distribution network. The Midlothian plant was designed with SunOpta’s sustainability objectives in mind and enabled to support customer sustainability goals. With plants in California, Minnesota, Pennsylvania and now Texas, SunOpta’s aseptic facilities create a competitively advantaged, ​‘diamond-shaped’ national distribution network, helping to reduce more than 15 million freight miles annually and save 59 million pounds of carbon emissions. In addition, the facility is equipped with an on-site water treatment facility, which can save up to approximately 20 million gallons of water per year. The plant is also run by an energy-efficient HVAC system that reduces energy consumption by 45%, LED lights and water heaters that reduce power usage by 95% and offices and labs constructed with at least 40% recyclable materials. The 285,000 square foot production facility has the capacity to expand to 400,000 square feet to increase production volumes, giving both companies room for future business growth. “As a fast-growing company, we know that building strong relationships with like-minded suppliers is key to achieving both our business and sustainability objectives. Our Premier Protein shakes have been an incredible growth engine for BellRing and we’re excited to expand our production to SunOpta to help support this continued growth trajectory while incorporating strong sustainability practices into our manufacturing network,” said Darcy H. Davenport, President and CEO of BellRing. **About SunOpta, Inc.** SunOpta (Nasdaq: STKL) (TSX: SOY) is a U.S.-based, global pioneer fueling the future of sustainable, plant-based and fruit-based food and beverages. Founded nearly 50 years ago, SunOpta manufactures natural, organic and specialty products sold through retail and foodservice channels. SunOpta operates as a manufacturer for leading natural and private label brands, and also proudly produces its own brands, including SOWN®, Dream®, West Life™ and Sunrise Growers®. For more information, visit [www​.sunop​ta​.com](https://nam02.safelinks.protection.outlook.com/?url=http%3A%2F%2Fwww.sunopta.com%2F&data=04%7C01%7CClaudine.Galloway%40sunopta.com%7Cfae105f202ad402c988f08da0105d1f2%7C34b55c05cdb14f68ac34edf4b9fe04d6%7C0%7C0%7C637823421777316767%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C3000&sdata=UxphQfCUPEfhXoSW3Ounn6VFy6pkkVKqomFFI6bTWF4%3D&reserved=0) and [LinkedIn](https://nam02.safelinks.protection.outlook.com/?url=https%3A%2F%2Fwww.linkedin.com%2Fcompany%2Fsunopta%2F&data=04%7C01%7CClaudine.Galloway%40sunopta.com%7Cfae105f202ad402c988f08da0105d1f2%7C34b55c05cdb14f68ac34edf4b9fe04d6%7C0%7C0%7C637823421777316767%7CUnknown%7CTWFpbGZsb3d8eyJWIjoiMC4wLjAwMDAiLCJQIjoiV2luMzIiLCJBTiI6Ik1haWwiLCJXVCI6Mn0%3D%7C3000&sdata=cfL2rgPuoBVtvhdsc33lKrajO%2F4%2FxIJJ2qd1%2BW8Rj2Q%3D&reserved=0). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com/). --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter of Fiscal Year 2023; Raises Fiscal Year 2023 Outlook May 8, 2023 ST. LOUIS, May 08, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the second fiscal quarter ended March 31, 2023. **Highlights:** - **Second quarter net sales of $385.6 million** - **Operating profit of $58.0 million; net earnings available to common stockholders of $30.9 million and Adjusted EBITDA\* of $68.0 million** - **Raised fiscal year 2023 net sales guidance to $1.61-$1.66 billion and Adjusted EBITDA\* guidance to $320-$335 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We delivered a strong performance this quarter, coming in ahead of our expectations. *Premier Protein* and *Dymatize* saw robust consumption growth, with both gaining share. Encouragingly, both brands gained new households with increased brand investment and continued category tailwinds. Our powder products were remarkably strong this quarter, aided by brand building investments,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “Our shake capacity expansions remain on track, enabling significant future growth. Our momentum in the first half gives us greater confidence to deliver our second half expectations and drives our decision to raise our full year outlook.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Dymatize* United States (“U.S.”) powder products increased 21.9% and 38.3%, respectively, in the 13-week period ended April 2, 2023, as compared to the same period in 2022 (inclusive of IRI Multi Outlet including Convenience and management estimates of untracked channels). **Second Quarter Operating Results** Net sales were $385.6 million, an increase of 22.3%, or $70.4 million, compared to the prior year period, driven by 17.8% improvement in price/mix and 4.5% increase in volume. *Premier Protein* net sales increased 26.2%, driven by 20.0% improvement in price/mix and 6.2% increase in volume. *Premier Protein* RTD shake net sales increased 22.5%, driven by 17.3% improvement in price and 5.2% increase in volume. Net sales benefited from higher average net selling prices driven by price increases to offset significant cost inflation. Higher RTD shake production, along with RTD category growth, drove underlying net sales growth. *Dymatize* net sales increased 10.5%, driven by 11.9% improvement in price/mix, which was partially offset by 1.4% decrease in volume. Net sales benefited from higher average net selling prices (driven by price increases to offset significant cost inflation), which was partially offset by increased promotional spending. Volume contraction was driven by declines from lapping discontinued products, which was partially offset by organic growth and promotional activities. Gross profit was $117.1 million, or 30.4% of net sales, an increase of 34.6%, or $30.1 million, compared to $87.0 million, or 27.6% of net sales, in the prior year period. The higher gross profit margin was driven by improved pricing that offset significant cost inflation and lapping logistics inefficiencies in the prior year period (resulting from capacity constraints). Selling, general and administrative (“SG&A”) expenses were $54.3 million, or 14.1% of net sales, an increase of $5.4 million compared to $48.9 million, or 15.5% of net sales, in the prior year period. SG&A expenses included $0.4 million and $10.3 million in the second quarter of 2023 and 2022, respectively, of costs incurred in connection with BellRing’s separation from Post Holdings, Inc. (“Post”), which were treated as adjustments for non-GAAP measures. SG&A expenses in the second quarter of 2023 included higher marketing and consumer advertising expenses of $7.4 million and higher employee expenses and professional fees. Operating profit was $58.0 million, an increase of 74.7%, or $24.8 million, compared to $33.2 million in the prior year period. Net earnings available to common stockholders were $30.9 million, an increase of 2,276.9%, or $29.6 million, compared to $1.3 million in the prior year period. Net earnings available to common stockholders in the prior year period included loss on extinguishment of debt, net of $17.6 million, which is discussed later in this release and was treated as an adjustment for non-GAAP measures, and excluded $2.6 million of net earnings attributable to the Company’s redeemable noncontrolling interest (the “NCI”). Net earnings per diluted share of common stock were $0.23, compared to $0.02 in the prior year period. Adjusted net earnings available to common stockholders\* were $31.9 million, or $0.24 per diluted share of common stock\*, compared to $14.5 million, or $0.23 per diluted share of common stock\*, in the prior year period. Diluted weighted-average shares of common stock outstanding were 134.5 million, compared to 62.9 million in the prior year period, with the increase driven by the Spin-off (see definition below). Adjusted EBITDA\* was $68.0 million, an increase of 33.6%, or $17.1 million, compared to $50.9 million in the prior year period. Adjusted EBITDA in the prior year period included an adjustment for the portion of BellRing Brands, LLC’s (“BellRing LLC”) consolidated net earnings which was allocated to the NCI in the period prior to Post’s distribution to its shareholders of 80.1% of Post’s interest in BellRing (the “Distribution” and, together with the transactions related thereto, the “Spin-off”), resulting in the calculation of Adjusted EBITDA including 100% of BellRing. *\*Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Six Month Operating Results** Net sales were $748.3 million, an increase of 20.4%, or $126.6 million, compared to the prior year period driven by 16.7% improvement in price/mix and 3.7% increase in volume. *Premier Protein* net sales increased 24.5%, driven by 19.0% improvement in price and 5.5% increase in volume. *Dymatize* net sales increased 6.9%, driven by 16.5% improvement in price/mix, which was partially offset by 9.6% decrease in volume. Gross profit was $238.9 million, or 31.9% of net sales, an increase of 33.2%, or $59.6 million, compared to $179.3 million, or 28.8% of net sales, in the prior year period. The higher gross profit margin was driven by improved pricing that offset significant cost inflation, lapping logistics inefficiencies in the prior year period (resulting from capacity constraints) and higher production attainment fees received in the current year period from shake contract manufacturers. SG&A expenses were $96.0 million, or 12.8% of net sales, an increase of $10.3 million compared to $85.7 million, or 13.8% of net sales, in the prior year period. SG&A expenses included $0.7 million and $12.3 million in the six months ended March 31, 2023 and 2022, respectively, of costs incurred in connection with BellRing’s separation from Post, which were treated as adjustments for non-GAAP measures. SG&A expenses in the six months ended March 31, 2023 included higher marketing and consumer advertising expenses of $8.4 million and higher employee expenses and professional fees. Net earnings available to common stockholders were $75.1 million, an increase of 690.5%, or $65.6 million, compared to $9.5 million in the prior year period. Net earnings available to common stockholders in the prior year period included loss on extinguishment of debt, net of $17.6 million, which is discussed later in this release and was treated as an adjustment for non-GAAP measures, and excluded $33.7 million of net earnings attributable to the NCI. Net earnings per diluted share of common stock were $0.56, compared to $0.19 in the prior year period. Adjusted net earnings available to common stockholders\* were $76.8 million, or $0.57 per diluted share of common stock\*, compared to $24.5 million, or $0.48 per diluted share of common stock\*, in the prior year period. Diluted weighted-average shares of common stock outstanding were 134.8 million, compared to 51.2 million in the prior year period, with the increase driven by the Spin-off. Adjusted EBITDA\* was $152.9 million, an increase of 38.1%, or $42.2 million, compared to $110.7 million in the prior year period. Adjusted EBITDA in the prior year period included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to the NCI in the period prior to the Spin-off, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. *\*Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Interest, Loss on Extinguishment of Debt and Income Tax** Interest expense, net was $16.8 million and $8.5 million in the second quarter of 2023 and 2022, respectively, and was $33.5 million and $16.9 million in the six months ended March 31, 2023 and 2022, respectively. The increase in both periods was primarily driven by increases in the aggregate principal amount of debt outstanding and the weighted-average interest rate, both of which resulted from the Spin-off transactions. Loss on extinguishment of debt, net of $17.6 million was recorded in the three and six months ended March 31, 2022 in connection with BellRing LLC’s repayment of the entire principal amount of its term loan and termination of its prior credit agreement. Income tax expense was $10.3 million in the second quarter of 2023, an effective income tax rate of 25.0%, compared to $3.2 million in the second quarter of 2022, an effective income tax rate of 45.1%. The decrease in the effective income tax rate in the second quarter of 2023 when compared to the prior year period was primarily driven by lapping certain separation-related expenses incurred in connection with the Spin-off that were treated as non-deductible, partially offset by the inclusion of 100% of the income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off. Income tax expense was $24.6 million in the six months ended March 31, 2023, an effective income tax rate of 24.7%, compared to $6.1 million in the six months ended March 31, 2022, an effective income tax rate of 12.4%. The increase in the effective income tax rate in the six months ended March 31, 2023 when compared to the prior year period was driven by the inclusion of 100% of the income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off. **Share Repurchases** During the second quarter of 2023, BellRing repurchased 0.9 million shares for $27.3 million at an average price of $29.74 per share. During the six months ended March 31, 2023, BellRing repurchased 2.7 million shares for $68.5 million at an average price of $25.52 per share. On May 3, 2023, BellRing’s Board of Directors approved a new $80 million share repurchase authorization, with share repurchases under the new authorization beginning on May 3, 2023. As of May 3, 2023, BellRing had repurchased approximately $48 million under its previous $50 million share repurchase authorization, which became effective on December 5, 2022, and was cancelled effective May 3, 2023. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Basis of Presentation** On March 10, 2022, Post’s distribution to its shareholders of 80.1% of its interest in BellRing was completed. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing LLC to the NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, any remaining ownership of BellRing by Post did not represent a NCI to BellRing LLC. On November 25, 2022, Post transferred its remaining ownership in BellRing to certain financial institutions and, as a result, no longer had ownership of any shares of BellRing’s common stock. **Outlook** For fiscal year 2023, BellRing management has raised its guidance range for net sales to $1.61-$1.66 billion from $1.56-$1.64 billion and Adjusted EBITDA to $320-$335 million from $306-$325 million (resulting in net sales and Adjusted EBITDA growth of 17%-21% and 18%-23%, respectively, over fiscal year 2022). BellRing management now expects fiscal year 2023 capital expenditures of approximately $6 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for separation costs, mark-to-market adjustments on commodity hedges and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, May 9, 2023 at 9:00 a.m. EDT to discuss financial results for the second quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2023 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=QEoVuJwKJbaF7dOHAkYat__OIMiQWYJZ8mhMczu9BXNVQ42UmHTeo3XJ4q5nr9kcS8lfv4TzGq-0clfK9ZccleK0j6-IoSYWkrit3MIfrWs7e2wfu6aiPReNzy9N7v4bQuh47tlzLQRomqs-db3AcjAaVzQU-NQt-UkAeai15TcjFQNQihmUdOAURHtwQ_YN). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=LQqQsdf9rZ5UC04XdE33kQFQ064CRIsl2Njn3Yjad-JUL1VZ8i4vKYH08VEPHbGdo5EVRwX1rFQ10dWu3bmjKg==). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2023. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post following BellRing’s separation from Post and the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2023** **2022** **2023** **2022** **Net Sales** $ 385.6 $ 315.2 $ 748.3 $ 621.7 Cost of goods sold 268.5 228.2 509.4 442.4 **Gross Profit** 117.1 87.0 238.9 179.3 Selling, general and administrative expenses 54.3 48.9 96.0 85.7 Amortization of intangible assets 4.8 4.9 9.7 9.8 **Operating Profit** 58.0 33.2 133.2 83.8 Interest expense, net 16.8 8.5 33.5 16.9 Loss on extinguishment of debt, net — 17.6 — 17.6 **Earnings before Income Taxes** 41.2 7.1 99.7 49.3 Income tax expense 10.3 3.2 24.6 6.1 **Net Earnings Including Redeemable Noncontrolling Interest** 30.9 3.9 75.1 43.2 Less: Net earnings attributable to redeemable noncontrolling interest — 2.6 — 33.7 **Net Earnings Available to Common Stockholders** $ 30.9 $ 1.3 $ 75.1 $ 9.5 **Earnings per share of Common Stock:** Basic $ 0.23 $ 0.02 $ 0.56 $ 0.19 Diluted $ 0.23 $ 0.02 $ 0.56 $ 0.19 **Weighted-Average shares of Common Stock Outstanding:** Basic 133.4 62.7 134.1 51.0 Diluted 134.5 62.9 134.8 51.2 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2023** **September 30, 2022** **ASSETS** **Current Assets** Cash and cash equivalents $ 25.5 $ 35.8 Receivables, net 193.8 173.3 Inventories 265.5 199.8 Prepaid expenses and other current assets 12.2 12.4 **Total Current Assets** 497.0 421.3 Property, net 8.3 8.0 Goodwill 65.9 65.9 Intangible assets, net 193.7 203.3 Other assets 7.6 8.7 **Total Assets** $ 772.5 $ 707.2 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 105.0 $ 93.8 Other current liabilities 52.0 49.7 **Total Current Liabilities** 157.0 143.5 Long-term debt 970.1 929.5 Deferred income taxes 1.3 2.2 Other liabilities 7.2 8.2 **Total Liabilities** 1,135.6 1,083.4 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 12.0 7.0 Accumulated deficit (280.5 ) (355.6 ) Accumulated other comprehensive loss (2.5 ) (4.3 ) Treasury stock, at cost (93.5 ) (24.7 ) **Total Stockholders’ Deficit** (363.1 ) (376.2 ) **Total Liabilities and Stockholders’ Deficit** $ 772.5 $ 707.2 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Six Months Ended March 31,** **2023** **2022** **Cash provided by (used in):** Operating activities $ 20.3 $ 17.6 Investing activities (0.5) (1.1) Financing activities (30.7) (99.5) Effect of exchange rate changes on cash and cash equivalents 0.6 (0.1) **Net decrease in cash and cash equivalents** $ (10.3) $ (83.1) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: a. *Loss on extinguishment, net*: BellRing has excluded losses recorded on extinguishment of debt, inclusive of the write-off of debt issuance costs and deferred financing fees and the write-off of net unamortized debt discounts, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Separation costs*: BellRing has excluded certain expenses incurred in connection with (i) Post’s distribution of 80.1% of its interest in BellRing and (ii) secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to the NCI in the periods prior to the Spin-off in the calculation of Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock, as BellRing believes this adjustment contributes to a more meaningful evaluation of BellRing’s current operating performance. f. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization, and the following adjustments discussed above: loss on extinguishment of debt, net, separation costs, mark-to-market adjustments on commodity hedges and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects adjustments for the following items: g. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. h. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which were allocated to the NCI for the periods prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2023** **2022** **2023** **2022** **Net Earnings Available to Common Stockholders** $ 30.9 $ 1.3 $ 75.1 $ 9.5 **Adjustments:** Loss on extinguishment of debt, net — 17.6 — 17.6 Separation costs 0.4 10.3 0.7 12.3 Mark-to-market adjustments on commodity hedges 0.8 (0.2 ) 2.0 (0.5 ) Foreign currency loss (gain) on intercompany loans — 0.1 (0.6 ) 0.3 NCI adjustment — (12.6 ) — (12.5 ) **Total Net Adjustments** 1.2 15.2 2.1 17.2 Income tax effect on adjustments (1) (0.2 ) (2.0 ) (0.4 ) (2.2 ) **Adjusted Net Earnings Available to Common Stockholders** $ 31.9 $ 14.5 $ 76.8 $ 24.5 (1) For the periods subsequent to the Spin-off (October 1, 2022 through March 31, 2023 and March 11, 2022 through March 31, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2023** **2022** **2023** **2022** **Diluted Earnings per share of Common Stock** $ 0.23 $ 0.02 $ 0.56 $ 0.19 **Adjustments:** Loss on extinguishment of debt, net — 0.28 — 0.34 Separation costs — 0.16 — 0.24 Mark-to-market adjustments on commodity hedges 0.01 — 0.01 (0.01 ) NCI adjustment — (0.20 ) — (0.24 ) **Total Net Adjustments** 0.01 0.24 0.01 0.33 Income tax effect on adjustments (1) — (0.03 ) — (0.04 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.24 $ 0.23 $ 0.57 $ 0.48 (1) For the periods subsequent to the Spin-off (October 1, 2022 through March 31, 2023 and March 11, 2022 through March 31, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2023** **2022** **2023** **2022** **Net Earnings Available to Common Stockholders** $ 30.9 $ 1.3 $ 75.1 $ 9.5 Income tax expense 10.3 3.2 24.6 6.1 Interest expense, net 16.8 8.5 33.5 16.9 Depreciation and amortization 5.2 5.3 10.5 10.6 Loss on extinguishment of debt, net — 17.6 — 17.6 Separation costs 0.4 10.3 0.7 12.3 Stock-based compensation 3.6 2.2 7.1 4.2 Mark-to-market adjustments on commodity hedges 0.8 (0.2) 2.0 (0.5) Foreign currency loss (gain) on intercompany loans — 0.1 (0.6) 0.3 Net earnings attributable to redeemable noncontrolling interest — 2.6 — 33.7 **Adjusted EBITDA** $ 68.0 $ 50.9 $ 152.9 $ 110.7 **Adjusted EBITDA as a percentage of Net Sales** 17.6% 16.1% 20.4% 17.8% Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Second Quarter Fiscal Year 2023 Conference Call Apr 11, 2023 ST. LOUIS, April 11, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, May 9, 2023 at 9:00 a.m. EDT to discuss financial results for the second quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the second quarter after market close on Monday, May 8, 2023. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2023 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=br_vw4zyHzIrMvNkHG9eQ4ph7FNDtR90EUUVqHfCp7E34bhediMRbS3f59bQvZio7Z8gGx3QLJ_uJKO5W_8-I-Ekcirc29KRyYXSlpvdZRQfyse6tKktlcYUgmMIJNP1b658QIFLHn1VmfmpmBq1Vj-pbDO3vv_BU6bYP7yAyf6VZhuDaOoAWK7y1qaXqibd). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=i4MzKnIgt9NJuNKNX6EdvvLfWw6XOCat-WOMO7Ovjhevo_rRT4Sgfbnzczy1hYPnJHLc-kBh-TMVyd4twVO2Mg==). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Nutrition Partners with De Wafelbakkers to Debut Frozen Pancake Line High-Protein Frozen Pancakes Make Busy Mornings a Breeze Mar 28, 2023 **Chicago, IL (March 27, 2023) –** [**Premier Nutrition**](https://www.premierprotein.com/?gclid=CjwKCAjwpqCZBhAbEiwAa7pXeanhWu4bPQ_laGT6cJi9p915JjNVCBX2APwXmba_53WpTzeIfpvyJRoCwIUQAvD_BwE) and [**De Wafelbakkers**](https://www.dewafelbakkers.net/home/), leader of the frozen pancake category, are pleased to announce the launch of **Premier Protein® Frozen Pancakes**. With 15 grams of protein per serving and only 60-seconds in the microwave, these pancakes will keep you full and focused without the mess and cleanup in the morning. Premier Protein® Frozen Pancakes are available now atgrocery stores nationwide. Find a retailer near you by visiting Premier Protein’s [website](https://www.premierprotein.com/where-to-buy). “We’re excited about our partnership with Premier Nutrition to launch Premier Protein® Frozen Pancakes,” said Tom Polke, CEO of De Wafelbakkers. ​“Breakfast consumption at home is on the rise and as people look to add more protein to their diet, we have developed great tasting pancakes that are quick and easy to prepare for those busy mornings.” “Premier Protein is known for bringing delicious, protein-packed shakes and powders to millions of Americans, and we’re excited to expand into a new category with De Wafelbakkers,” said Nick Stiritz, US Vice President of Premier Nutrition. ​“With the launch of these protein pancakes, we’re bringing Premier fans even more ways to bring great tasting nutrition to their health journey!” Premier Protein® Frozen Pancakes will be available in packs of 12 and 24. Premier Protein® Frozen Pancakes can be enjoyed as part of a delicious and nutritious breakfast when you’re in a hurry, an afternoon snack, or as a post workout boost. Premier Protein® Frozen Pancakes are now widely available at retail. For more information about this new product addition, please visit Premier Protein® on [Instagram](https://www.instagram.com/premierprotein/?hl=en), [Facebook](https://www.facebook.com/PremierProtein/) and [Twitter](https://twitter.com/premierprotein?lang=en). **About Premier Nutrition Company, LLC** Premier Nutrition is a business unit of BellRing Brands and operates in the global convenient nutrition category. Its primary brands, Premier Protein® and Dymatize®, include ready-to-drink protein shakes and powders, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **About De Wafelbakkers** De Wafelbakkers is a leading manufacturer of branded, co-manufactured and private label frozen pancakes, waffles and French toast in the U.S. The Company’s great-tasting products are sold to grocery and mass retailers, as well as into foodservice outlets nationally. De Wafelbakkers is headquartered in North Little Rock, AR where it operates a 100,000 sq. ft. manufacturing facility. The Company also manufactures products from its 98,000 sq. ft. facility in McDonough, GA. De Wafelbakkers employs approximately 650 people across its two plants and satellite headquarters. --- # News, Brand & Articles ## Premier Protein® Introduces NEW Plant-Based Protein Powder Mar 1, 2023 This fan-favorite protein brand is putting its spin on vegan protein powder, so you know it’s going to be delicious. **EMERYVILLE, Calif., March 1, 2023** – Premier Protein is bringing its beloved taste, affordable price point and easy to understand nutrition credentials to the vegan protein space with its NEW Plant Protein Powder. Whether you’ve been plant-based for years, or are just looking to try something new, Premier Protein Plant Protein Powder is offering consumers a creamy and delicious take on the brand’s beloved protein powder flavors, but with the flexibility to support plant-based preferences. With 25g of protein from pea and rice protein\*, this formula is perfect for shaking, baking and making all of your favorite plant-based protein creations. “Premier Protein has dedicated itself to making convenient, delicious products that help people stay on track with their health goals,” said Amy Larek, Director of Marketing, Premier Protein. ​“With our new Plant Protein Powder, we are excited to deliver on these same benefits, but to people who are seeking a plant-based protein offering.” From flexitarian to plant-based, consumers everywhere are reaching for product offerings that allow them the flexibility to pursue eating and drinking habits they’re passionate about, without compromising on taste. 100% of protein in Premier Protein Plant Protein Powder is derived from plant-based ingredients, resulting in a creamy, delicious boost that’s only 150 – 160 calories, depending on the flavor. This new offering is now available in two fan-favorite flavors: Chocolate and Vanilla. Premier Protein Plant Protein Powder is officially available at all major retailers nationwide. For more information, please visit pre​mier​pro​tein​.com. You can also learn more and find recipe inspiration on Premier Protein’s [Instagram](https://www.instagram.com/premierprotein/), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein) and [Pinterest](https://www.pinterest.com/PremierProtein/)pages. *\*100% of protein from plant-based ingredients* **BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit www​.bell​ring​.com. **Media Contact**: Kelsey Zibell, HUNTER, kzibell@​hunterpr.​com or 407.766.2394 *Images for inclusion:* --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2023; Raises Certain Fiscal Year 2023 Outlook Feb 6, 2023 ST. LOUIS, Feb. 06, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the first fiscal quarter ended December 31, 2022. **Highlights:** - **First quarter net sales of $362.7 million** - **Operating profit of $75.2 million; net earnings available to common stockholders of $44.2 million and Adjusted EBITDA of $84.9 million** - **Affirmed fiscal year 2023 net sales guidance of between $1.56-$1.64 billion; raises Adjusted EBITDA (non-GAAP)\* guidance to $306-$325 million** - **Post Holdings completes its exit of BellRing ownership** *\*BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” below.* “We are pleased with our strong first quarter performance, which came in ahead of our expectations. Our shake production came in slightly higher than we forecasted, improving both internal and customer trade inventory levels and driving *Premier Protein* volumes back to growth. *Premier Protein* and *Dymatize* saw healthy retail consumption growth in the quarter, which has continued into January,” said Darcy H. Davenport, President and Chief Executive Officer of BellRing. “The convenient nutrition category continues to show momentum. Our new capacity expansions remain on track. Our brands are resonating with consumers and our first quarter results give us greater confidence in our full year outlook and long-term prospects.” Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes and *Dymatize* United States (“U.S.”) powder products increased 15.1% and 29.9%, respectively, in the 13-week period ended January 1, 2023, as compared to the same period in 2022 (inclusive of IRI Multi Outlet including Convenience and management estimates of untracked channels). **First Quarter Operating Results** Net sales were $362.7 million, an increase of 18.3%, or $56.2 million, compared to the prior year period, driven by 15.4% improvement in price/mix and 2.9% increase in volume. *Premier Protein* net sales increased 22.9%, driven by 18.0% improvement in price and 4.9% increase in volume. *Premier Protein* RTD shake net sales increased 21.8%, driven by 16.7% improvement in price and 5.1% increase in volume. Net sales benefited from higher average net selling prices driven by price increases to offset significant cost inflation. Higher RTD shake production, along with RTD category growth, drove underlying net sales growth. Partially offsetting this volume growth was the lapping of temporarily discontinued flavors. *Dymatize* net sales increased 2.5%, driven by 21.5% improvement in price/mix, which was partially offset by 19.0% decrease in volume. Price/mix benefited from higher average net selling prices (driven by price increases to offset significant cost inflation) and favorable product mix, which was partially offset by increased promotional spending. Volume contraction was driven by lapping discontinued products and shifts in quarterly shipment timing within the international and specialty channels. These declines were partially offset by volume growth driven by new product distribution gains and promotional activities. Gross profit was $121.8 million, or 33.6% of net sales, an increase of 32.0%, or $29.5 million, compared to $92.3 million, or 30.1% of net sales, in the prior year period. The higher gross profit margin was driven by improved pricing that offset significant cost inflation, $3.8 million of production attainment fees received in the current year period from shake contract manufacturers and lapping logistics inefficiencies in the prior year period (resulting from capacity constraints). Selling, general and administrative (“SG&A”) expenses were $41.7 million, or 11.5% of net sales, an increase of $4.9 million compared to $36.8 million, or 12.0% of net sales, in the prior year period. SG&A expenses included $0.3 million and $2.0 million in the first quarter of 2023 and 2022, respectively, of costs incurred in connection with BellRing’s separation from Post Holdings, Inc. (“Post”), which were treated as adjustments for non-GAAP measures. Operating profit was $75.2 million, an increase of 48.6%, or $24.6 million, compared to $50.6 million in the prior year period. Net earnings available to common stockholders were $44.2 million, an increase of 439.0%, or $36.0 million, compared to $8.2 million in the prior year period. Net earnings available to common stockholders in the prior year period excluded $31.1 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”). Net earnings per diluted share of common stock were $0.33, compared to $0.21 in the prior year period. Adjusted net earnings available to common stockholders were $44.9 million, or $0.33 per diluted share of common stock, compared to $10.1 million, or $0.26 per diluted share of common stock, in the prior year period. Adjusted EBITDA was $84.9 million, an increase of 42.0%, or $25.1 million, compared to $59.8 million in the prior year period. Adjusted EBITDA in the prior year period included an adjustment for the portion of BellRing Brands, LLC’s (“BellRing LLC”) consolidated net earnings which was allocated to NCI in the period prior to Post’s distribution to its shareholders of 80.1% of Post’s interest in BellRing (the “Distribution” and, together with the transactions related thereto, the “Spin-off”), resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Interest and Income Tax** Interest expense, net was $16.7 million in the first quarter of 2023, compared to $8.4 million in the first quarter of 2022. The increase was primarily driven by increases in the aggregate principal amount of debt outstanding and the weighted-average interest rate, both of which resulted from the Spin-off transactions. Income tax expense was $14.3 million in the first quarter of 2023, an effective income tax rate of 24.4%, compared to $2.9 million in the first quarter of 2022, an effective income tax rate of 6.9%. In the three months ended December 31, 2022, the increase in the effective income tax rate when compared to the prior year period was driven primarily by inclusion of 100% of the items of income, gain, loss and deduction of BellRing LLC in the period subsequent to the Spin-off. In the three months ended December 31, 2021, the effective income tax rate differed significantly from the statutory rate as a result of taking into account for U.S. federal, state and local income tax purposes its distributive share of the items of income, gain, loss and deduction of BellRing LLC in the period prior to the Spin-off. **Share Repurchases** During the first quarter of 2023, BellRing repurchased 1.8 million shares for $41.2 million at an average price of $23.33 per share, 0.9 million of which were repurchased in November in connection with a secondary offering of shares previously held by Post. As of December 31, 2022, BellRing had $28.9 million remaining under its share repurchase authorization. **Post Completes Exit of BellRing Ownership** On November 25, 2022, Post transferred all of its remaining shares of BellRing common stock to certain financial institutions in satisfaction of certain indebtedness of Post. As a result, Post no longer owns any shares of BellRing’s common stock. **Basis of Presentation** On March 10, 2022, Post’s distribution to its shareholders of 80.1% of its interest in BellRing was completed. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing LLC to its redeemable NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, any remaining ownership of BellRing by Post no longer represented an NCI to BellRing LLC. **Outlook** For fiscal year 2023, BellRing management continues to expect net sales to range between $1.56-$1.64 billion and has raised its Adjusted EBITDA outlook to range between $306-$325 million (resulting in net sales and Adjusted EBITDA growth of 14%-20% and 13%-20%, respectively, over fiscal year 2022). BellRing management expects fiscal year 2023 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for separation costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, February 7, 2023 at 9:00 a.m. EST to discuss financial results for the first quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (800) 245-3047 in the United States and (203) 518-9783 from outside of the United States. The conference identification number is BRBRQ123. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Tuesday, February 14, 2023 by dialing (800) 695-0671 in the United States and (402) 220-1397 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2023. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post following BellRing’s separation from Post and the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended December 31,** **2022** **2021** **Net Sales** $ 362.7 $ 306.5 Cost of goods sold 240.9 214.2 **Gross Profit** 121.8 92.3 Selling, general and administrative expenses 41.7 36.8 Amortization of intangible assets 4.9 4.9 **Operating Profit** 75.2 50.6 Interest expense, net 16.7 8.4 **Earnings before Income Taxes** 58.5 42.2 Income tax expense 14.3 2.9 **Net Earnings Including Redeemable Noncontrolling Interest** 44.2 39.3 Less: Net earnings attributable to redeemable noncontrolling interest — 31.1 **Net Earnings Available to Common Stockholders** $ 44.2 $ 8.2 **Earnings per share of Common Stock:** Basic $ 0.33 $ 0.21 Diluted $ 0.33 $ 0.21 **Weighted-Average shares of Common Stock Outstanding:** Basic 134.9 39.4 Diluted 135.1 39.6 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **December 31, 2022** **September 30, 2022** **ASSETS** **Current Assets** Cash and cash equivalents $ 43.9 $ 35.8 Receivables, net 182.0 173.3 Inventories 212.7 199.8 Prepaid expenses and other current assets 15.4 12.4 **Total Current Assets** 454.0 421.3 Property, net 8.5 8.0 Goodwill 65.9 65.9 Intangible assets, net 198.5 203.3 Other assets 8.1 8.7 **Total Assets** $ 735.0 $ 707.2 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 94.4 $ 93.8 Other current liabilities 54.7 49.7 **Total Current Liabilities** 149.1 143.5 Long-term debt 944.8 929.5 Deferred income taxes 3.6 2.2 Other liabilities 7.8 8.2 **Total Liabilities** 1,105.3 1,083.4 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 8.4 7.0 Accumulated deficit (311.4 ) (355.6 ) Accumulated other comprehensive loss (2.8 ) (4.3 ) Treasury stock, at cost (65.9 ) (24.7 ) **Total Stockholders’ Deficit** (370.3 ) (376.2 ) **Total Liabilities and Stockholders’ Deficit** $ 735.0 $ 707.2 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2022** **2021** **Cash provided by (used in):** Operating activities $ 36.3 $ (9.1 ) Investing activities (0.3 ) (0.6 ) Financing activities (28.4 ) (112.5 ) Effect of exchange rate changes on cash and cash equivalents 0.5 — **Net increase (decrease) in cash and cash equivalents** $ 8.1 $ (122.2 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: a. *Separation costs*: BellRing has excluded certain expenses incurred in connection with (i) Post’s distribution of 80.1% of its interest in BellRing and (ii) secondary offerings of shares of BellRing common stock previously held by Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. c. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. d. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to redeemable NCI in the period prior to the Spin-off in the calculation of Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock, as BellRing believes this adjustment contributes to a more meaningful evaluation of BellRing’s current operating performance. e. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization, and the following adjustments discussed above: separation costs, foreign currency gain/loss on intercompany loans and mark-to-market adjustments on commodity hedges. Additionally, Adjusted EBITDA reflects adjustments for the following items: f. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. g. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which were allocated to redeemable NCI for the period prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited) (in millions)** **Three Months Ended December 31,** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 44.2 $ 8.2 Dilutive impact of net earnings attributable to NCI — 0.1 **Net Earnings Available to Common Stockholders for Diluted Earnings per Share** 44.2 8.3 **Adjustments:** Separation costs 0.3 2.0 Mark-to-market adjustments on commodity hedges 1.2 (0.3 ) Foreign currency (gain) loss on intercompany loans (0.6 ) 0.2 NCI adjustment — 0.1 **Total Net Adjustments** 0.9 2.0 Income tax effect on adjustments (1) (0.2 ) (0.2 ) **Adjusted Net Earnings Available to Common Stockholders** $ 44.9 $ 10.1 (1) For the period subsequent to the Spin-off (October 1, 2022 through December 31, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the period prior to the Spin-off (October 1, 2021 through December 31, 2021), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the period prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended December 31,** **2022** **2021** **Diluted Earnings per share of Common Stock** $ 0.33 $ 0.21 **Adjustments:** Separation costs — 0.05 Mark-to-market adjustments on commodity hedges 0.01 (0.01 ) Foreign currency (gain) loss on intercompany loans (0.01 ) 0.01 **Total Net Adjustments** — 0.05 Income tax effect on adjustments (1) — — **Adjusted Diluted Earnings per share of Common Stock** $ 0.33 $ 0.26 (1) For the period subsequent to the Spin-off (October 1, 2022 through December 31, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the period prior to the Spin-off (October 1, 2021 through December 31, 2021), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the period prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 44.2 $ 8.2 Income tax expense 14.3 2.9 Interest expense, net 16.7 8.4 Depreciation and amortization 5.3 5.3 Stock-based compensation 3.5 2.0 Separation costs 0.3 2.0 Mark-to-market adjustments on commodity hedges 1.2 (0.3 ) Foreign currency (gain) loss on intercompany loans (0.6 ) 0.2 Net earnings attributable to redeemable noncontrolling interest — 31.1 **Adjusted EBITDA** $ 84.9 $ 59.8 **Adjusted EBITDA as a percentage of Net Sales** 23.4 % 19.5 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules First Quarter Fiscal Year 2023 Conference Call Jan 12, 2023 ST. LOUIS, Jan. 12, 2023 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Tuesday, February 7, 2023 at 9:00 a.m. EST to discuss financial results for the first quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the first quarter after market close on Monday, February 6, 2023. Interested parties may join the conference call by dialing (800) 245-3047 in the United States and (203) 518-9783 from outside of the United States. The conference identification number is BRBRQ123. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Tuesday, February 14, 2023 by dialing (800) 695-0671 in the United States and (402) 220-1397 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces New Share Repurchase Authorization of $50 Million Dec 5, 2022 ST. LOUIS, Dec. 05, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors has approved a new $50 million share repurchase authorization, with share repurchases under the new authorization beginning on December 5, 2022. As of December 5, 2022, BellRing had repurchased approximately $45 million under its previous $50 million share repurchase authorization. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces Secondary Equity Offering of 4,597,339 Shares of Common Stock Held by Post Nov 21, 2022 ST. LOUIS, Nov. 21, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE: BRBR) (“BellRing”) today announced an underwritten offering of 4,597,339 shares of its common stock currently owned by Post Holdings, Inc. (“Post”), BellRing’s former parent company. Post expects to exchange such shares of our common stock for certain indebtedness of Post held by J.P. Morgan Securities LLC (the “selling stockholder”) prior to the closing of the offering. The selling stockholder then expects to sell such shares of common stock to the underwriters in the offering. BellRing is not selling any shares of its common stock and will not receive any proceeds from the sale of the shares in the offering. Following the completion of the offering, Post is expected to no longer own any shares of common stock of BellRing. As part of and subject to the completion of the offering, BellRing intends to concurrently repurchase from the underwriters 925,000 shares out of the aggregate 4,597,339 shares of its common stock that are the subject of the offering. The price per share to be paid by BellRing will equal the price at which the underwriters will purchase the shares of BellRing’s common stock from the selling stockholder in the offering. J.P. Morgan Securities LLC is acting as lead book-runner and representative of the underwriters for the offering. Barclays Capital Inc., Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are acting as additional book-runners for the offering. The underwriters propose to offer the shares of common stock of BellRing from time to time for sale in one or more transactions on the NYSE, in the over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices. A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission (the “Commission”) and has become effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering is being made only by means of a prospectus supplement and an accompanying prospectus. A copy of the preliminary prospectus supplement and accompanying prospectus related to the offering may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204 or by e-mail at [prospectus-eq\_fi@jpmchase.com](mailto:prospectus-eq_fi@jpmchase.com). You may also obtain a copy of the preliminary prospectus supplement and accompanying prospectus, without charge, by visiting the Commission’s website at . **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. All statements other than statements of historical fact included in this press release are forward-looking statements. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Commission. All forward-looking statements speak only as of the date of this press release. BellRing undertakes no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise other than as required under the federal securities laws. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2022 Nov 17, 2022 ST. LOUIS, Nov. 17, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth fiscal quarter and fiscal year ended September 30, 2022. **Highlights:** - **Fourth quarter net sales of $379.2 million, operating profit of $61.1 million; net earnings available to common stockholders of $33.7 million and Adjusted EBITDA of $79.9 million** - **Fiscal year net sales of $1,371.5 million, operating profit of $212.4 million; net earnings available to common stockholders of $82.3 million and Adjusted EBITDA of $271.4 million** - **Fiscal year 2023 net sales and Adjusted EBITDA expected to range between $1.56-$1.64 billion and $300-$325 million, respectively** **Fourth Quarter Operating Results** Net sales were $379.2 million, an increase of 11.5%, or $39.2 million, compared to the prior year period. *Premier Protein* net sales increased 10.1% and volumes declined 9.2%. *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 9.2% and benefited from higher average net selling prices driven by price increases and reduced promotional activity, which was partially offset by a volume decline of 9.1%. As discussed in previous earnings releases, capacity constraints across the broader shake contract manufacturer network have resulted in the allocation of certain products and reduced demand-driving promotional activity. Additionally, the brand lapped a prior year period where shipments outpaced production (in part to meet demand driven by heavy promotional activity), which caused a sales volume reduction when compared to the prior year period. *Dymatize* net sales increased 31.6% and benefited from higher average net selling prices (driven by price increases) and favorable product mix. *Dymatize* volumes declined 15.1% primarily driven by lapping volumes in the prior year period for discontinued products. Dollar consumption of *Premier Protein* RTD shakes decreased 5.3% (as consumption was negatively impacted by lapping significant demand-driving promotional activity in the prior year period) and *Dymatize* United States (“U.S.”) powder products increased 31.5% in the 13-week period ended October 1, 2022, as compared to the same period in 2021 (inclusive of NielsenIQ Total US xAOC including Convenience and management estimates of untracked channels). Gross profit was $122.3 million, or 32.3% of net sales, an increase of 27.4%, or $26.3 million, compared to $96.0 million, or 28.2% of net sales, in the prior year period. Selling, general and administrative (“SG&A”) expenses were $56.2 million, or 14.8% of net sales, an increase of $18.2 million compared to $38.0 million, or 11.2% of net sales, in the prior year period. SG&A expenses in the fourth quarter of 2022 included an $8.0 million provision for legal matters and $1.3 million of costs incurred in connection with BellRing’s separation from Post Holdings, Inc. (“Post”). The provision for legal matters and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $61.1 million, an increase of 15.1%, or $8.0 million, compared to $53.1 million in the prior year period. Net earnings available to common stockholders were $33.7 million, an increase of 247.4%, or $24.0 million, compared to $9.7 million in the prior year period. Net earnings available to common stockholders in the prior year period excluded $30.8 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”). Net earnings per diluted share of common stock were $0.25 in both the fourth quarter of 2022 and 2021. Adjusted net earnings available to common stockholders were $41.8 million, or $0.31 per diluted share of common stock, compared to $10.0 million, or $0.25 per diluted share of common stock, in the prior year period. Adjusted EBITDA was $79.9 million, an increase of 32.1%, or $19.4 million, compared to $60.5 million in the prior year period. Adjusted EBITDA in the prior year period included an adjustment for the portion of BellRing Brands, LLC’s (“BellRing LLC”) consolidated net earnings which was allocated to NCI in the periods prior to Post’s distribution to its shareholders of 80.1% of Post’s interest in BellRing (the “Distribution” and, together with the transactions related thereto, the “Spin-off”), resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Fiscal Year 2022 Operating Results** Net sales were $1,371.5 million, an increase of 10.0%, or $124.4 million, compared to the prior year. *Premier Protein* net sales increased 7.3%, with volumes down 7.6%. *Dymatize* net sales increased 34.6%, with volumes down 4.7%. Gross profit was $421.8 million, or 30.8% of net sales, an increase of 9.2%, or $35.6 million, compared to $386.2 million, or 31.0% of net sales, in the prior year. SG&A expenses were $189.7 million, or 13.8% of net sales, an increase of $22.6 million compared to $167.1 million, or 13.4% of net sales, in the prior year. SG&A expenses for fiscal year 2022 included $14.5 million of costs incurred in connection with BellRing’s separation from Post and an $8.0 million provision for legal matters. SG&A expenses for fiscal year 2021 included $5.2 million of restructuring and facility closure costs. Separation costs, provision for legal matters and restructuring and facility closure costs were treated as adjustments for non-GAAP measures. Operating profit was $212.4 million, an increase of 26.4%, or $44.4 million, compared to $168.0 million in the prior year. Operating profit in fiscal year 2021 was negatively impacted by $29.9 million of accelerated amortization, which was incurred in connection with the discontinuance of a brand and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders were $82.3 million, an increase of 198.2%, or $54.7 million, compared to $27.6 million in the prior year. Net earnings included loss on extinguishment and refinancing of debt, net of $17.6 million and $1.6 million in fiscal years 2022 and 2021, respectively, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders excluded $33.7 million of net earnings attributable to the Company’s redeemable NCI, compared to $86.8 million excluded in the prior year. Net earnings per diluted share of common stock were $0.88, compared to $0.70 in the prior year. Adjusted net earnings available to common stockholders were $108.9 million, or $1.16 per diluted share of common stock, compared to $35.8 million, or $0.90 per diluted share of common stock, in the prior year. Adjusted EBITDA was $271.4 million, an increase of 16.0%, or $37.5 million, compared to $233.9 million in the prior year. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI in the periods prior to the Spin-off, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Interest, Loss on Extinguishment and Refinancing of Debt and Income Tax** Interest expense, net was $16.4 million in the fourth quarter of 2022, compared to $9.6 million in the fourth quarter of 2021 and was $49.2 million in fiscal year 2022, compared to $43.2 million in fiscal year 2021. The increase in both periods was driven by an increase in the aggregate principal amount of debt outstanding resulting from the Spin-off transactions. Loss on extinguishment of debt, net of $17.6 million was recorded in fiscal year 2022 in connection with BellRing LLC’s repayment of the entire principal balance of its term loan and termination of its prior credit agreement in the second quarter of 2022. Loss on refinancing of debt, net of $1.6 million was recorded in fiscal year 2021 in connection with an opportunistic repricing of BellRing LLC’s term loan in the second quarter of 2021. Income tax expense was $11.0 million in the fourth quarter of 2022, an effective income tax rate of 24.6%, compared to $3.0 million in the fourth quarter of 2021, an effective income tax rate of 6.9%. Income tax expense was $29.6 million in fiscal 2022, an effective income tax rate of 20.3%, compared to $8.8 million in fiscal year 2021, an effective income tax rate of 7.1% in the prior year. In the three and twelve months ended September 30, 2022, the increase in the effective income tax rate was driven primarily by inclusion of 100% of the items of income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off, and in fiscal year 2022 by certain separation-related expenses incurred in connection with the Spin-off that were treated as non-deductible. In the three and twelve months ended September 30, 2021, the effective income tax rate differed significantly from the statutory rate as a result of taking into account for U.S. federal, state and local income tax purposes its distributive share of the items of income, gain, loss and deduction of BellRing LLC in the periods prior to the Spin-off. **Share Repurchases** During the fourth quarter of 2022, BellRing repurchased 1.0 million shares for $22.4 million at an average price of $23.20 per share, 0.8 million of which were repurchased in August in connection with a secondary equity offering of shares previously held by Post. During fiscal year 2022, BellRing repurchased 1.9 million shares for $42.8 million at an average price of $23.24 per share, 0.8 million of which were repurchased prior to the Spin-off and have since been cancelled. As of September 30, 2022, BellRing had $25.3 million remaining under its share repurchase authorization. **Basis of Presentation** On March 10, 2022, Post’s distribution to its shareholders of 80.1% of its interest in BellRing was completed. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing LLC to its redeemable NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, there was no NCI in the consolidated net earnings of BellRing LLC. **Outlook** For fiscal year 2023, BellRing management expects net sales to range between $1.56-$1.64 billion and Adjusted EBITDA to range between $300-$325 million (resulting in net sales and Adjusted EBITDA growth of 14%-20% and 11%-20%, respectively, over fiscal year 2022). BellRing management expects fiscal year 2023 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for separation costs, provision for legal matters, restructuring and facility closures costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, November 18, 2022 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2022 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (800) 245-3047 in the United States and (203) 518-9765 from outside of the United States. The conference identification number is BRBRQ422. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, November 25, 2022 by dialing (800) 839-2461 in the United States and (402) 220-7219 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2023. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post following BellRing’s separation from Post and the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2022** **2021** **2022** **2021** **Net Sales** $ 379.2 $ 340.0 $ 1,371.5 $ 1,247.1 Cost of goods sold 256.9 244.0 949.7 860.9 **Gross Profit** 122.3 96.0 421.8 386.2 Selling, general and administrative expenses 56.2 38.0 189.7 167.1 Amortization of intangible assets 5.0 4.9 19.7 51.2 Other operating income, net — — — (0.1 ) **Operating Profit** 61.1 53.1 212.4 168.0 Interest expense, net 16.4 9.6 49.2 43.2 Loss on extinguishment and refinancing of debt, net — — 17.6 1.6 **Earnings before Income Taxes** 44.7 43.5 145.6 123.2 Income tax expense 11.0 3.0 29.6 8.8 **Net Earnings Including Redeemable Noncontrolling Interest** 33.7 40.5 116.0 114.4 Less: Net earnings attributable to redeemable noncontrolling interest — 30.8 33.7 86.8 **Net Earnings Available to Common Stockholders** $ 33.7 $ 9.7 $ 82.3 $ 27.6 **Earnings per share of Common Stock:** Basic $ 0.25 $ 0.25 $ 0.88 $ 0.70 Diluted $ 0.25 $ 0.25 $ 0.88 $ 0.70 **Weighted-Average shares of Common Stock Outstanding:** Basic 135.7 39.5 93.5 39.5 Diluted 136.1 39.9 93.8 39.7 **CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2022** **September 30, 2021** **ASSETS** **Current Assets** Cash and cash equivalents $ 35.8 $ 152.6 Receivables, net 173.3 103.9 Inventories 199.8 117.9 Prepaid expenses and other current assets 12.4 13.7 **Total Current Assets** 421.3 388.1 Property, net 8.0 8.9 Goodwill 65.9 65.9 Intangible assets, net 203.3 223.1 Other assets 8.7 10.5 **Total Assets** $ 707.2 $ 696.5 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Current portion of long-term debt $ — $ 116.3 Accounts payable 93.8 91.9 Other current liabilities 49.7 43.1 **Total Current Liabilities** 143.5 251.3 Long-term debt 929.5 481.2 Deferred income taxes 2.2 7.6 Other liabilities 8.2 21.9 **Total Liabilities** 1,083.4 762.0 Redeemable noncontrolling interest — 2,997.3 **Stockholders’ Deficit** Preferred stock — — Common stock 1.4 0.4 Additional paid-in capital 7.0 — Accumulated deficit (355.6 ) (3,059.7 ) Accumulated other comprehensive loss (4.3 ) (3.5 ) Treasury stock, at cost (24.7 ) — **Total Stockholders’ Deficit** (376.2 ) (3,062.8 ) **Total Liabilities and Stockholders’ Deficit** $ 707.2 $ 696.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Year Ended** **September 30,** **2022** **2021** **Cash provided by (used in):** Operating activities $ 21.0 $ 226.1 Investing activities (1.8 ) (1.6 ) Financing activities (135.0 ) (120.9 ) Effect of exchange rate changes on cash and cash equivalents (1.0 ) 0.3 **Net (decrease) increase in cash and cash equivalents** $ (116.8 ) $ 103.9 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Loss on extinguishment and refinancing of debt, net*: BellRing has excluded losses recorded on extinguishment and refinancing of debt, inclusive of the write-off of debt issuance costs and deferred financing fees and the write-off of net unamortized debt discounts, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Separation costs*: BellRing has excluded certain expenses incurred (i) to effect its separation from Post, (ii) in connection with Post’s distribution of 80.1% of its interest in BellRing and (iii) to support its transition into a separate stand-alone, publicly-traded entity, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. e. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. f. *Resolution of dispute with former contract manufacturer*: BellRing has excluded certain non-cash write-offs recorded in connection with the resolution of a dispute with a former contract manufacturer as the amount and frequency of such losses are not consistent. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. g. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. h. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. i. *Adjustment to tax receivable agreement (“TRA”) liability*: BellRing has excluded adjustments to its TRA liability as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these adjustments do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. j. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to redeemable NCI in the periods prior to the Spin-off in the calculation of Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock. k. *Income tax effect on adjustments: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments.* Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization, and the following adjustments discussed above: loss on extinguishment and refinancing of debt, net, separation costs, provision for legal matters, restructuring and facility closure costs excluding accelerated depreciation, resolution of dispute with former contract manufacturer, foreign currency gain/loss on intercompany loans, mark-to-market adjustments on commodity hedges and adjustment to TRA liability. Additionally, Adjusted EBITDA reflects adjustments for the following items: l. *Stock-based compensation*: BellRing’s compensation strategy after the initial public offering (the “IPO”) includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing was charged for Post stock-based compensation through the master services agreement with Post through the vesting date. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. m. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which was allocated to redeemable NCI for the periods prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2022** **2021** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 33.7 $ 9.7 $ 82.3 $ 27.6 Dilutive impact of net earnings attributable to NCI — 0.1 — 0.2 **Net Earnings Available to Common Stockholders for Diluted Earnings per Share** 33.7 9.8 82.3 27.8 **Adjustments:** Accelerated amortization 0.1 — 0.1 29.9 Loss on extinguishment and refinancing of debt, net — — 17.6 1.6 Separation costs 1.3 0.2 14.5 0.2 Provision for legal matters 8.0 — 8.0 — Restructuring and facility closure costs, including accelerated depreciation 0.3 — 0.3 5.6 Resolution of dispute with former contract manufacturer 0.1 — 2.4 — Foreign currency loss on intercompany loans 0.3 0.2 1.0 0.1 Mark-to-market adjustments on commodity hedges 0.3 (0.2 ) 0.5 (0.2 ) Adjustment to TRA liability — — — (0.4 ) NCI adjustment — — (12.5 ) (26.3 ) **Total Net Adjustments** 10.4 0.2 31.9 10.5 Income tax effect on adjustments (1) (2.3 ) — (5.3 ) (2.5 ) **Adjusted Net Earnings Available to Common Stockholders** $ 41.8 $ 10.0 $ 108.9 $ 35.8 (1) For the periods subsequent to the Spin-off (March 11, 2022 through September 30, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022 and for the three months and year ended September 30, 2021), income tax effect on adjustments was calculated on all items, except for separation costs, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%, and income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2022** **2021** **2022** **2021** **Diluted Earnings per share of Common Stock** $ 0.25 $ 0.25 $ 0.88 $ 0.70 **Adjustments:** Accelerated amortization — — — 0.75 Loss on extinguishment and refinancing of debt, net — — 0.19 0.04 Separation costs 0.01 0.01 0.15 0.01 Provision for legal matters 0.06 — 0.08 — Restructuring and facility closure costs, including accelerated depreciation — — — 0.14 Resolution of dispute with former contract manufacturer — — 0.03 — Foreign currency loss on intercompany loans — — 0.01 — Mark-to-market adjustments on commodity hedges — (0.01 ) 0.01 (0.01 ) Adjustment to TRA liability — — — (0.01 ) NCI adjustment — — (0.13 ) (0.66 ) **Total Net Adjustments** 0.07 — 0.34 0.26 Income tax effect on adjustments (1) (0.01 ) — (0.06 ) (0.06 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.31 $ 0.25 $ 1.16 $ 0.90 (1) For the periods subsequent to the Spin-off (March 11, 2022 through September 30, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022 and for the three months year ended September 30, 2021), income tax effect on adjustments was calculated on all items, except for separation costs, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%, and income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2022** **2021** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 33.7 $ 9.7 $ 82.3 $ 27.6 Income tax expense 11.0 3.0 29.6 8.8 Interest expense, net 16.4 9.6 49.2 43.2 Depreciation and amortization, including accelerated depreciation and amortization 5.4 5.4 21.3 53.7 Loss on extinguishment and refinancing of debt, net — — 17.6 1.6 Separation costs 1.3 0.2 14.5 0.2 Stock-based compensation 3.1 1.9 11.0 7.3 Provision for legal matters 8.0 — 8.0 — Restructuring and facility closure costs, excluding accelerated depreciation 0.3 (0.1 ) 0.3 5.2 Resolution of dispute with former contract manufacturer 0.1 — 2.4 — Foreign currency loss on intercompany loans 0.3 0.2 1.0 0.1 Mark-to-market adjustments on commodity hedges 0.3 (0.2 ) 0.5 (0.2 ) Adjustment to TRA liability — — — (0.4 ) Net earnings attributable to redeemable noncontrolling interest — 30.8 33.7 86.8 **Adjusted EBITDA** $ 79.9 $ 60.5 $ 271.4 $ 233.9 **Adjusted EBITDA as a percentage of Net Sales** 21.1 % 17.8 % 19.8 % 18.8 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Fourth Quarter and Fiscal Year 2022 Conference Call Nov 2, 2022 ST. LOUIS, Nov. 02, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, November 18, 2022 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2022 and fiscal year 2023 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the fourth quarter after market close on Thursday, November 17, 2022. Interested parties may join the conference call by dialing (800) 245-3047 in the United States and (203) 518-9765 from outside of the United States. The conference identification number is BRBRQ422. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, November 25, 2022 by dialing (800) 839-2461 in the United States and (402) 220-7219 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces Upsizing and Pricing of Secondary Equity Offering of Shares of Common Stock Held by Post Aug 9, 2022 ST. LOUIS, Aug. 08, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE: BRBR) (“BellRing”) yesterday announced the pricing of its underwritten offering of shares of its common stock currently owned by Post Holdings, Inc. (“Post”), BellRing’s former parent company, at a public offering price of $23.50 per share. The offering was upsized from 10,808,473 shares to 14,800,000 shares of BellRing’s common stock. Post expects to exchange such shares of our common stock for certain indebtedness of Post held by J.P. Morgan Securities LLC, Barclays Bank PLC, Citicorp North America, Inc., Goldman Sachs Lending Partners LLC and Morgan Stanley & Co. LLC (collectively, the “term loan lenders”) prior to the closing of the offering. The term loan lenders or their designees (collectively, the “selling stockholders”) then expect to sell such shares of common stock to the underwriters in the offering. BellRing is not selling any shares of its common stock and will not receive any proceeds from the sale of the shares in the offering. The offering is expected to close on August 11, 2022, subject to customary closing conditions. Following the completion of the offering, Post will own 4,597,339 shares of common stock of BellRing. As part of and subject to the completion of the offering, BellRing intends to concurrently repurchase from the underwriters 800,000 shares out of the aggregate 14,800,000 shares of its common stock that are the subject of the offering. The price per share to be paid by BellRing will equal the price at which the underwriters will purchase the shares of BellRing’s common stock from the selling stockholders in the offering. J.P. Morgan Securities LLC, Barclays Capital Inc., Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are acting as joint lead book-runners and representatives of the underwriters for the offering. A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission (the “Commission”) and has become effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering is being made only by means of a prospectus supplement and an accompanying prospectus. A copy of the preliminary prospectus supplement and accompanying prospectus related to the offering may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204 or by e-mail at [prospectus-eq\_fi@jpmchase.com](mailto:prospectus-eq_fi@jpmchase.com); Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847 or by e-mail at ; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, by telephone at (866) 718-1649, Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at (800) 831-9146 or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526 or by e-mail at . You may also obtain a copy of the preliminary prospectus supplement and accompanying prospectus, without charge, by visiting the Commission’s website at . **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. All statements other than statements of historical fact included in this press release are forward-looking statements. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Commission. All forward-looking statements speak only as of the date of this press release. BellRing undertakes no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise other than as required under the federal securities laws. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. **Contact:** Investor Relations Daniel O’Rourke (314) 806-3959 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces Secondary Equity Offering of 10,808,473 Shares of Common Stock Held by Post Aug 8, 2022 ST. LOUIS, Aug. 08, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE: BRBR) (“BellRing”) today announced an underwritten offering of 10,808,473 shares of its common stock currently owned by Post Holdings, Inc. (“Post”), BellRing’s former parent company. Post expects to exchange such shares of our common stock for certain indebtedness of Post held by J.P. Morgan Securities LLC, Barclays Bank PLC, Citicorp North America, Inc., Goldman Sachs Lending Partners LLC and Morgan Stanley & Co. LLC (collectively, the “selling stockholders”) prior to the closing of the offering. The selling stockholders then expect to sell such shares of common stock to the underwriters in the offering. BellRing is not selling any shares of its common stock and will not receive any proceeds from the sale of the shares in the offering. Following the completion of the offering, Post is expected to own 8,588,866 shares of common stock of BellRing. As part of and subject to the completion of the offering, BellRing intends to concurrently repurchase from the underwriters 800,000 shares out of the aggregate 10,808,473 shares of its common stock that are the subject of the offering. The price per share to be paid by BellRing will equal the price at which the underwriters will purchase the shares of BellRing’s common stock from the selling stockholders in the offering. J.P. Morgan Securities LLC, Barclays Capital Inc., Morgan Stanley & Co. LLC, Citigroup Global Markets Inc. and Goldman Sachs & Co. LLC are acting as joint lead book-runners and representatives of the underwriters for the offering. The underwriters propose to offer the shares of common stock of BellRing from time to time for sale in one or more transactions on the NYSE, in the over-the-counter market, through negotiated transactions or otherwise at market prices prevailing at the time of sale, at prices related to prevailing market prices or at negotiated prices. A registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission (the “Commission”) and has become effective. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering is being made only by means of a prospectus supplement and an accompanying prospectus. A copy of the preliminary prospectus supplement and accompanying prospectus related to the offering may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (866) 803-9204 or by e-mail at [prospectus-eq\_fi@jpmchase.com](mailto:prospectus-eq_fi@jpmchase.com); Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (888) 603-5847 or by e-mail at ; Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014, by telephone at (866) 718-1649, Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, New York 11717, by telephone at (800) 831-9146 or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, by telephone at (866) 471-2526 or by e-mail at . You may also obtain a copy of the preliminary prospectus supplement and accompanying prospectus, without charge, by visiting the Commission’s website at . **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. All statements other than statements of historical fact included in this press release are forward-looking statements. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Commission. All forward-looking statements speak only as of the date of this press release. BellRing undertakes no obligations to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise other than as required under the federal securities laws. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. **Contact:** Investor Relations Daniel O’Rourke (314) 806-3959 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter of Fiscal Year 2022; Updates Fiscal Year 2022 Outlook Aug 4, 2022 ST. LOUIS, Aug. 04, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the third fiscal quarter ended June 30, 2022. **Highlights:** - **Third quarter net sales of $370.6 million** - **Operating profit of $67.5 million; net earnings available to common stockholders of $39.1 million and Adjusted EBITDA of $80.8 million** - **Updated fiscal year 2022 net sales guidance of $1.39-$1.42 billion and Adjusted EBITDA (non-GAAP) guidance of $262-$268 million** **Third Quarter Operating Results** Net sales were $370.6 million, an increase of 8.2%, or $28.0 million, compared to the prior year period. *Premier Protein* net sales increased 7.3% and volumes declined 9.4%; *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 6.3% and volumes declined 9.6%. *Premier Protein* net sales benefited from higher average net selling prices driven by price increases and reduced promotional activity. As discussed in previous earnings releases, capacity constraints across the broader shake contract manufacturer network have resulted in the allocation of certain products and reduced demand-driving promotional activity. Additionally, the business lapped a prior year period where shipments outpaced production, which, as expected, caused a sales volume reduction when compared to the prior year period. *Dymatize* net sales increased 16.8% and benefited from higher average net selling prices (driven by price increases) and favorable product mix. *Dymatize* volumes declined 28.0% driven by elasticities due to inflation-driven price increases, reduction in trade inventory, and lapping prior year promotional activities. Net sales of all other products decreased 1.1%. Dollar consumption of *Premier Protein* RTD shakes decreased 2.3% and *Dymatize* United States (“U.S.”) powder products increased 21.3% in the 13-week period ended July 2, 2022, as compared to the same period in 2021 (inclusive of NielsenIQ Total US xAOC including Convenience and management estimates of untracked channels). Gross profit was $120.2 million, or 32.4% of net sales, an increase of 8.0%, or $8.9 million compared to $111.3 million, or 32.5% of net sales, in the prior year period. Selling, general and administrative (“SG&A”) expenses were $47.8 million, or 12.9% of net sales, an increase of $5.2 million compared to $42.6 million, or 12.4% of net sales, in the prior year period. SG&A expenses in the third quarter of 2022 included a write-off of $2.3 million recorded in connection with the settlement of a previous dispute with a former contract manufacturer and $0.9 million of separation costs related to Post Holdings, Inc.’s (“Post”) distribution to its shareholders of 80.1% of Post’s interest in BellRing (the “Distribution” and, together with the transactions related thereto, the “Spin-off”). The settlement of the previous dispute with a former contract manufacturer and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $67.5 million, an increase of 31.1%, or $16.0 million, compared to $51.5 million in the prior year period. Operating profit in the third quarter of 2021 was negatively impacted by $11.8 million of accelerated amortization, which was incurred in connection with the discontinuance of a brand and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders were $39.1 million, an increase of 311.6%, or $29.6 million, compared to $9.5 million in the prior year period. Net earnings available to common stockholders in the prior year period excluded $29.0 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”). Net earnings per diluted share of common stock were $0.29, compared to $0.24 in the prior year period. Adjusted net earnings available to common stockholders were $42.5 million, or $0.31 per diluted share of common stock, compared to $11.8 million, or $0.30 per diluted share of common stock, in the prior year period. Adjusted EBITDA was $80.8 million, an increase of 14.6%, or $10.3 million, compared to $70.5 million in the prior year period. Adjusted EBITDA in the prior year period included an adjustment for the portion of BellRing Brands, LLC’s (“BellRing LLC”) consolidated net earnings which was allocated to NCI in the periods prior to the Spin-off, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Nine Month Operating Results** Net sales were $992.3 million, an increase of 9.4%, or $85.2 million, compared to the prior year period. *Premier Protein* net sales increased 6.2%, with volumes down 7.0%. *Dymatize* net sales increased 35.9%, with volumes flat. Net sales of all other products decreased 3.7%. Gross profit was $299.5 million, or 30.2% of net sales, an increase of 3.2%, or $9.3 million, compared to $290.2 million, or 32.0% of net sales, in the prior year period. The lower gross profit margin was driven by higher raw material costs (predominantly dairy-based proteins) and freight, as well as logistics inefficiencies (which resulted from capacity constraints). SG&A expenses were $133.5 million, or 13.5% of net sales, an increase of $4.4 million compared to $129.1 million, or 14.2% of net sales, in the prior year period. SG&A expenses in the nine months ended June 30, 2022 included $13.2 million of separation costs related to the Spin-off. SG&A expenses in the nine months ended June 30, 2021 included $5.3 million of restructuring and facility closure costs. Separation costs and restructuring and facility closure costs were treated as adjustments for non-GAAP measures. Operating profit was $151.3 million, an increase of 31.7%, or $36.4 million, compared to $114.9 million in the prior year period. Operating profit in the nine months ended June 30, 2021 was negatively impacted by $29.9 million of accelerated amortization, which was incurred in connection with the discontinuance of a brand and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders were $48.6 million, an increase of 171.5%, or $30.7 million, compared to $17.9 million in the prior year period. Net earnings included loss on extinguishment and refinancing of debt, net of $17.6 million and $1.6 million in the nine months ended June 30, 2022 and 2021, respectively, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders excluded $33.7 million of net earnings attributable to the Company’s redeemable NCI, compared to $56.0 million excluded in the prior year period. Net earnings per diluted share of common stock were $0.61, compared to $0.45 in the prior year period. Adjusted net earnings available to common stockholders were $67.0 million, or $0.84 per diluted share of common stock, compared to $25.7 million, or $0.65 per diluted share of common stock, in the prior year period. Adjusted EBITDA was $191.5 million, an increase of 10.4%, or $18.1 million, compared to $173.4 million in the prior year period. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI in the periods prior to the Spin-off, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Interest, Loss on Extinguishment and Refinancing of Debt and Income Tax** Interest expense, net was $15.9 million in the third quarter of 2022, compared to $9.5 million in the third quarter of 2021, with the increase driven by an increase in the aggregate principal amount of debt outstanding resulting from the Spin-off transactions. Interest expense, net was $32.8 million in the nine months ended June 30, 2022, compared to $33.6 million in the nine months ended June 30, 2021. Loss on extinguishment of debt, net of $17.6 million was recorded in the nine months ended June 30, 2022 in connection with BellRing LLC’s repayment of the entire principal balance of its term loan and termination of its prior credit agreement in the second quarter of 2022. Loss on refinancing of debt, net of $1.6 million was recorded in the nine months ended June 30, 2021 in connection with an opportunistic repricing of BellRing LLC’s term loan in the second quarter of 2021. Income tax expense was $12.5 million in the third quarter of 2022, an effective income tax rate of 24.2%, compared to $3.4 million in the third quarter of 2021, an effective income tax rate of 8.1%. Income tax expense was $18.6 million in the nine months ended June 30, 2022, an effective income tax rate of 18.4%, compared to $5.8 million in the nine months ended June 30, 2021, an effective income tax rate of 7.3% in the prior year period. In the three and nine months ended June 30, 2022, the increase in the effective income tax rate was driven primarily by inclusion of 100% of the items of income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off, and in the nine months ended June 30, 2022 by certain separation-related expenses incurred in connection with the Spin-off that were treated as non-deductible. In the three and nine months ended June 30, 2021, the effective income tax rate differed significantly from the statutory rate as a result of taking into account for U.S. federal, state and local income tax purposes its distributive share of the items of income, gain, loss and deduction of BellRing LLC in the periods prior to the Spin-off. **Share Repurchases** During the three months ended June 30, 2022, BellRing repurchased 0.1 million shares for $2.4 million at an average price of $22.94 per share. Prior to the Spin-off, BellRing repurchased 0.8 million shares of its common stock for $18.1 million at an average price of $23.34 per share; in connection with the Spin-off, these 0.8 million shares held in treasury stock were cancelled. As of June 30, 2022, BellRing had $47.6 million remaining under its share repurchase authorization. **Basis of Presentation** On March 10, 2022, Post’s distribution to its shareholders of 80.1% of its interest in BellRing was completed. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing LLC to its redeemable NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, there was no NCI in the consolidated net earnings of BellRing LLC. **Outlook** For fiscal year 2022, BellRing management has updated its guidance range for net sales to range between $1.39-$1.42 billion and Adjusted EBITDA to range between $262-$268 million (resulting in net sales and Adjusted EBITDA growth of 11%-14% and 12%-15%, respectively, over fiscal year 2021). BellRing management expects fiscal year 2022 capital expenditures of approximately $3 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for loss on extinguishment and refinancing of debt, separation costs, restructuring and facility closures costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, August 5, 2022 at 10:30 a.m. EDT to discuss financial results for the third quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (800) 459-5346 in the United States and (203) 518-9544 from outside of the United States. The conference identification number is BRBRQ322. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Saturday, August 13, 2022 by dialing (800) 839-5241 in the United States and (402) 220-2698 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales and Adjusted EBITDA and capital expenditures outlook for fiscal year 2022. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, including as a result of the ongoing conflict in Ukraine, disruptions in the U.S. and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - risks related to BellRing’s ongoing relationship with Post following the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Matt Mainer [matt.mainer@postholdings.com](https://www.globenewswire.com/Tracker?data=z0Z18TWeuA7fgurtwoNwpPKYBTZXXOXQJIRUgEGWva_5VFHvStjwY7SAg8z-b6GFzGHYw4zu3p9HL2nmAhdFG-OqRIgJi_wRcsGsrarodbu30SDbHYaXDyT6fewbIxkt) (314) 644-7618 Media Relations Lisa Hanly [lisa.hanly@bellringbrands.com](https://www.globenewswire.com/Tracker?data=lgQ_9katc6vgedRi98lWdnT7-Np6AQrueaiQ2KGW8bAbnTcqt3wlbb8PtR3JsL0kxT_tzAfc9R0wBoP7r_SCJa8o8k5syq-8E24IhDBGqd4De5seJUd1TfexKO1-pfIf) (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2022** **2021** **2022** **2021** **Net Sales** $ 370.6 $ 342.6 $ 992.3 $ 907.1 Cost of goods sold 250.4 231.3 692.8 616.9 **Gross Profit** 120.2 111.3 299.5 290.2 Selling, general and administrative expenses 47.8 42.6 133.5 129.1 Amortization of intangible assets 4.9 17.2 14.7 46.3 Other operating income, net — — — (0.1 ) **Operating Profit** 67.5 51.5 151.3 114.9 Interest expense, net 15.9 9.5 32.8 33.6 Loss on extinguishment and refinancing of debt, net — 0.1 17.6 1.6 **Earnings before Income Taxes** 51.6 41.9 100.9 79.7 Income tax expense 12.5 3.4 18.6 5.8 **Net Earnings Including Redeemable Noncontrolling Interest** 39.1 38.5 82.3 73.9 Less: Net earnings attributable to redeemable noncontrolling interest — 29.0 33.7 56.0 **Net Earnings Available to Common Stockholders** $ 39.1 $ 9.5 $ 48.6 $ 17.9 **Earnings per share of Common Stock:** Basic $ 0.29 $ 0.24 $ 0.61 $ 0.45 Diluted $ 0.29 $ 0.24 $ 0.61 $ 0.45 **Weighted-Average shares of Common Stock Outstanding:** Basic 136.3 39.5 79.5 39.5 Diluted 136.7 39.7 79.7 39.7 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **June 30, 2022** **September 30, 2021** **ASSETS** **Current Assets** Cash and cash equivalents $ 34.7 $ 152.6 Receivables, net 148.8 103.9 Inventories 227.9 117.9 Prepaid expenses and other current assets 11.7 13.7 **Total Current Assets** 423.1 388.1 Property, net 8.3 8.9 Goodwill 65.9 65.9 Intangible assets, net 208.3 223.1 Other assets 9.5 10.5 **Total Assets** $ 715.1 $ 696.5 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Current portion of long-term debt $ — $ 116.3 Accounts payable 117.4 91.9 Other current liabilities 59.6 43.1 **Total Current Liabilities** 177.0 251.3 Long-term debt 914.2 481.2 Deferred income taxes 5.0 7.6 Other liabilities 8.5 21.9 **Total Liabilities** 1,104.7 762.0 Redeemable noncontrolling interest — 2,997.3 **Stockholders’ Deficit** Preferred stock — — Common stock 1.4 0.4 Additional paid-in capital 4.0 — Accumulated deficit (389.3 ) (3,059.7 ) Accumulated other comprehensive loss (3.3 ) (3.5 ) Treasury stock, at cost (2.4 ) — **Total Stockholders’ Deficit** (389.6 ) (3,062.8 ) **Total Liabilities and Stockholders’ Deficit** $ 715.1 $ 696.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Nine Months Ended** **June 30,** **2022** **2021** **Cash provided by (used in):** Operating activities $ 11.4 $ 145.9 Investing activities (1.2 ) (0.8 ) Financing activities (127.7 ) (105.0 ) Effect of exchange rate changes on cash and cash equivalents (0.4 ) 0.6 **Net (decrease) increase in cash and cash equivalents** $ (117.9 ) $ 40.7 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Loss on extinguishment and refinancing of debt, net*: BellRing has excluded losses recorded on extinguishment and refinancing of debt, inclusive of the write-off of debt issuance costs and deferred financing fees and the write-off of net unamortized debt discounts, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Separation costs*: BellRing has excluded certain expenses incurred (i) to effect its separation from Post, (ii) in connection with Post’s distribution of 80.1% of its interest in BellRing and (iii) to support its transition into a separate stand-alone, publicly-traded entity, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. e. *Resolution of dispute with former contract manufacturer*: BellRing has excluded certain non-cash write-offs recorded in connection with the resolution of a dispute with a former contract manufacturer as the amount and frequency of such losses are not consistent. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. f. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. g. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. h. *Adjustment to tax receivable agreement (“TRA”) liability*: BellRing has excluded adjustments to its TRA liability as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these adjustments do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. i. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to redeemable NCI in the periods prior to the Spin-off in the calculation of Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock. j. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization, and the following adjustments discussed above: loss on extinguishment and refinancing of debt, net, separation costs, restructuring and facility closure costs excluding accelerated depreciation, resolution of dispute with former contract manufacturer, foreign currency gain/loss on intercompany loans, mark-to-market adjustments on commodity hedges and adjustment to TRA liability. Additionally, Adjusted EBITDA reflects adjustments for the following items: k. *Stock-based compensation*: BellRing’s compensation strategy after the initial public offering (the “IPO”) includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. l. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which was allocated to redeemable NCI for the periods prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2022** **2021** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 39.1 $ 9.5 $ 48.6 $ 17.9 **Adjustments:** Accelerated amortization — 11.8 — 29.9 Loss on extinguishment and refinancing of debt, net — 0.1 17.6 1.6 Separation costs 0.9 — 13.2 — Restructuring and facility closure costs, including accelerated depreciation — 0.1 — 5.6 Resolution of dispute with former contract manufacturer 2.3 — 2.3 — Foreign currency loss (gain) on intercompany loans 0.4 (0.1 ) 0.7 (0.1 ) Mark-to-market adjustments on commodity hedges 0.7 — 0.2 — Adjustment to TRA liability — (0.4 ) — (0.4 ) NCI adjustment — (8.5 ) (12.5 ) (26.3 ) **Total Net Adjustments** 4.3 3.0 21.5 10.3 Income tax effect on adjustments (1) (0.9 ) (0.7 ) (3.1 ) (2.5 ) **Adjusted Net Earnings Available to Common Stockholders** $ 42.5 $ 11.8 $ 67.0 $ 25.7 (1) For the periods subsequent to the Spin-off (March 11, 2022 through June 30, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022 and for the three and nine months ended June 30, 2021), income tax effect on adjustments was calculated on all items, except for separation costs, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%, and income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2022** **2021** **2022** **2021** **Diluted Earnings per share of Common Stock** $ 0.29 $ 0.24 $ 0.61 $ 0.45 **Adjustments:** Accelerated amortization — 0.30 — 0.75 Loss on extinguishment and refinancing of debt, net — — 0.22 0.04 Separation costs 0.01 — 0.17 — Restructuring and facility closure costs, including accelerated depreciation — — — 0.14 Resolution of dispute with former contract manufacturer 0.02 — 0.03 — Foreign currency loss (gain) on intercompany loans — — 0.01 — Mark-to-market adjustments on commodity hedges — — — — Adjustment to TRA liability — (0.01 ) — (0.01 ) NCI adjustment — (0.21 ) (0.16 ) (0.66 ) **Total Net Adjustments** 0.03 0.08 0.27 0.26 Income tax effect on adjustments (1) (0.01 ) (0.02 ) (0.04 ) (0.06 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.31 $ 0.30 $ 0.84 $ 0.65 (1) For the periods subsequent to the Spin-off (March 11, 2022 through June 30, 2022), income tax effect on adjustments was calculated on all items, except for separation costs, using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022 and for the three and nine months ended June 30, 2021), income tax effect on adjustments was calculated on all items, except for separation costs, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%, and income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2022** **2021** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 39.1 $ 9.5 $ 48.6 $ 17.9 Income tax expense 12.5 3.4 18.6 5.8 Interest expense, net 15.9 9.5 32.8 33.6 Depreciation and amortization, including accelerated depreciation and amortization 5.3 17.7 15.9 48.3 Loss on extinguishment and refinancing of debt, net — 0.1 17.6 1.6 Separation costs 0.9 — 13.2 — Stock-based compensation 3.7 1.8 7.9 5.4 Restructuring and facility closure costs, excluding accelerated depreciation — — — 5.3 Resolution of dispute with former contract manufacturer 2.3 — 2.3 — Foreign currency loss (gain) on intercompany loans 0.4 (0.1 ) 0.7 (0.1 ) Mark-to-market adjustments on commodity hedges 0.7 — 0.2 — Adjustment to TRA liability — (0.4 ) — (0.4 ) Net earnings attributable to redeemable noncontrolling interest — 29.0 33.7 56.0 **Adjusted EBITDA** $ 80.8 $ 70.5 $ 191.5 $ 173.4 **Adjusted EBITDA as a percentage of Net Sales** 21.8 % 20.6 % 19.3 % 19.1 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Third Quarter Fiscal Year 2022 Conference Call Jul 14, 2022 ST. LOUIS, July 14, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, August 5, 2022 at 10:30 a.m. EDT to discuss financial results for the third quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the third quarter after market close on Thursday, August 4, 2022. Interested parties may join the conference call by dialing (800) 459-5346 in the United States and (203) 518-9544 from outside of the United States. The conference identification number is BRBRQ322. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Saturday, August 13, 2022 by dialing (800) 839-5241 in the United States and (402) 220-2698 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces New Share Repurchase Authorization of $50 Million May 23, 2022 **St. Louis – December 5, 2022** – BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors has approved a new $50 million share repurchase authorization, with share repurchases under the new authorization beginning on December 5, 2022. As of December 5, 2022, BellRing had repurchased approximately $45 million under its previous $50 million share repurchase authorization. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as ​“believe,” ​“should,” ​“could,” ​“potential,” ​“continue,” ​“expect,” ​“project,” ​“estimate,” ​“predict,” ​“anticipate,” ​“aim,” ​“intend,” ​“plan,” ​“forecast,” ​“target,” ​“is likely,” ​“will,” ​“can,” ​“may” or ​“would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit www​.bell​ring​.com. **Contact:** Investor Relations Jennifer Meyer jennifer.​meyer@​bellringbrands.​com (314) 644‑7665ST. LOUIS, May 23, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors approved a $50 million share repurchase authorization over the next two years. In connection with the completion of the spin-off from Post Holdings, Inc. on March 10, 2022, BellRing’s prior share repurchase authorization is no longer applicable. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=5iT7-uvzPc1arawTm8GgnthUaaHHO3HcScRGYUB5mILgx36y3NrCS8c8GqbZcUXLwgK2WnDtT6x0ZSaJ44GgpMGcdnmg3Q0BPGNj3KfOe2xeJeikuiPReOeoZyKOQ3-J) (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter of Fiscal Year 2022; Raises Fiscal Year 2022 Outlook May 5, 2022 ST. LOUIS, May 05, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the second fiscal quarter ended March 31, 2022. **Highlights:** - **Second quarter net sales of $315.2 million** - **Operating profit of $33.2 million; net earnings available to common stockholders of $1.3 million and Adjusted EBITDA of $50.9 million** - **Raised fiscal year 2022 net sales guidance to $1.39-$1.43 billion and Adjusted EBITDA (non-GAAP) guidance to $258-$268 million** **Basis of Presentation** On March 10, 2022, Post Holdings, Inc.’s (“Post”) distribution to its shareholders of 80.1% of its interest in BellRing was completed (the “Distribution” and, together with the other transactions described in “Spin-off from Post,” the “Spin-off”). As a result of the Spin-off, BellRing became the new public parent company of, and successor issuer to, BellRing Intermediate Holdings, Inc. (which was previously named “BellRing Brands, Inc.” and is now a wholly-owned subsidiary of BellRing) (“Old BellRing”). BellRing was previously named “BellRing Distribution, LLC” and was renamed “BellRing Brands, Inc.” upon conversion to a Delaware corporation. Please see “Spin-off from Post” later in this release for more information. From October 21, 2019 through March 10, 2022, BellRing allocated a portion of the consolidated net earnings of BellRing Brands, LLC (“BellRing LLC”) to its redeemable noncontrolling interest (“NCI”), reflecting the entitlement of Post to a portion of the consolidated net earnings. Subsequent to the Spin-off, there was no NCI in the consolidated net earnings of BellRing LLC. **Second Quarter Operating Results** Net sales were $315.2 million, an increase of 11.7%, or $33.1 million, compared to the prior year period. *Premier Protein* net sales increased 6.5% and volumes declined 4.4%; *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 8.4% and volumes declined 3.9%. *Premier Protein* net sales benefited from higher average net selling prices driven by reduced promotional activity and price increases. As discussed in previous earnings releases, capacity constraints across the broader shake contract manufacturer network have resulted in certain products placed on allocation and reduced demand-driving promotional activity which caused an expected reduction in volumes sold when compared to the prior year period. *Dymatize* net sales increased 54.9%, with volumes up 25.1%, and benefited from (i) higher average net selling prices (driven by price increases and a favorable product and customer mix), (ii) strong velocities driven in part by continued category momentum and (iii) distribution gains. Net sales of all other products decreased 12.9%. Dollar consumption of *Premier Protein* RTD shakes decreased 2.0% and *Dymatize* United States (“U.S.”) powder products increased 45.6% in the 13-week period ended April 2, 2022, as compared to the same period in 2021 (inclusive of NielsenIQ Total US xAOC including Convenience and management estimates of untracked channels). Gross profit was $87.0 million, or 27.6% of net sales, flat compared to $87.0 million, or 30.8% of net sales, in the prior year period. The lower gross profit margin was driven by higher raw material costs (predominantly dairy-based proteins) and freight, as well as higher-than-expected logistics inefficiencies (which resulted from capacity constraints). Selling, general and administrative (“SG&A”) expenses were $48.9 million, or 15.5% of net sales, an increase of $0.7 million compared to $48.2 million, or 17.1% of net sales, in the prior year period. SG&A expenses in the second quarter of 2022 included $10.3 million of separation costs related to the Spin-off. SG&A expenses in the second quarter of 2021 included $0.7 million of restructuring and facility closure costs. Separation costs and restructuring and facility closure costs were treated as adjustments for non-GAAP measures. Operating profit was $33.2 million, an increase of 112.8%, or $17.6 million, compared to $15.6 million in the prior year period. Operating profit in the second quarter of 2021 was negatively impacted by $17.7 million of accelerated amortization, which was incurred in connection with the discontinuance of a brand and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders was $1.3 million, an increase of 116.7%, or $0.7 million, compared to $0.6 million in the prior year period. Net earnings included loss on extinguishment and refinancing of debt of $17.6 million and $1.5 million in the second quarter of 2022 and 2021, respectively, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders excluded $2.6 million of net earnings attributable to the Company’s redeemable NCI, compared to $1.9 million excluded in the prior year period. Net earnings per diluted share of common stock were $0.02 in both the second quarter of 2022 and 2021. Adjusted net earnings available to common stockholders were $14.5 million, or $0.23 per diluted share of common stock, compared to $5.0 million, or $0.13 per diluted share of common stock, in the prior year period. Adjusted EBITDA was $50.9 million, an increase of 20.6%, or $8.7 million, compared to $42.2 million in the prior year period. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI in the periods prior to the Spin-off, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Six Month Operating Results** Net sales were $621.7 million, an increase of 10.1%, or $57.2 million, compared to the prior year period. *Premier Protein* net sales increased 5.5%, with volumes down 5.6%. *Dymatize* net sales increased 48.2%, with volumes up 16.3%. Net sales of all other products decreased 5.5%. Gross profit was $179.3 million, or 28.8% of net sales, an increase of 0.2%, or $0.4 million, compared to $178.9 million, or 31.7% of net sales, in the prior year period. The lower gross profit margin was driven by higher raw material costs (predominantly dairy-based proteins) and freight, as well as logistics inefficiencies (which resulted from capacity constraints). SG&A expenses were $85.7 million, or 13.8% of net sales, a decrease of $0.8 million compared to $86.5 million, or 15.3% of net sales, in the prior year period. SG&A expenses in the six months ended March 31, 2022 included $12.3 million of separation costs related to the Spin-off. SG&A expenses in the six months ended March 31, 2021 included $5.3 million of restructuring and facility closure costs. Separation costs and restructuring and facility closure costs were treated as adjustments for non-GAAP measures. Operating profit was $83.8 million, an increase of 32.2%, or $20.4 million, compared to $63.4 million in the prior year period. Operating profit in the six months ended March 31, 2021 was negatively impacted by $18.1 million of accelerated amortization, which was incurred in connection with the discontinuance of a brand and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders were $9.5 million, an increase of 13.1%, or $1.1 million, compared to $8.4 million in the prior year period. Net earnings included loss on extinguishment and refinancing of debt of $17.6 million and $1.5 million in the six months ended March 31, 2022 and 2021, respectively, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Net earnings available to common stockholders excluded $33.7 million of net earnings attributable to the Company’s redeemable NCI, compared to $27.0 million excluded in the prior year period. Net earnings per diluted share of common stock were $0.19, compared to $0.21 in the prior year period. Adjusted net earnings available to common stockholders were $24.5 million, or $0.48 per diluted share of common stock, compared to $13.8 million, or $0.35 per diluted share of common stock, in the prior year period. Adjusted EBITDA was $110.7 million, an increase of 7.6%, or $7.8 million, compared to $102.9 million in the prior year period. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI in the periods prior to the Spin-off, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Interest, Loss on Extinguishment and Refinancing of Debt and Income Tax** Interest expense, net was $8.5 million in the second quarter of 2022, compared to $11.3 million in the second quarter of 2021. Interest expense, net was $16.9 million in the six months ended March 31, 2022, compared to $24.1 million in the six months ended March 31, 2021. The decrease in both periods was primarily driven by a reduction in the average amount of aggregate principal amount of debt outstanding during the current year period when compared to the prior year period. As of March 31, 2022, BellRing had $949.0 million in total principal value of debt. Please see “Spin-off from Post” later in this release for more information on the change in debt that occurred in the second quarter of 2022. Loss on extinguishment of debt, net of $17.6 million was recorded in the three and six months ended March 31, 2022 in connection with BellRing LLC’s repayment of the entire principal balance of its term loan and termination of its prior credit agreement. Loss on refinancing of debt, net of $1.5 million was recorded in the three and six months ended March 31, 2021 in connection with an opportunistic repricing of BellRing LLC’s term loan. Income tax expense was $3.2 million in the second quarter of 2022, an effective income tax rate of 45.1%, compared to $0.3 million in the second quarter of 2021, an effective income tax rate of 10.7%. Income tax expense was $6.1 million in the six months ended March 31, 2022, an effective income tax rate of 12.4%, compared to $2.4 million in the six months ended March 31, 2021, an effective income tax rate of 6.3% in the prior year period. In the three and six months ended March 31, 2022, the increase in the effective income tax rate was driven primarily by (i) certain separation-related expenses incurred in connection with the Spin-off that were treated as non-deductible and (ii) inclusion of 100% of the items of income, gain, loss and deduction of BellRing LLC in the periods subsequent to the Spin-off. In the three and six months ended March 31, 2021, the effective income tax rate differed significantly from the statutory rate as a result of taking into account for U.S. federal, state and local income tax purposes its distributive share of the items of income, gain, loss and deduction of BellRing LLC in the periods prior to the Spin-off. **Share Repurchases** BellRing did not repurchase any shares of its common stock during the second quarter of 2022. During the six months ended March 31, 2022, BellRing repurchased 0.8 million shares of its common stock for $18.1 million at an average price of $23.34 per share. In connection with the Spin-off, the 0.8 million shares held in treasury stock were cancelled. **Spin-off from Post** On March 10, 2022, Post completed the Distribution of 80.1% of Post’s interest in the BellRing business to Post shareholders through a distribution of 78.1 million shares of common stock of BellRing on a pro rata basis in which Post shareholders received 1.267788 shares of BellRing common stock for each share of Post common stock held as of February 25, 2022. Post retained 19.4 million shares of BellRing common stock and as of March 31, 2022, Post owned 14.2% of BellRing common stock. As of March 31, 2022, there were 136.4 million shares of BellRing common stock outstanding. At the time of the Distribution, a subsidiary of BellRing merged with and into Old BellRing and each outstanding share of Old BellRing Class A common stock was converted into one share of BellRing common stock and $2.97 in cash. As a result of certain contributions made in connection with the transaction, BellRing received $550.4 million from Post in exchange for certain limited liability company interests of BellRing (prior to the conversion of BellRing into a Delaware corporation) and the right to receive $840.0 million in aggregate principal amount of BellRing’s senior notes described below. In connection with the Spin-off, (i) BellRing issued $840.0 million in aggregate principal amount of 7.00% senior notes due 2030 and borrowed $109.0 million in aggregate principal amount under a new revolving credit agreement, and (ii) BellRing LLC repaid the entire principal balance of $519.8 million outstanding under its term loan. **COVID-19 Commentary** BellRing continues to closely monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring the health and safety of its employees and serving customers and consumers. BellRing’s primary categories returned to growth rates in line with their pre-pandemic levels during the fourth quarter of fiscal year 2020 and have remained strong in subsequent periods. As the overall economy continues to recover from the impact of the COVID-19 pandemic, input and freight inflation and labor and input availability are pressuring BellRing’s supply chain. Lower than anticipated production and delays in capacity expansion across the broader third party shake contract manufacturer network have resulted in low inventories and missed sales. Service levels and fill rates remain below normal levels, and certain products have been placed on allocation. These factors are improving but expected to persist throughout fiscal year 2022 and are dependent upon BellRing’s contract manufacturer partners’ ability to deliver committed volumes, add capacity on expected timelines, retain manufacturing staff and rebuild inventory levels. Raw material, packaging and freight inflation has been widespread, rapid and significant, and has put downward pressure on profit margins. As a result, BellRing has taken pricing actions on nearly all products. **Outlook** For fiscal year 2022, BellRing management has raised its guidance range for net sales to $1.39-$1.43 billion from $1.36-$1.41 billion and Adjusted EBITDA to $258-$268 million from $255-$265 million (resulting in net sales and Adjusted EBITDA growth of 11%-15% and 10%-15%, respectively, over fiscal year 2021). Gross margins are expected to improve in the second half of fiscal year 2022 when compared to the first half of fiscal year 2022 as a result of recent pricing actions. BellRing management expects fiscal year 2022 capital expenditures of approximately $3 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for loss on extinguishment and refinancing of debt, separation costs, restructuring and facility closures costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, May 6, 2022 at 10:30 a.m. EDT to discuss financial results for the second quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (866) 831-8713 in the United States and (203) 518-9713 from outside of the United States. The conference identification number is BRBRQ222. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, May 13, 2022 by dialing (800) 934-7879 in the United States and (402) 220-6986 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2022, the effect of the COVID-19 pandemic on BellRing’s business and BellRing’s continuing response to the COVID-19 pandemic. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, including as a result of the ongoing conflict in Ukraine, disruptions in the U.S. and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - risks related to BellRing’s ongoing relationship with Post following the Spin-off, including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the previously completed Spin-off, including BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the Distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the Distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the SEC. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2022** **2021** **2022** **2021** **Net Sales** $ 315.2 $ 282.1 $ 621.7 $ 564.5 Cost of goods sold 228.2 195.1 442.4 385.6 **Gross Profit** 87.0 87.0 179.3 178.9 Selling, general and administrative expenses 48.9 48.2 85.7 86.5 Amortization of intangible assets 4.9 23.2 9.8 29.1 Other operating income, net — — — (0.1 ) **Operating Profit** 33.2 15.6 83.8 63.4 Interest expense, net 8.5 11.3 16.9 24.1 Loss on extinguishment and refinancing of debt, net 17.6 1.5 17.6 1.5 **Earnings before Income Taxes** 7.1 2.8 49.3 37.8 Income tax expense 3.2 0.3 6.1 2.4 **Net Earnings Including Redeemable Noncontrolling Interest** 3.9 2.5 43.2 35.4 Less: Net earnings attributable to redeemable noncontrolling interest 2.6 1.9 33.7 27.0 **Net Earnings Available to Common Stockholders** $ 1.3 $ 0.6 $ 9.5 $ 8.4 **Earnings per share of Common Stock:** Basic $ 0.02 $ 0.02 $ 0.19 $ 0.21 Diluted $ 0.02 $ 0.02 $ 0.19 $ 0.21 **Weighted-Average shares of Common Stock Outstanding:** Basic 62.7 39.5 51.0 39.5 Diluted 62.9 39.7 51.2 39.6 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2022** **September 30, 2021** **ASSETS** **Current Assets** Cash and cash equivalents $ 69.5 $ 152.6 Receivables, net 132.5 103.9 Inventories 144.7 117.9 Prepaid expenses and other current assets 12.8 13.7 **Total Current Assets** 359.5 388.1 Property, net 8.9 8.9 Goodwill 65.9 65.9 Intangible assets, net 213.3 223.1 Other assets 10.1 10.5 **Total Assets** $ 657.7 $ 696.5 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Current portion of long-term debt $ — $ 116.3 Accounts payable 85.5 91.9 Other current liabilities 45.1 43.1 **Total Current Liabilities** 130.6 251.3 Long-term debt 938.8 481.2 Deferred income taxes 7.9 7.6 Other liabilities 9.2 21.9 **Total Liabilities** 1,086.5 762.0 Redeemable noncontrolling interest — 2,997.3 **Stockholders’ Deficit** Preferred stock — — Common stock 1.4 0.4 Additional paid-in capital 0.4 — Accumulated deficit (428.4 ) (3,059.7 ) Accumulated other comprehensive loss (2.2 ) (3.5 ) Treasury stock, at cost — — **Total Stockholders’ Deficit** (428.8 ) (3,062.8 ) **Total Liabilities and Stockholders’ Deficit** $ 657.7 $ 696.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Six Months Ended** **March 31,** **2022** **2021** **Cash provided by (used in):** Operating activities $ 17.6 $ 73.8 Investing activities (1.1 ) (0.5 ) Financing activities (99.5 ) (89.4 ) Effect of exchange rate changes on cash and cash equivalents (0.1 ) 0.6 **Net decrease in cash and cash equivalents** $ (83.1 ) $ (15.5 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to common stockholders, Adjusted diluted earnings per share of common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock BellRing believes Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Loss on extinguishment and refinancing of debt, net*: BellRing has excluded losses recorded on extinguishment and refinancing of debt, inclusive of the write-off of debt issuance costs and deferred financing fees and the write-off of net unamortized debt discounts, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Separation costs*: BellRing has excluded certain expenses incurred (i) to effect its separation from Post, (ii) in connection with Post’s distribution of 80.1% of its interest in BellRing and (iii) to support its transition into a separate stand-alone, publicly-traded entity, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. e. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. f. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. g. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to redeemable NCI in the periods prior to the Spin-off in the calculation of Adjusted net earnings available to common stockholders and Adjusted diluted earnings per share of common stock. h. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization, and the following adjustments discussed above: loss on extinguishment and refinancing of debt, net, separation costs, restructuring and facility closure costs excluding accelerated depreciation, foreign currency gain/loss on intercompany loans and mark-to-market adjustments on commodity hedges. Additionally, Adjusted EBITDA reflects adjustments for the following items: i. *Stock-based compensation*: BellRing’s compensation strategy after the initial public offering (the “IPO”) includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. j. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which was allocated to redeemable NCI for the periods prior to the Spin-off, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2022** **2021** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 1.3 $ 0.6 $ 9.5 $ 8.4 **Adjustments:** Accelerated amortization — 17.7 — 18.1 Loss on extinguishment and refinancing of debt, net 17.6 1.5 17.6 1.5 Separation costs 10.3 — 12.3 — Restructuring and facility closure costs, including accelerated depreciation — 0.8 — 5.5 Foreign currency loss on intercompany loans 0.1 0.3 0.3 — Mark-to-market adjustments on commodity hedges (0.2 ) — (0.5 ) — NCI adjustment (12.6 ) (14.5 ) (12.5 ) (17.9 ) **Total Net Adjustments** 15.2 5.8 17.2 7.2 Income tax effect on adjustments (1) (2.0 ) (1.4 ) (2.2 ) (1.8 ) **Adjusted Net Earnings Available to Common Stockholders** $ 14.5 $ 5.0 $ 24.5 $ 13.8 (1) For the periods subsequent to the Spin-off (March 11, 2022 through March 31, 2022), income tax effect on adjustments was calculated on all items using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022 and for the three and six months ended March 31, 2021), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF COMMON STOCK (Unaudited)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2022** **2021** **2022** **2021** **Diluted Earnings per share of Common Stock** $ 0.02 $ 0.02 $ 0.19 $ 0.21 **Adjustments:** Accelerated amortization — 0.45 — 0.46 Separation costs 0.16 — 0.24 — Restructuring and facility closure costs, including accelerated depreciation — 0.02 — 0.14 Loss on extinguishment and refinancing of debt, net 0.28 0.04 0.34 0.04 Foreign currency loss on intercompany loans — 0.01 — — Mark-to-market adjustments on commodity hedges — — (0.01 ) — NCI adjustment (0.20 ) (0.37 ) (0.24 ) (0.45 ) **Total Net Adjustments** 0.24 0.15 0.33 0.19 Income tax effect on adjustments (1) (0.03 ) (0.04 ) (0.04 ) (0.05 ) **Adjusted Diluted Earnings per share of Common Stock** $ 0.23 $ 0.13 $ 0.48 $ 0.35 (1) For the periods subsequent to the Spin-off (March 11, 2022 through March 31, 2022), income tax effect on adjustments was calculated on all items using a rate of 24.0%. For the periods prior to the Spin-off (October 1, 2021 through March 10, 2022 and for the three and six months ended March 31, 2021), income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For all periods, income tax effect for separation costs was calculated using a rate of 8.0%. For the periods prior to the Spin-off, income tax effect for NCI adjustment was calculated using a rate of 0.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2022** **2021** **2022** **2021** **Net Earnings Available to Common Stockholders** $ 1.3 $ 0.6 $ 9.5 $ 8.4 Income tax expense 3.2 0.3 6.1 2.4 Interest expense, net 8.5 11.3 16.9 24.1 Depreciation and amortization, including accelerated depreciation and amortization 5.3 23.9 10.6 30.6 Loss on extinguishment and refinancing of debt, net 17.6 1.5 17.6 1.5 Separation costs 10.3 — 12.3 — Restructuring and facility closure costs, excluding accelerated depreciation — 0.7 — 5.3 Stock-based compensation 2.2 1.7 4.2 3.6 Foreign currency loss on intercompany loans 0.1 0.3 0.3 — Mark-to-market adjustments on commodity hedges (0.2 ) — (0.5 ) — Net earnings attributable to redeemable noncontrolling interest 2.6 1.9 33.7 27.0 **Adjusted EBITDA** $ 50.9 $ 42.2 $ 110.7 $ 102.9 **Adjusted EBITDA as a percentage of Net Sales** 16.1 % 15.0 % 17.8 % 18.2 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Second Quarter Fiscal Year 2022 Conference Call Apr 13, 2022 ST. LOUIS, April 13, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, May 6, 2022 at 10:30 a.m. EDT to discuss financial results for the second quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the second quarter after market close on Thursday, May 5, 2022. Interested parties may join the conference call by dialing (866) 831-8713 in the United States and (203) 518-9713 from outside of the United States. The conference identification number is BRBRQ222. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, May 13, 2022 by dialing (800) 934-7879 in the United States and (402) 220-6986 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Dymatize Launches New Website with Elevated User Experience, Improved Shopability Mar 16, 2022 Those committed to their fitness journey can now browse by performance goal, locate products with improved where-to-buy technology **EMERYVILLE, Calif., March 16, 2022 –** [Dymatize](https://www.dymatize.com/), the world’s most trusted sports nutrition brand, announced today the launch of its newly redesigned website, packed with product recommendations, fitness and nutrition resources, and macro-friendly recipes. Dymatize’s easy-to-use site navigation boasts a simple interface where users can interact with unique curated content that is categorized by performance goals. The website also features a streamlined, where-to-buy user experience to conveniently search and locate products, both in-store and online. “In the past two years, we’ve conducted significant market research to better understand how our brand is perceived and, more importantly, what our customers want and need. The output of our research inspired us to redesign the look and feel of our website and social pages,” said Priya Kumar, Director of Marketing at Dymatize. ​“My team worked hard alongside our highly-skilled digital marketing agencies to design an online experience that is a better reflection of our brand today and gives our consumers the right information to meet their performance goals.” The website’s redesign is one of many digital updates for Dymatize as the brand has also revamped its social content strategy to better engage with consumers. There will be additional site functionality launching in April, most excitingly, a macro calculator that provides suggested macronutrient targets based on users’ habits and goals. “We’re really proud of what our team has developed,” Kumar added. ​“Our new digital footprint does a great job showcasing the Dymatize brand in an engaging, powerful way.” To visit the new site or to learn more about Dymatize and its products, visit [www​.dyma​tize​.com.](http://www.dymatize.com/) \### **About Dymatize** Dymatize is committed to bringing athletes the most innovative and effective sports nutrition products available anywhere. With real science as the backbone for every product, Dymatize works with researchers and scientists from around the world to ensure products support resistance-training and fitness goals without compromising safety. Based in Emeryville, California, and part of BellRing Brands, Inc., Dymatize manufactures all products in Good Manufacturing Practices (GMP) certified facilities and ensures only high-quality ingredients are used. All protein powders are Informed-Choice Certified to ensure they are tested to be banned substance free. For more information about Dymatize and its products, visit [www​.Dyma​tize​.com](https://c212.net/c/link/?t=0&l=en&o=3326489-1&h=2565525461&u=http%3A%2F%2Fwww.dymatize.com%2F&a=www.Dymatize.com). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com/). **Media Contact**: Ebony Newman, [enewman@​sedlockpartners.​com](mailto:enewman@sedlockpartners.com), 937−407−0413 --- # Corporate & Financial ## Post Holdings and BellRing Brands Announce Completion of the Spin-Off of 80.1% of Post’s Interest in BellRing Mar 10, 2022 **ST. LOUIS, March 10, 2022** — Post Holdings, Inc. (NYSE:POST) (“Post”) and BellRing Brands, Inc. (NYSE:BRBR) (“New BellRing”) today announced the completion of the spin-off of 80.1% of Post’s interest in New BellRing to Post shareholders. Under the previously disclosed terms of the transaction, Post distributed an aggregate of 78,076,841 shares of common stock of New BellRing (which was previously named ​“BellRing Distribution, LLC” and was renamed ​“BellRing Brands, Inc.” upon conversion into a Delaware corporation) after market close at 4:01 p.m. Eastern Time on March 10, 2022 (the ​“distribution date”) on a pro rata basis to Post shareholders (the ​“distribution”). Based on the shares of Post common stock outstanding as of February 25, 2022, the record date for the distribution, Post shareholders received 1.267788 shares of New BellRing common stock in the distribution for each share of Post common stock held. No fractional shares of New BellRing were issued in the distribution, and instead, Post shareholders will receive cash in lieu of any fractional shares of New BellRing common stock. The spin-off was structured in a manner intended to qualify as a tax-free distribution to Post shareholders for U.S. federal income tax purposes, except to the extent of any cash received in lieu of fractional shares of New BellRing common stock. Upon completion of the distribution, a subsidiary of New BellRing merged (the ​“merger”) with and into BellRing Intermediate Holdings, Inc. (which was previously named ​“BellRing Brands, Inc.”) (“Old BellRing”) and each outstanding share of Old BellRing Class A common stock was converted into one share of New BellRing common stock and $2.97 in cash, which amount was determined in accordance with the agreement that governed the transaction. New BellRing common stock will be traded under the ticker symbol ​“BRBR”. As a result of certain contributions made in connection with the transaction, Post received incremental value in an amount that, based on the percentage of the outstanding BellRing Brands, LLC nonvoting membership units owned by Post prior to the distribution, was $289.5 million. Following the distribution and the merger, Post owns 14.2% of the New BellRing common stock and Post shareholders own 57.3% of the New BellRing common stock. The holders of Old BellRing Class A common stock prior to the merger maintained their 28.5% effective ownership interest in the BellRing business. In addition, as a result of the completion of the transaction, including the contribution by Post of the sole outstanding share of Old BellRing Class B common stock (which represented 67% of the total voting power of the outstanding Old BellRing common stock), the dual class voting structure in the BellRing business has been eliminated. **Two-Way Trading for Post Common Stock on the NYSE** Beginning on February 24, 2022, and continuing through the close of trading on March 10, 2022, there were two markets in Post common stock on the New York Stock Exchange (the ​“NYSE”): a ​“regular way” market and an ​“ex-distribution” market. During this period of two-way trading in Post common stock, a Post shareholder could sell the right to his or her shares of New BellRing common stock that he or she would receive pursuant to the distribution in a ​“when issued” market. Starting tomorrow, March 11, 2022, the ​“when issued” market will be discontinued. In all cases, investors are encouraged to consult with their financial advisors regarding the specific implications of any sales of Post common stock through the close of trading today. **Forward-Looking Statements** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding the intended tax treatment of the distribution to Post shareholders. There are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that negatively impact the New BellRing common stock, the ongoing conflict in Ukraine, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in Post’s and BellRing’s filings with the Securities and Exchange Commission (the ​“SEC”). These forward-looking statements represent Post’s and BellRing’s judgment as of the date of this release. Post and BellRing disclaim, however, any intent or obligation to update these forward-looking statements. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice and food ingredient food categories. Its businesses include Post Consumer Brands, Weetabix, Michael Foods and Bob Evans Farms. Post Consumer Brands is a leader in the North American ready-to-eat cereal category and also markets *Peter Pan*® nut butters. Weetabix is home to the United Kingdom’s number one selling ready-to-eat cereal brand, *Weetabix*®. Michael Foods and Bob Evans Farms are leaders in refrigerated foods, delivering innovative, value-added egg and refrigerated potato side dish products to the foodservice and retail channels. Post participates in the global convenient nutrition category through its minority ownership of BellRing Brands, Inc., a publicly-traded holding company offering ready-to-drink shake and powder protein products. Post participates in the private brand food category through its investment with third parties in 8th Avenue Food & Provisions, Inc., a leading, private brand centric, consumer products holding company. For more information, visit www​.posthold​ings​.com. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit www​.bell​ring​.com. **Contact:** Investor Relations Jennifer Meyer [jennifer.​meyer@​postholdings.​com](mailto:jennifer.meyer@postholdings.com) (314) 644‑7665 Media Relations Lisa Hanly [lisa.​hanly@​postholdings.​com](mailto:lisa.hanly@postholdings.com) (314) 665‑3180 --- # Corporate & Financial ## BellRing Brands Announces Stockholder Approval of Transactions in Connection with the Anticipated Completion of the Spin-off of Post’s Interest in BellRing Mar 8, 2022 ST. LOUIS, March 08, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”) today announced that, at its stockholders meeting held today, BellRing stockholders voted to adopt the transaction agreement and plan of merger in connection with Post Holdings, Inc.’s (“Post”) anticipated spin-off and distribution of 80.1% of Post’s interest in BellRing to Post shareholders, including a vote of a majority of the shares held by BellRing’s stockholders other than Post, BellRing Distribution, LLC and their respective affiliates, satisfying one of the closing conditions of the transaction. As previously announced by Post, the distribution and merger are expected to occur after market close on March 10, 2022, subject to the satisfaction or waiver of remaining closing conditions. **Forward-Looking Statements** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding Post’s proposed distribution of a significant portion of its interest in BellRing to Post shareholders, including the amount of New BellRing equity Post intends to distribute, the form of the distribution and the expected timing of the completion of the proposed transaction. There is no assurance that the proposed distribution will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact the proposed distribution, the ongoing conflict in Ukraine, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission (the “SEC”). These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **Additional Information and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed transaction, New BellRing (as BellRing Distribution, LLC) has filed a registration statement of New BellRing on Form S-4 (File No. 333-261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S-4/S-1 (File No. 333-261873) with the SEC, which contains a prospectus of New BellRing, dated February 14, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS OR SUPPLEMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/prospectus was mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, [www.sec.gov](http://www.sec.gov), BellRing’s website, [www.bellring.com](http://www.bellring.com), or Post’s website, [www.postholdings.com](http://www.postholdings.com). The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Distribution, LLC Announces Pricing of Senior Notes Offering Mar 1, 2022 **ST. LOUIS, March 1, 2022** – BellRing Distribution, LLC (“New BellRing”) today announced the pricing of its previously announced senior notes offering. New BellRing priced $840.0 million in aggregate principal amount of 7.00% senior notes due 2030 (the ​“Notes”). The Notes were offered in connection with Post Holdings, Inc.’s (“Post”) anticipated spin-off of 80.1% of its interest in New BellRing to Post shareholders. The Notes offering is expected to close on March 10, 2022, and is conditioned upon the substantially concurrent completion of the spin-off and the related merger of a subsidiary of New BellRing into BellRing Brands, Inc. (“BellRing”). The Notes will be issued to Post as partial consideration for the transfer by Post to New BellRing of certain assets, including all of the equity interests held by Post in BellRing and BellRing Brands, LLC (“BellRing LLC”) and cash. Post will then transfer the Notes to certain of its lenders or their respective affiliates (the ​“Selling Noteholders”) to satisfy outstanding Post debt owed to the lenders. New BellRing will use the cash received from Post, along with cash on hand and a draw on the new revolving credit facility that it will enter into as part of the transactions, to refinance BellRing LLC’s existing indebtedness and to pay fees and expenses related to the transaction, as well as to distribute cash to existing BellRing stockholders in connection with the above-described merger. The Selling Noteholders are offering the Notes for resale in a transaction exempt from registration. The Selling Noteholders (or their respective affiliates) will receive all of the proceeds from such offering. Upon the closing of the offering, the Notes will be unsecured unsubordinated obligations of New BellRing and, fourteen days after the closing of the offering, will be guaranteed by New BellRing’s existing and subsequently acquired or organized domestic subsidiaries (other than immaterial subsidiaries, certain excluded subsidiaries and subsidiaries designated as unrestricted subsidiaries). The Notes will not be an obligation of Post or any of Post’s wholly-owned subsidiaries. The Notes and the related subsidiary guarantees were offered by the Selling Noteholders to persons reasonably believed to be qualified institutional buyers in an offering exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the ​“Securities Act”), and to non‑U.S. persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related subsidiary guarantees have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release is not an offer to sell or a solicitation of an offer to buy any security, nor shall there be any sales of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act. **Cautionary Statement on Forward-Looking Language** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding the offering of the Notes, including the expected timing of the closing of the offering, and Post’s proposed distribution of a significant portion of its interest in New BellRing to Post shareholders, including the amount of New BellRing equity Post intends to distribute, the form of the distribution and New BellRing’s intended use of the cash it receives from Post. There is no assurance that the proposed offering or the proposed distribution will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact the proposed offering or the proposed distribution, the ongoing conflict in Ukraine, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in Post’s and BellRing’s filings with the Securities and Exchange Commission (the ​“SEC”). These forward-looking statements represent Post’s and BellRing’s judgment as of the date of this release. Post and BellRing disclaim, however, any intent or obligation to update these forward-looking statements. **Additional Information and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act. In connection with the proposed transaction, New BellRing (as BellRing Distribution, LLC) has filed a registration statement of New BellRing on Form S‑4 (File No. 333 – 261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S‑4/S‑1 (File No. 333 – 261873) with the SEC, which contains a prospectus of New BellRing, dated February 14, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS OR SUPPLEMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/​prospectus was mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, www​.sec​.gov, Post’s website, www​.posthold​ings​.com, or BellRing’s website, www​.bell​ring​.com. The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** Post, BellRing, New BellRing and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, is set forth in BellRing’s definitive proxy statement filed with the SEC. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 6, 2021. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on December 29, 2021, and its definitive proxy statement relating to the proposed transaction, which was filed with the SEC on February 3, 2022. Free copies of these documents may be obtained as described above. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. **Contact:** Investor Relations Jennifer Meyer [jennifer.​meyer@​postholdings.​com](mailto:jennifer.meyer@postholdings.com) (314) 644‑7665 --- # Corporate & Financial ## BellRing Distribution, LLC Announces Commencement of Senior Notes Offering Mar 1, 2022 **ST. LOUIS, March 1, 2022** – BellRing Distribution, LLC (“New BellRing”) today announced that it intends to commence a private offering to eligible purchasers of $840.0 million in aggregate principal amount of senior notes due 2030 (the ​“Notes”). The Notes are being offered in connection with the transactions involved with Post Holdings, Inc.’s (“Post”) anticipated spin-off of 80.1% of its interest in New BellRing to Post shareholders, and completion of the Notes offering is conditioned upon, in addition to market and certain other conditions, the substantially concurrent completion of the spin-off and the related merger of a subsidiary of New BellRing into BellRing Brands, Inc. (“BellRing”). The Notes will be issued to Post as partial consideration for the transfer by Post to New BellRing of certain assets, including all of the equity interests held by Post in BellRing, BellRing Brands, LLC (“BellRing LLC”) and cash. Post will then transfer the Notes to certain of its lenders or their respective affiliates (the ​“Selling Noteholders”) to satisfy outstanding Post debt owed to the lenders. New BellRing will use the cash received from Post, along with cash on hand and a draw on the new revolving credit facility that it will enter into as part of the transactions, to refinance BellRing LLC’s existing indebtedness and to pay fees and expenses related to the transaction, as well as to distribute cash to existing BellRing stockholders in connection with the above-described merger. The Selling Noteholders intend to offer the Notes for resale in a transaction exempt from registration. The Selling Noteholders (or their respective affiliates) will receive all of the proceeds from such offering. Upon the closing of the offering, the Notes will be unsecured unsubordinated obligations of New BellRing and, fourteen days after the closing of the offering, will be guaranteed by New BellRing’s existing and subsequently acquired or organized domestic subsidiaries (other than immaterial subsidiaries, certain excluded subsidiaries and subsidiaries designated as unrestricted subsidiaries). The Notes will not be an obligation of Post or any of Post’s wholly-owned subsidiaries. The final terms and amounts of the Notes are subject to market and other conditions, and may be materially different than expectations. The Notes and the related subsidiary guarantees are being offered by the Selling Noteholders to persons reasonably believed to be qualified institutional buyers in an offering exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the ​“Securities Act”), and to non‑U.S. persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related subsidiary guarantees have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release is not an offer to sell or a solicitation of an offer to buy any security, nor shall there be any sales of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act. **Cautionary Statement on Forward-Looking Language** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding the offering of the Notes, including the terms and amounts of the Notes, and Post’s proposed distribution of a significant portion of its interest in New BellRing to Post shareholders, including the amount of New BellRing equity Post intends to distribute, the form of the distribution and New BellRing’s intended use of the cash it receives from Post. There is no assurance that the proposed offering or the proposed distribution will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact the proposed offering or the proposed distribution, the ongoing conflict in Ukraine, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in Post’s and BellRing’s filings with the Securities and Exchange Commission (the ​“SEC”). These forward-looking statements represent Post’s and BellRing’s judgment as of the date of this release. Post and BellRing disclaim, however, any intent or obligation to update these forward-looking statements. **Additional Information and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act. In connection with the proposed transaction, New BellRing (as BellRing Distribution, LLC) has filed a registration statement of New BellRing on Form S‑4 (File No. 333 – 261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S‑4/S‑1 (File No. 333 – 261873) with the SEC, which contains a prospectus of New BellRing, dated February 14, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS OR SUPPLEMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/​prospectus was mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, www​.sec​.gov, Post’s website, www​.posthold​ings​.com, or BellRing’s website, www​.bell​ring​.com. The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** Post, BellRing, New BellRing and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, is set forth in BellRing’s definitive proxy statement filed with the SEC. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 6, 2021. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on December 29, 2021, and its definitive proxy statement relating to the proposed transaction, which was filed with the SEC on February 3, 2022. Free copies of these documents may be obtained as described above. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. **Contact:** Investor Relations Jennifer Meyer [jennifer.​meyer@​postholdings.​com](mailto:jennifer.meyer@postholdings.com) (314) 644‑7665 --- # Corporate & Financial ## BellRing Brands Provides Approximate Per Share Cash Consideration in Connection with the Anticipated Completion of the Spin-Off of Post’s Interest in BellRing Feb 28, 2022 ST. LOUIS, Feb. 28, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”) today announced the approximate per share cash consideration to be paid to existing BellRing stockholders upon completion of Post Holdings, Inc.’s (“Post”) anticipated spin-off and distribution of Post’s interest in BellRing to Post shareholders. BellRing stockholders and Post will receive their pro rata share of $405.0 million of aggregate value in the transaction, which amount includes the per share cash consideration described below. Upon completion of the distribution, BellRing will merge with a subsidiary of BellRing Distribution, LLC (which will convert into a Delaware corporation prior to the distribution and be renamed “BellRing Brands, Inc.”) (“New BellRing”) and each outstanding share of BellRing Class A common stock will be converted into one share of New BellRing common stock and cash. The amount of cash will be determined in accordance with the agreement that governs the transaction and will be based on several factors, including the amount of New BellRing indebtedness to be issued in connection with the transactions contemplated thereunder. Based on current expectations as to those factors and using the number of shares of BellRing Class A common stock outstanding as of February 25, 2022, BellRing stockholders would be expected to receive approximately $2.97 per share in the merger for each share of Class A common stock held by such stockholders. The actual per share cash consideration to be received by the BellRing stockholders holding shares of Class A common stock will be determined based on, among other things, the number of shares of BellRing Class A common stock outstanding as of immediately prior to the consummation of the merger. New BellRing common stock will continue to be traded under the ticker symbol “BRBR” following the completion of the transactions. As a result of certain contributions made in connection with the transactions, Post will receive incremental value in an amount that, based on the percentage of the outstanding BellRing Brands, LLC nonvoting membership units owned by Post as of February 25, 2022, BellRing currently anticipates to be approximately $289.5 million. There can no assurance that the proposed transactions will be completed as anticipated or at all. **Forward-Looking Statements** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding Post’s proposed distribution of a significant portion of its interest in BellRing to Post shareholders, including the form of the distribution and the amount of cash BellRing currently anticipates to be distributed to BellRing stockholders and Post. There is no assurance that the proposed distribution will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact the proposed distribution, the ongoing conflict in Ukraine, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission (the “SEC”). These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **Additional Information and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed transaction, New BellRing (as BellRing Distribution, LLC) has filed a registration statement of New BellRing on Form S-4 (File No. 333-261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S-4/S-1 (File No. 333-261873) with the SEC, which contains a prospectus of New BellRing, dated February 14, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS OR SUPPLEMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/prospectus was mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, [www.sec.gov](http://www.sec.gov), BellRing’s website, [www.bellring.com](http://www.bellring.com), or Post’s website, [www.postholdings.com](http://www.postholdings.com). The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** BellRing, New BellRing, Post and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, is set forth in BellRing’s definitive proxy statement filed with the SEC. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on December 29, 2021, and its definitive proxy statement relating to the proposed transaction, which was filed with the SEC on February 3, 2022. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 6, 2021. Free copies of these documents may be obtained as described above. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Distribution, LLC Announces Withdrawal of Proposed Senior Notes Offering Feb 24, 2022 **ST. LOUIS, February 24, 2022** – BellRing Distribution, LLC (“New BellRing”), Post Holdings, Inc. (“Post”) and BellRing Brands, Inc. (“BellRing”) today announced that in light of market volatility New BellRing has withdrawn its previously announced private offering of senior notes (the ​“Notes”). As a result, no Notes will be sold pursuant to this offering. New BellRing expects to commence a debt financing transaction in the coming weeks. Post continues to expect to distribute 80.1% of its ownership interest in New BellRing via a pro-rata spin-off to Post shareholders of record as of February 25, 2022 following satisfaction of certain customary conditions, including BellRing stockholder approval. The special meeting of BellRing stockholders to vote on the proposed transaction will be held as planned on March 8, 2022. This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities described herein in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. **Cautionary Statement on Forward-Looking Language** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding any proposed debt financing and Post’s proposed distribution of a significant portion of its interest in New BellRing to Post shareholders, including the amount of New BellRing equity Post intends to distribute, the form of the distribution and the timing of the events related to the distribution. There is no assurance that any proposed debt financing or the proposed distribution will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact any proposed debt financing or the proposed distribution, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in Post’s and BellRing’s filings with the Securities and Exchange Commission (the ​“SEC”). These forward-looking statements represent Post’s and BellRing’s judgment as of the date of this release. Post and BellRing disclaim, however, any intent or obligation to update these forward-looking statements. **Additional Information and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act. In connection with the proposed transaction, New BellRing (as BellRing Distribution, LLC) has filed a registration statement of New BellRing on Form S‑4 (File No. 333 – 261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S‑4/S‑1 (File No. 333 – 261873) with the SEC, which contains a prospectus of New BellRing, dated February 14, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS OR SUPPLEMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/​prospectus was mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, www​.sec​.gov, Post’s website, www​.posthold​ings​.com, or BellRing’s website, www​.bell​ring​.com. The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** Post, BellRing, New BellRing and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, is set forth in BellRing’s definitive proxy statement filed with the SEC. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 6, 2021. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on December 29, 2021, and its definitive proxy statement relating to the proposed transaction, which was filed with the SEC on February 3, 2022. Free copies of these documents may be obtained as described above. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. **Contact:** Investor Relations Jennifer Meyer [jennifer.​meyer@​bellringbrands.​com](mailto:jennifer.meyer@bellringbrands.com) (314) 644‑7665 --- # Corporate & Financial ## BellRing Distribution, LLC Announces Commencement of Senior Notes Offering Feb 22, 2022 **ST. LOUIS, February 22, 2022** – BellRing Distribution, LLC (“New BellRing”) today announced that it intends to commence a private offering to eligible purchasers of $840.0 million in aggregate principal amount of senior notes due 2032 (the ​“Notes”). The Notes are being offered in connection with the transactions involved with Post Holdings, Inc.’s (“Post”) anticipated spin-off of 80.1% of its interest in New BellRing to Post shareholders, and completion of the Notes offering is conditioned upon, in addition to market and certain other conditions, the substantially concurrent completion of the spin-off and the related merger of a subsidiary of New BellRing into BellRing Brands, Inc. (“BellRing”). The Notes will be issued to Post as partial consideration for the transfer by Post to New BellRing of certain assets, including all of the equity interests held by Post in BellRing, BellRing Brands, LLC (“BellRing LLC”) and cash. Post will then transfer the Notes to certain of its lenders or their respective affiliates (the ​“Selling Noteholders”) to satisfy outstanding Post debt owed to the lenders. New BellRing will use the cash received from Post, along with cash on hand and a dxraw on the new revolving credit facility that it will enter into as part of the transactions, to refinance BellRing LLC’s existing indebtedness and to pay fees and expenses related to the transaction, as well as to distribute cash to existing BellRing stockholders in connection with the above-described merger. The Selling Noteholders intend to offer the Notes for resale in a transaction exempt from registration. The Selling Noteholders (or their respective affiliates) will receive all of the proceeds from such offering. Upon the closing of the offering, the Notes will be unsecured unsubordinated obligations of New BellRing and, fourteen days after the closing of the offering, will be guaranteed by New BellRing’s existing and subsequently acquired or organized domestic subsidiaries (other than immaterial subsidiaries, certain excluded subsidiaries and subsidiaries designated as unrestricted subsidiaries). The Notes will not be an obligation of Post or any of Post’s wholly-owned subsidiaries. The final terms and amounts of the Notes are subject to market and other conditions, and may be materially different than expectations. The Notes and the related subsidiary guarantees are being offered by the Selling Noteholders to persons reasonably believed to be qualified institutional buyers in an offering exempt from registration pursuant to Rule 144A under the Securities Act of 1933, as amended (the ​“Securities Act”), and to non‑U.S. persons outside of the United States in compliance with Regulation S under the Securities Act. The Notes and the related subsidiary guarantees have not been registered under the Securities Act, or any state securities laws, and unless so registered, may not be offered or sold in the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state securities laws. This press release is not an offer to sell or a solicitation of an offer to buy any security, nor shall there be any sales of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. This press release is being issued pursuant to and in accordance with Rule 135c under the Securities Act. **Cautionary Statement on Forward-Looking Language** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding the offering of the Notes, including the terms and amounts of the Notes, and Post’s proposed distribution of a significant portion of its interest in New BellRing to Post shareholders, including the amount of New BellRing equity Post intends to distribute, the form of the distribution and New BellRing’s intended use of the cash it receives from Post. There is no assurance that the proposed offering or the proposed distribution will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact the proposed offering or the proposed distribution, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties described in Post’s and BellRing’s filings with the Securities and Exchange Commission (the ​“SEC”). These forward-looking statements represent Post’s and BellRing’s judgment as of the date of this release. Post and BellRing disclaim, however, any intent or obligation to update these forward-looking statements. **Additional Information and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act. In connection with the proposed transaction, New BellRing (as BellRing Distribution, LLC) has filed a registration statement of New BellRing on Form S‑4 (File No. 333 – 261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S‑4/S‑1 (File No. 333 – 261873) with the SEC, which contains a prospectus of New BellRing, dated February 14, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/​prospectus was mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, www​.sec​.gov, Post’s website, www​.posthold​ings​.com, or BellRing’s website, www​.bell​ring​.com. The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** Post, BellRing, New BellRing and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, is set forth in BellRing’s definitive proxy statement filed with the SEC. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 6, 2021. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on December 29, 2021, and its definitive proxy statement relating to the proposed transaction, which was filed with the SEC on February 3, 2022. Free copies of these documents may be obtained as described above. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. **Contact:** Investor Relations Jennifer Meyer [jennifer.​meyer@​bellringbrands.​com](mailto:jennifer.meyer@bellringbrands.com) (314) 644‑7665 --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2022 Feb 3, 2022 ST. LOUIS, Feb. 03, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the first fiscal quarter ended December 31, 2021. **Highlights:** - **Net sales of $306.5 million** - **Operating profit of $50.6 million; net earnings available to Class A common stockholders of $8.2 million and Adjusted EBITDA of $59.8 million** - **Reaffirmed fiscal year 2022 net sales guidance of $1.36-$1.41 billion and Adjusted EBITDA (non-GAAP) guidance of $255-$265 million** **First Quarter Operating Results** Net sales were $306.5 million, an increase of 8.5%, or $24.1 million, compared to the prior year period. *Premier Protein* net sales increased 4.5% and volumes declined 5.6%; *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 4.5% and volumes declined 6.2%. *Premier Protein* net sales benefited from higher average net selling prices driven by reduced promotional activity and price increases. As discussed in previous earnings releases, capacity constraints across the broader shake contract manufacturer network have resulted in certain products placed on allocation and reduced demand-driving promotional activity which caused an expected reduction in volumes sold when compared to the prior year. *Dymatize* net sales increased 40.6%, with volumes up 8.1%, and benefited from (i) higher average net selling prices (driven by price increases and a favorable product mix), (ii) strong velocities driven in part by continued category momentum and (iii) distribution gains for both existing and new products. Net sales of all other products increased 3.2%. Dollar consumption of *Premier Protein* RTD shakes and *Dymatize* United States (“U.S.”) powder products increased 10.4% and 47.6%, respectively, in the 13-week period ended January 1, 2022, as compared to the same period in 2021 (inclusive of NielsenIQ Total US xAOC including Convenience and management estimates of untracked channels). Gross profit was $92.3 million, or 30.1% of net sales, an increase of 0.4%, or $0.4 million, compared to $91.9 million, or 32.5% of net sales, in the prior year period. The lower gross profit margin was driven by higher raw material costs (predominantly whey-based and milk-based proteins) and freight. Selling, general and administrative (“SG&A”) expenses were $36.8 million, or 12.0% of net sales, a decrease of $1.5 million compared to $38.3 million, or 13.6% of net sales, in the prior year period. SG&A expenses in the first quarter of 2022 included $2.0 million of separation costs. SG&A expenses in the first quarter of 2021 included $4.6 million of restructuring and facility closure costs. Separation costs and restructuring and facility closure costs were treated as adjustments for non-GAAP measures. Operating profit was $50.6 million, an increase of 5.9%, or $2.8 million, compared to $47.8 million in the prior year period. Interest expense, net was $8.4 million, compared to $12.8 million in the prior year period, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Income tax expense was $2.9 million, an effective income tax rate of 6.9%, compared to $2.1 million, an effective income tax rate of 6.0% in the prior year period. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes its distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”). Net earnings available to Class A common stockholders were $8.2 million, an increase of 5.1%, or $0.4 million, compared to $7.8 million in the prior year period. Net earnings available to Class A common stockholders excluded $31.1 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”), compared to $25.1 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.21, compared to $0.20 in the prior year period. Adjusted net earnings available to Class A common stockholders were $9.8 million, or $0.25 per diluted share of Class A common stock, compared to $8.9 million, or $0.22 per diluted share of Class A common stock, in the prior year period. Adjusted EBITDA was $59.8 million, a decrease of 1.5%, or $0.9 million, compared to $60.7 million in the prior year period. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI, reflecting the entitlement of Post Holdings, Inc. (“Post”) to a portion of the consolidated net earnings. As of December 31, 2021, Post held 71.5% of the economic interest of BellRing LLC. **Share Repurchases and New Share Repurchase Authorization** During the first quarter of 2022, BellRing repurchased 0.8 million shares of its Class A common stock for $18.1 million at an average price of $23.34 per share. At the end of the first quarter of 2022, BellRing had $41.9 million remaining under its share repurchase authorization. **Post’s Plan to Distribute Its Interest in BellRing to Post Shareholders** On October 27, 2021, Post and BellRing announced the signing of a transaction agreement related to Post’s previously announced plan to distribute a significant portion of its interest in BellRing to Post’s shareholders. Post intends to distribute 80.1% of its ownership interest in BellRing to Post shareholders via a pro-rata spin-off. Post’s wholly-owned subsidiary, BellRing Distribution, LLC (“New BellRing”) has filed registration statements with the Securities and Exchange Commission (the “SEC”) which went effective earlier today on February 3, 2022. BellRing has scheduled a special meeting of its stockholders on March 8, 2022 to vote on the proposed transaction, and BellRing expects that Post will announce additional details about the spin-off, including the record date and distribution ratio, in the coming weeks. As discussed in more detail in BellRing’s proxy statement, in the transaction, BellRing stockholders will receive equity in New BellRing and BellRing stockholders and Post will receive their pro rata share of an amount of cash that Post and BellRing currently anticipate to be approximately $400 million. The parties expect the distribution to be completed in the first calendar quarter of 2022, subject to certain customary conditions, including the receipt of certain tax opinions and the approval of BellRing’s stockholders (including the approval of BellRing’s stockholders other than Post). There can be no assurance that the proposed transaction will be completed as anticipated or at all. **COVID-19 Commentary** BellRing continues to closely monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring the health and safety of its employees and serving customers and consumers. BellRing’s primary categories returned to growth rates in line with their pre-pandemic levels during the fourth quarter of fiscal year 2020 and have remained strong in subsequent periods. As the overall economy continues to recover from the impact of the COVID-19 pandemic, input and freight inflation and labor and input availability are pressuring BellRing’s supply chain. Lower than anticipated production and delays in capacity expansion across the broader third party shake contract manufacturer network have resulted in low inventories and missed sales. Service levels and fill rates remain below normal levels, and certain products have been placed on allocation. These factors are expected to improve but persist throughout fiscal year 2022 and are dependent upon BellRing’s contract manufacturer partners’ ability to deliver committed volumes, add capacity on expected timelines, retain manufacturing staff and rebuild inventory levels. Raw material, packaging and freight inflation has been widespread, rapid and significant, and has put downward pressure on profit margins. As a result, BellRing has taken pricing actions on nearly all products. **Outlook** For fiscal year 2022, BellRing management continues to expect net sales and Adjusted EBITDA each to grow 9%-13% over fiscal year 2021 (resulting in a net sales range of $1.36-$1.41 billion and an Adjusted EBITDA range of $255-$265 million) and capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for restructuring and facility closures costs, separation costs, net earnings attributable to redeemable NCI and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, February 4, 2022 at 10:30 a.m. EST to discuss financial results for the first quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (866) 518-6930 in the United States and (203) 518-9822 from outside of the United States. The conference identification number is BRBRQ122. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, February 18, 2022 by dialing (800) 839-8318 in the United States and (402) 220-6071 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Additional Information Regarding the Proposed Distribution of Post’s Interest in BellRing and Where to Find It** This release does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed transaction, New BellRing has filed a registration statement of New BellRing on Form S-4 (File No. 333-261741) with the SEC, which contains a prospectus of New BellRing and a definitive proxy statement of BellRing, dated February 3, 2022, and a registration statement of New BellRing on Form S-4/S-1 (File No. 333-261873) with the SEC, which contains a prospectus of New BellRing, dated January 31, 2022. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/ PROSPECTUSES, PROXY STATEMENT AND ANY DOCUMENTS INCORPORATED BY REFERENCE THEREIN, ANY AMENDMENTS TO THESE FILINGS, AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. The registration statements were declared effective by the SEC on February 3, 2022, and a definitive proxy statement/prospectus will be mailed on or about February 3, 2022 to stockholders of BellRing seeking that such stockholders adopt the definitive agreement for the proposed transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, [www.sec.gov](http://www.sec.gov), BellRing’s website, [www.bellring.com](http://www.bellring.com), or Post’s website, [www.postholdings.com](http://www.postholdings.com). The transaction and distribution of this release may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** BellRing, New BellRing, Post and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, is set forth in BellRing’s definitive proxy statement filed with the SEC. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on December 29, 2021, and its definitive proxy statement relating to the proposed transaction, which was filed with the SEC on February 3, 2022. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 6, 2021. Free copies of these documents may be obtained as described above. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2022, the effect of the COVID-19 pandemic on BellRing’s business, BellRing’s continuing response to the COVID-19 pandemic and the proposed transaction between Post and BellRing for the distribution of a significant portion of Post’s interest in BellRing to Post’s shareholders, including the amount of BellRing equity Post intends to distribute, the form of the distribution, the amount of cash Post and BellRing currently anticipate to be distributed to BellRing stockholders and Post and the expected timing of the completion of the proposed transaction. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, disruptions in the U.S. and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing, and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the proposed distribution by Post of a significant portion of its ownership interest in BellRing, including that it is subject to various conditions and may not occur, BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the proposed distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the proposed distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the SEC. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended December 31,** **2021** **2020** **Net Sales** $ 306.5 $ 282.4 Cost of goods sold 214.2 190.5 **Gross Profit** 92.3 91.9 Selling, general and administrative expenses 36.8 38.3 Amortization of intangible assets 4.9 5.9 Other operating income, net — (0.1 ) **Operating Profit** 50.6 47.8 Interest expense, net 8.4 12.8 **Earnings before Income Taxes** 42.2 35.0 Income tax expense 2.9 2.1 **Net Earnings Including Redeemable Noncontrolling Interest** 39.3 32.9 Less: Net earnings attributable to redeemable noncontrolling interest 31.1 25.1 **Net Earnings Available to Class A Common Stockholders** $ 8.2 $ 7.8 **Earnings per share of Class A Common Stock:** Basic $ 0.21 $ 0.20 Diluted $ 0.21 $ 0.20 **Weighted-Average shares of Class A Common Stock Outstanding:** Basic 39.4 39.5 Diluted 39.6 39.6 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **December 31, 2021** **September 30, 2021** **ASSETS** **Current Assets** Cash and cash equivalents $ 30.4 $ 152.6 Receivables, net 118.2 103.9 Inventories 130.2 117.9 Prepaid expenses and other current assets 18.8 13.7 **Total Current Assets** 297.6 388.1 Property, net 9.1 8.9 Goodwill 65.9 65.9 Intangible assets, net 218.2 223.1 Other assets 9.8 10.5 **Total Assets** $ 600.6 $ 696.5 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Current portion of long-term debt $ 35.0 $ 116.3 Accounts payable 72.5 91.9 Other current liabilities 38.2 43.1 **Total Current Liabilities** 145.7 251.3 Long-term debt 473.4 481.2 Deferred income taxes 8.5 7.6 Other liabilities 19.9 21.9 **Total Liabilities** 647.5 762.0 Redeemable noncontrolling interest 2,780.9 2,997.3 **Stockholders’ Deficit** Preferred stock — — Common stock 0.4 0.4 Accumulated deficit (2,806.6 ) (3,059.7 ) Accumulated other comprehensive loss (3.5 ) (3.5 ) Treasury stock, at cost (18.1 ) — **Total Stockholders’ Deficit** (2,827.8 ) (3,062.8 ) **Total Liabilities and Stockholders’ Deficit** $ 600.6 $ 696.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2021** **2020** **Cash (used in) provided by:** Operating activities $ (9.1 ) $ 23.3 Investing activities (0.6 ) — Financing activities (112.5 ) (22.0 ) Effect of exchange rate changes on cash and cash equivalents — 0.8 **Net (decrease) increase in cash and cash equivalents** $ (122.2 ) $ 2.1 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with the discontinuation of certain brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Separation costs*: BellRing has excluded certain expenses incurred (i) to effect its separation from Post, (ii) in connection with Post’s plan to distribute Post’s interest in BellRing and (iii) to support its transition into a separate stand-alone, publicly-traded entity, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. f. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to redeemable NCI in the calculation of Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock. g. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization and the adjustments for restructuring and facility closure costs excluding accelerated depreciation, separation costs, foreign currency gain/loss on intercompany loans and mark-to-market adjustments on commodity hedges, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: h. *Stock-based compensation*: BellRing’s compensation strategy after the initial public offering (the “IPO”) includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. i. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which was allocated to redeemable NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited) (in millions)** **Three Months Ended December 31,** **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 8.2 $ 7.8 Dilutive impact of net earnings attributable to NCI 0.1 — **Net Earnings Available to Class A Common Stockholders for Diluted Earnings per Share** 8.3 7.8 **Adjustments:** Accelerated amortization — 0.4 Restructuring and facility closure costs, including accelerated depreciation — 4.7 Separation costs 2.0 — Foreign currency loss (gain) on intercompany loans 0.2 (0.3 ) Mark-to-market adjustments on commodity hedges (0.3 ) — NCI adjustment 0.1 (3.4 ) **Total Net Adjustments** 2.0 1.4 Income tax effect on adjustments (1) (0.5 ) (0.3 ) **Adjusted Net Earnings Available to Class A Common Stockholders** $ 9.8 $ 8.9 (1) For all periods, income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For all periods, NCI adjustment was calculated using a rate of 0.0%. For the three months ended December 31, 2021, income tax effect for separation costs was calculated using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended December 31,** **2021** **2020** **Diluted Earnings per share of Class A Common Stock** $ 0.21 $ 0.20 **Adjustments:** Accelerated amortization — 0.01 Restructuring and facility closure costs, including accelerated depreciation — 0.12 Separation costs 0.05 — Foreign currency loss (gain) on intercompany loans 0.01 (0.01 ) Mark-to-market adjustments on commodity hedges (0.01 ) — NCI adjustment — (0.09 ) **Total Net Adjustments** 0.05 0.03 Income tax effect on adjustments (1) (0.01 ) (0.01 ) **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.25 $ 0.22 (1) For all periods, income tax effect on adjustments was calculated on all items, except for separation costs and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s distributive share from BellRing LLC. For all periods, NCI adjustment was calculated using a rate of 0.0%. For the three months ended December 31, 2021, income tax effect for separation costs was calculated using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended December 31,** **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 8.2 $ 7.8 Income tax expense 2.9 2.1 Interest expense, net 8.4 12.8 Depreciation and amortization, including accelerated depreciation and amortization 5.3 6.7 Restructuring and facility closure costs, excluding accelerated depreciation — 4.6 Stock-based compensation 2.0 1.9 Separation costs 2.0 — Foreign currency loss (gain) on intercompany loans 0.2 (0.3 ) Mark-to-market adjustments on commodity hedges (0.3 ) — Net earnings attributable to redeemable noncontrolling interest 31.1 25.1 **Adjusted EBITDA** $ 59.8 $ 60.7 **Adjusted EBITDA as a percentage of Net Sales** 19.5 % 21.5 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules First Quarter Fiscal Year 2022 Conference Call Jan 20, 2022 ST. LOUIS, Jan. 20, 2022 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, February 4, 2022 at 10:30 a.m. EST to discuss financial results for the first quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the first quarter after market close on Thursday, February 3, 2022. Interested parties may join the conference call by dialing (866) 518-6930 in the United States and (203) 518-9822 from outside of the United States. The conference identification number is BRBRQ122. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, February 18, 2022 by dialing (800) 839-8318 in the United States and (402) 220-6071 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category offering ready-to-drink shake and powder protein products. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2021 Nov 18, 2021 ST. LOUIS, Nov. 18, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth fiscal quarter and fiscal year ended September 30, 2021. **Highlights:** - **Fourth quarter net sales of $340.0 million; operating profit of $53.1 million; net earnings available to Class A common stockholders of $9.7 million and Adjusted EBITDA of $60.5 million** - **Fiscal year net sales of $1,247.1 million; operating profit of $168.0 million; net earnings available to Class A common stockholders of $27.6 million and Adjusted EBITDA of $233.9 million** - **Announces agreement with Post to increase RTD shake production** - **Fiscal year 2022 net sales and Adjusted EBITDA expected to range between $1.36-$1.41 billion and $255-$265 million, respectively** **Fourth Quarter Operating Results** Net sales were $340.0 million, an increase of 20.3%, or $57.4 million, compared to the prior year period. *Premier Protein* net sales increased 18.2%, with volumes up 13.6%, and *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 18.5%, with volumes up 13.6%. *Premier Protein* net sales benefited from (i) RTD shake distribution gains for both existing and new products, (ii) strong velocities driven in part by promotional activity and continued category momentum and (iii) higher average net selling prices driven by price increases to offset cost inflation. Dollar consumption of *Premier Protein* RTD shakes increased 30.2% in the 13-week period ended October 2, 2021, as compared to the same period in 2020 (inclusive of NielsenIQ Total US xAOC including Convenience and management estimates of untracked channels). *Dymatize* net sales increased 41.3%, with volumes up 32.4%, and benefited from (i) distribution gains for both existing and new products, (ii) lapping global specialty retail store and gym closures in the prior year period in reaction to the COVID-19 pandemic (which drove declines in shipments, consumer mobility and on-the-go consumption), (iii) strong velocities driven in part by continued category momentum and (iv) higher average net selling prices (driven by a favorable product mix). Net sales of all other products increased 7.6%. Overall net sales growth was impacted by supply chain disruptions across BellRing’s contract manufacturer network. This resulted in lower than anticipated production, which exacerbated already low inventories and caused missed sales. Gross profit was $96.0 million, or 28.2% of net sales, an increase of 6.9%, or $6.2 million, compared to $89.8 million, or 31.8% of net sales, in the prior year period. The lower gross profit margin was driven by higher input costs (predominantly freight and whey-based and milk-based proteins) and planned promotional activity. Selling, general and administrative (“SG&A”) expenses were $38.0 million, or 11.2% of net sales, an increase of $2.8 million compared to $35.2 million, or 12.5% of net sales, in the prior year period. Operating profit was $53.1 million, an increase of 8.4%, or $4.1 million, compared to $49.0 million in the prior year period. Interest expense, net was $9.6 million, compared to $13.5 million in the prior year period, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Income tax expense was $3.0 million, an effective income tax rate of 6.9%, compared to zero in the prior year period. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”). In the fourth quarter of 2020, the effective income tax rate was impacted by a favorable adjustment recorded in connection with finalizing the tax deductibility of transaction costs associated with BellRing’s initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $9.7 million, a decrease of 3.0%, or $0.3 million, compared to $10.0 million in the prior year period. Net earnings available to Class A common stockholders excluded $30.8 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”), compared to $25.5 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.25, compared to $0.26 in the prior year period. Adjusted net earnings available to Class A common stockholders were $9.9 million, or $0.25 per diluted share of Class A common stock, compared to $10.0 million, or $0.25 per diluted share of Class A common stock, in the prior year period. Adjusted EBITDA was $60.5 million, an increase of 6.7%, or $3.8 million, compared to $56.7 million in the prior year period. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Fiscal Year 2021 Operating Results** Net sales were $1,247.1 million, an increase of 26.2%, or $258.8 million, compared to the prior year. *Premier Protein* net sales increased 25.1%, with volumes up 23.9%. *Dymatize* net sales increased 43.3%, with volumes up 29.3%. Net sales of all other products increased 6.9%. Gross profit was $386.2 million, or 31.0% of net sales, an increase of 14.3%, or $48.2 million, compared to $338.0 million, or 34.2% of net sales, in the prior year. The lower gross profit margin was driven by higher input costs (predominantly milk-based proteins and freight for RTD shakes) and planned incremental promotional activity. SG&A expenses were $167.1 million, or 13.4% of net sales, an increase of $15.3 million, compared to $151.8 million, or 15.4% of net sales, in the prior year. SG&A expenses for fiscal year 2021 included $6.1 million of higher marketing and consumer advertising expenses, $5.2 million of restructuring and facility closure costs and higher incentive compensation accruals, which were partially offset by $1.7 million of lower costs related to BellRing’s separation from Post Holdings, Inc. (“Post”). Restructuring and facility closure costs and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $168.0 million, an increase of 2.4%, or $4.0 million, compared to $164.0 million in the prior year, and was negatively impacted by $29.9 million of accelerated amortization incurred in connection with the discontinuance of the S*upreme Protein* brand, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $43.2 million, compared to $54.7 million in the prior year, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Income tax expense was $8.8 million, an effective income tax rate of 7.1%, compared to $9.2 million in the prior year, an effective income tax rate of 8.4%. In both years, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC in the periods subsequent to BellRing’s IPO. Net earnings available to Class A common stockholders were $27.6 million, an increase of 17.4%, or $4.1 million, compared to $23.5 million in the prior year. Net earnings available to Class A common stockholders in fiscal year 2021 excluded $86.8 million of net earnings attributable to the Company’s redeemable NCI, compared to $76.6 million excluded in the prior year. Net earnings per diluted share of Class A common stock were $0.70, compared to $0.60 in the prior year. Adjusted net earnings available to Class A common stockholders were $35.7 million, or $0.90 per diluted share of Class A common stock, compared to $24.3 million, or $0.62 per diluted share of Class A common stock, in the prior year. Adjusted EBITDA was $233.9 million, an increase of 18.6%, or $36.7 million, compared to $197.2 million in the prior year. Adjusted EBITDA in both years included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. As of September 30, 2021, Post held 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to NCI. For the period prior to the IPO included in the twelve months ended September 30, 2020, BellRing’s financial statements present the combined results of Post’s historical active nutrition business which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of the active nutrition business. In the opinion of management, the assumptions underlying the active nutrition business’s historical combined financial statements were reasonable. **Agreement with Post to Increase RTD Shake Capacity** BellRing and Post have entered into an agreement in which Post will purchase and develop land with the intent to build an aseptic processing facility to produce RTD shakes for BellRing. BellRing and Post expect to enter into a contract manufacturing agreement. BellRing and Post expect to provide further details as progress is made. **Post’s Plan to Distribute Its Interest in BellRing to Post Shareholders** On October 27, 2021, Post and BellRing announced the signing of a transaction agreement related to Post’s previously announced plan to distribute a significant portion of its interest in BellRing to Post’s shareholders. The parties expect the distribution to be completed in the first calendar quarter of 2022, subject to certain customary conditions, including the receipt of certain tax opinions and the approval of BellRing’s stockholders (including the approval of BellRing’s stockholders other than Post). There can be no assurance that the proposed distribution will be completed as anticipated or at all. Please refer to the press release dated October 27, 2021 for further information. **COVID-19 Commentary** BellRing continues to closely monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring the health and safety of its employees and serving customers and consumers. BellRing’s primary categories returned to growth rates in line with their pre-pandemic levels during the fourth quarter of fiscal 2020 and have remained strong in subsequent periods. As the overall economy continues to recover from the impact of the COVID-19 pandemic, input and freight inflation, equipment delays and input and labor availability are pressuring BellRing’s supply chain. Lower than anticipated production and delays in capacity expansion across the broader third party shake contract manufacturer have resulted in low inventories and missed sales. Service levels and fill rates remain below normal levels, and certain products have been placed on allocation. These factors are expected to improve but persist throughout fiscal year 2022 and are dependent upon BellRing’s contract manufacturer partners’ ability to deliver committed volumes, add capacity on expected timelines, retain manufacturing staff and rebuild inventory levels. **Outlook** For fiscal year 2022, BellRing management expects net sales and Adjusted EBITDA each to grow 9%-13% over fiscal year 2021 (resulting in a net sales range of $1.36-$1.41 billion and an Adjusted EBITDA range of $255-$265 million). BellRing management expects the following: - Net sales growth to be high single digits in the first half of 2022 and mid teens in the second half of 2022, with sequential improvement in each quarter throughout the year as incremental capacity comes online. As previously discussed, the accelerated growth experienced in fiscal year 2021 exceeded BellRing’s current shake manufacturing capacity. As a result, inventories are low and expected to recover throughout fiscal year 2022. - Adjusted EBITDA growth is weighted toward the second half of 2022, with Adjusted EBITDA margins flat as the benefits from pricing actions and lower brand investments are offset by significant inflation. BellRing management expects fiscal year 2022 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for restructuring and facility closures costs, separation costs, net earnings attributable to redeemable NCI and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, November 19, 2021 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2021 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (877) 876-9173 in the United States and (785) 424-1667 from outside of the United States. The conference identification number is BRBRQ421. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, November 26, 2021 by dialing (800) 753-9146 in the United States and (402) 220-2705 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Additional Information Regarding the Proposed Distribution of Post’s Interest in BellRing and Where to Find It** This communication does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed transaction, BellRing Distribution, LLC (“New BellRing”) and BellRing intend to file relevant materials with the Securities and Exchange Commission (“the SEC”), including a proxy statement of BellRing, a prospectus of New BellRing and any other applicable registration statement to be filed in connection with the separation. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/PROSPECTUSES, PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, [www.sec.gov](http://www.sec.gov), BellRing’s website, [www.bellring.com](http://www.bellring.com), or Post’s website, [www.postholdings.com](http://www.postholdings.com). The transaction and distribution of this communication may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made, directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in a Solicitation** BellRing, New BellRing, Post and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, will be set forth in the BellRing proxy statement when filed with the SEC. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on January 20, 2021. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 7, 2020. Free copies of these documents may be obtained as described above. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2022, the effect of the COVID-19 pandemic on BellRing’s business, BellRing’s continuing response to the COVID-19 pandemic and the proposed transaction between Post and BellRing for the distribution of a significant portion of Post’s interest in BellRing to Post’s shareholders, including the amount of BellRing equity Post intends to distribute, the form of distribution and the expected timing of the completion of the proposed transaction. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party contract manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing, and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers or directors of Post; - risks related to the proposed distribution by Post of a significant portion of its ownership interest in BellRing, including that it is subject to various conditions and may not occur, BellRing’s inability to take certain actions because such actions could jeopardize the tax-free status of the proposed distribution and BellRing’s possible responsibility for U.S. federal tax liabilities related to the proposed distribution; - the ultimate impact litigation or other regulatory matters may have on BellRing; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the SEC. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2021** **2020** **2021** **2020** **Net Sales** $ 340.0 $ 282.6 $ 1,247.1 $ 988.3 Cost of goods sold 244.0 192.8 860.9 650.3 **Gross Profit** 96.0 89.8 386.2 338.0 Selling, general and administrative expenses 38.0 35.2 167.1 151.8 Amortization of intangible assets 4.9 5.6 51.2 22.2 Other operating income, net — — (0.1 ) — **Operating Profit** 53.1 49.0 168.0 164.0 Interest expense, net 9.6 13.5 43.2 54.7 Loss on refinancing of debt — — 1.6 — **Earnings before Income Taxes** 43.5 35.5 123.2 109.3 Income tax expense 3.0 — 8.8 9.2 **Net Earnings Including Redeemable Noncontrolling Interest** 40.5 35.5 114.4 100.1 Less: Net earnings attributable to redeemable noncontrolling interest 30.8 25.5 86.8 76.6 **Net Earnings Available to Class A Common Stockholders** $ 9.7 $ 10.0 $ 27.6 $ 23.5 **Earnings per share of Class A Common Stock:** Basic $ 0.25 $ 0.25 $ 0.70 $ 0.60 Diluted $ 0.25 $ 0.26 $ 0.70 $ 0.60 **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.5 39.4 39.5 39.4 Diluted 39.9 39.5 39.7 39.5 **CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2021** **September 30, 2020** **ASSETS** **Current Assets** Cash and cash equivalents $ 152.6 $ 48.7 Receivables, net 103.9 83.1 Inventories 117.9 150.5 Prepaid expenses and other current assets 13.7 7.9 **Total Current Assets** 388.1 290.2 Property, net 8.9 10.2 Goodwill 65.9 65.9 Other intangible assets, net 223.1 274.3 Other assets 10.5 12.9 **Total Assets** $ 696.5 $ 653.5 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Current portion of long-term debt $ 116.3 $ 63.8 Accounts payable 91.9 56.7 Other current liabilities 43.1 32.6 **Total Current Liabilities** 251.3 153.1 Long-term debt 481.2 622.6 Deferred income taxes 7.6 9.0 Other liabilities 21.9 29.8 **Total Liabilities** 762.0 814.5 Redeemable noncontrolling interest 2,997.3 2,021.6 **Stockholders’ Deficit** Preferred stock — — Common stock 0.4 0.4 Accumulated deficit (3,059.7 ) (2,179.0 ) Accumulated other comprehensive loss (3.5 ) (4.0 ) **Total Stockholders’ Deficit** (3,062.8 ) (2,182.6 ) **Total Liabilities and Stockholders’ Deficit** $ 696.5 $ 653.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Year Ended** **September 30,** **2021** **2020** **Cash provided by (used in):** Operating activities $ 226.1 $ 97.2 Investing activities (1.6 ) (2.1 ) Financing activities (120.9 ) (52.6 ) Effect of exchange rate changes on cash and cash equivalents 0.3 0.7 **Net increase in cash and cash equivalents** $ 103.9 $ 43.2 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: a. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with discontinuance of certain brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Separation costs*: BellRing has excluded certain expenses incurred (i) to effect its separation from Post, (ii) in connection with Post’s plan to distribute Post’s interest in BellRing and (iii) to support its transition into a separate stand-alone, publicly-traded entity, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Loss on refinancing of debt*: BellRing has excluded losses recorded on refinancing of debt, inclusive of the write-off of debt issuance costs, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. e. *Adjustment to tax receivable agreement (“TRA”) liability*: BellRing has excluded adjustments to its TRA liability as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these adjustments do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. f. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. g. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. h. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to redeemable NCI in the calculation of Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock. i. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization and the adjustments for restructuring and facility closure costs excluding accelerated depreciation, separation costs, loss on refinancing of debt, adjustment to TRA liability, foreign currency gain/loss on intercompany loans and mark-to-market adjustments on commodity hedges, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: j. *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. k. *Net earnings attributable to redeemable noncontrolling interest*: BellRing has included adjustments for the portion of its consolidated net earnings which was allocated to redeemable NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** Year Ended September 30,** **October 21, 2019 to September 30, **2021** **2020** **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 9.7 $ 10.0 $ 27.6 $ 23.5 Dilutive impact of net earnings attributable to NCI 0.1 0.1 0.2 0.1 **Net Earnings for Diluted Earnings per Share** 9.8 10.1 27.8 23.6 **Adjustments:** Accelerated amortization — — 29.9 — Restructuring and facility closure costs, including accelerated depreciation — — 5.6 — Separation costs after the IPO 0.2 — 0.2 0.8 Loss on refinancing of debt — — 1.6 — Adjustment to TRA liability — — (0.4 ) — Foreign currency gain on intercompany loans 0.2 (0.3 ) 0.1 (0.5 ) Mark-to-market adjustments on commodity hedges (0.2 ) — (0.2 ) — NCI adjustment — 0.2 (26.3 ) 0.4 **Total Net Adjustments** 0.2 (0.1 ) 10.5 0.7 Income tax effect on adjustments (1) (0.1 ) — (2.6 ) — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 9.9 $ 10.0 $ 35.7 $ 24.3 (1) For all periods, income tax effect on adjustments was calculated on all items, except for separation costs after the IPO, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share from BellRing LLC. For all periods, NCI adjustment was calculated using a rate of 0.0%. For the three months and year ended September 30, 2021, income tax effect for separation costs after the IPO was calculated using a rate of 24.0%. For the October 21, 2019 to September 30, 2020 period, income tax effect for separation costs after the IPO was calculated using a rate of 0.0%. Income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%, which represents the effective income tax rate of BellRing. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended September 30,** **Year Ended September 30, **October 21, 2019 to September 30, **2021** **2020** **2021 **2020 **Diluted Earnings per share of Class A Common Stock** $ 0.25 $ 0.26 $ 0.70 $ 0.60 **Adjustments:** Accelerated amortization — — 0.75 — Restructuring and facility closure costs, including accelerated depreciation — — 0.14 — Separation costs after the IPO 0.01 — 0.01 0.02 Loss on refinancing of debt — — 0.04 — Adjustment to TRA liability — — (0.01 ) — Foreign currency gain on intercompany loans — (0.01 ) — (0.01 ) Mark-to-market adjustments on commodity hedges (0.01 ) — — — NCI adjustment — — (0.66 ) 0.01 **Total Net Adjustments** — (0.01 ) 0.27 0.02 Income tax effect on adjustments (1) — — (0.07 ) — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.25 $ 0.25 $ 0.90 $ 0.62 (1) For all periods, income tax effect on adjustments was calculated on all items, except for separation costs after the IPO, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share from BellRing LLC. For all periods, NCI adjustment was calculated using a rate of 0.0%. For the three months and year ended September 30, 2021, income tax effect for separation costs after the IPO was calculated using a rate of 24.0%. For the October 21, 2019 to September 30, 2020 period, income tax effect for separation costs after the IPO was calculated using a rate of 0.0%. Income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%, which represents the effective income tax rate of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2021** **2020** **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 9.7 $ 10.0 $ 27.6 $ 23.5 Income tax expense 3.0 — 8.8 9.2 Interest expense, net 9.6 13.5 43.2 54.7 Depreciation and amortization, including accelerated depreciation and amortization 5.4 6.3 53.7 25.3 Restructuring and facility closure costs, excluding accelerated depreciation (0.1 ) — 5.2 — Stock-based compensation 1.9 1.7 7.3 6.5 Separation costs 0.2 — 0.2 1.9 Loss on refinancing of debt — — 1.6 — Adjustment to TRA liability — — (0.4 ) — Foreign currency gain on intercompany loans 0.2 (0.3 ) 0.1 (0.5 ) Mark-to-market adjustments on commodity hedges (0.2 ) — (0.2 ) — Net earnings attributable to redeemable noncontrolling interest 30.8 25.5 86.8 76.6 **Adjusted EBITDA** $ 60.5 $ 56.7 $ 233.9 $ 197.2 **Adjusted EBITDA as a percentage of Net Sales** 17.8 % 20.1 % 18.8 % 20.0 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Fourth Quarter and Fiscal Year 2021 Conference Call Nov 2, 2021 ST. LOUIS, Nov. 02, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, November 19, 2021 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2021 and fiscal year 2022 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the fourth quarter after market close on Thursday, November 18, 2021. Interested parties may join the conference call by dialing (877) 876-9173 in the United States and (785) 424-1667 from outside of the United States. The conference identification number is BRBRQ421. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, November 26, 2021 by dialing (800) 753-9146 in the United States and (402) 220-2705 from outside of the United States. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## Post Holdings and BellRing Brands Announce Signing of Formal Agreement Related to Post’s Previously Announced Plan to Distribute Its Interest in BellRing Oct 27, 2021 ST. LOUIS, Oct. 27, 2021 (GLOBE NEWSWIRE) -- Post Holdings, Inc. (NYSE:POST) (“Post”) and BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”) today announced the signing of a transaction agreement related to Post’s previously announced plan to distribute a significant portion of its interest in BellRing to Post’s shareholders. This transaction will provide BellRing a better market position to pursue strategic growth, enhanced trading liquidity and flexibility to manage its capital structure. Under the agreement, Post will contribute its membership units of BellRing Brands, LLC (“BellRing LLC”) into a newly-formed subsidiary, BellRing Distribution, LLC (“New BellRing”), in exchange for New BellRing stock and New BellRing debt securities. Post will distribute at least 80% of its New BellRing stock to Post shareholders in a pro-rata distribution, an exchange offer or a combination of both, depending on market conditions. Upon completion of the distribution, BellRing will merge with a subsidiary of New BellRing and each outstanding share of BellRing Class A common stock will be converted into a share of New BellRing common stock plus a to-be-determined amount of cash per share. Following the merger, New BellRing will be renamed “BellRing Brands, Inc.” and its common stock will continue to be traded under the ticker symbol “BRBR”. Following the distribution and merger, it is expected that Post will own no more than 14.2% of the New BellRing stock and the Post shareholders will own at least 57.0% of the New BellRing stock. Existing holders of BellRing Class A common stock will maintain their current 28.8% effective ownership interest in the BellRing business. New BellRing will incur debt pursuant to the transaction, the proceeds of which will be used in part to fund the cash portion of the consideration being paid in the merger. New BellRing’s pro forma net leverage ratio will not exceed 4.0x upon incurrence of the debt. The New BellRing debt securities will be issued to Post as part of the transaction, and Post expects to use the New BellRing debt securities and its retained interest in New BellRing to repay creditors of Post. The parties expect the distribution to be completed in the first calendar quarter of 2022, subject to certain customary conditions, including the receipt of certain tax opinions and the approval of BellRing’s stockholders (including the approval of BellRing’s stockholders other than Post). Upon completion of the transactions, Robert V. Vitale, President and CEO of Post, would become Executive Chairman of New BellRing and Darcy H. Davenport would become President and CEO of New BellRing, consistent with the roles they currently serve at BellRing. In addition, under the transaction terms Post will continue to provide certain services to New BellRing for up to three years to facilitate a smooth transition following the completion of the separation transactions. The agreements related to Post’s distribution plan have been unanimously approved by the board of directors of both Post and BellRing. The board of directors of BellRing acted following the recommendation of a special committee comprised of independent directors of BellRing, which was advised by independent legal and financial advisors. Post expects to provide further details regarding this transaction as progress is made in implementing its plan. **Forward-Looking Statements** Certain matters discussed in this press release are forward-looking statements. These forward-looking statements are made based on known events and circumstances at the time of release, and as such, are subject to uncertainty and changes in circumstances. These forward-looking statements include statements regarding the proposed transaction between Post and BellRing, including any future financial and operating results, Post’s, BellRing’s and New BellRing’s plans, objectives, expectations and intentions, the pro forma net leverage level of New BellRing, and the expected timing of the completion of the proposed transaction. There is no assurance that the proposed transaction will be completed as anticipated or at all, and there are a number of risks, uncertainties and assumptions that could cause actual results to differ materially from the forward-looking statements made herein, including risks relating to unanticipated developments that prevent, delay or negatively impact the proposed transaction, the rapidly changing situation related to the COVID-19 pandemic and other risks and uncertainties described in Post’s and BellRing’s filings with the Securities and Exchange Commission (the “SEC”). These forward-looking statements represent Post’s and BellRing’s judgment as of the date of this release. Post and BellRing disclaim, however, any intent or obligation to update these forward-looking statements. All forward-looking statements in this communication are qualified in their entirety by this cautionary statement. **Additional Information and Where to Find It** This communication does not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed transaction, New BellRing and BellRing intend to file relevant materials with the SEC, including a proxy statement of BellRing, a prospectus of New BellRing and any other applicable registration statement to be filed in connection with the separation. INVESTORS AND SECURITYHOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS/PROSPECTUSES, PROXY STATEMENT AND ANY OTHER RELEVANT DOCUMENTS WHEN THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT NEW BELLRING, BELLRING AND THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, [www.sec.gov](https://www.globenewswire.com/Tracker?data=V1tTmPoZcUpIxMn5hXwIeRauYKTAKoBkirH7168gcwG2PXUwOniEDw0bZsn24Gza_ePoXOr2cSu3vuwFbG4GtQ== "www.sec.gov"), Post’s website, www.postholdings.com, or BellRing’s website, www.bellring.com. The transaction and distribution of this communication may be restricted by law in certain jurisdictions and persons who come into possession of any document or other information referred to herein should inform themselves about and observe any such restrictions. Any failure to comply with these restrictions may constitute a violation of the securities laws of any such jurisdiction. No offering of securities will be made directly or indirectly, in or into any jurisdiction where to do so would be inconsistent with the laws of such jurisdiction. **Participants in the Solicitation** Post, BellRing, New BellRing and their respective directors and executive officers and other members of management and employees may be deemed to be participants in the solicitation of proxies from BellRing’s stockholders with respect to the approvals required to complete the proposed transaction. More detailed information regarding the identity of these potential participants, and any direct or indirect interests they may have in the proposed transaction, by security holdings or otherwise, will be set forth in the BellRing proxy statement when filed with the SEC. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 7, 2020. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on January 20, 2021. Free copies of these documents may be obtained as described above. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. Its businesses include Post Consumer Brands, Weetabix, Michael Foods, Bob Evans Farms and BellRing Brands. Post Consumer Brands is a leader in the North American ready-to-eat cereal category and also markets *Peter Pan*® nut butters. Weetabix is home to the United Kingdom’s number one selling ready-to-eat cereal brand, *Weetabix*®. Michael Foods and Bob Evans Farms are leaders in refrigerated foods, delivering innovative, value-added egg and refrigerated potato side dish products to the foodservice and retail channels. Post’s publicly-traded subsidiary BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category through its primary brands of *Premier Protein*® and *Dymatize*®. Post participates in the private brand food category through its investment with third parties in 8th Avenue Food & Provisions, Inc., a leading, private brand centric, consumer products holding company. For more information, visit www.postholdings.com. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit www.bellring.com. **Contact:** Investor Relations Jennifer Meyer jennifer.meyer@postholdings.com (314) 644-7665 Media Relations Lisa Hanly lisa.hanly@postholdings.com (314) 665-3180 --- # News, Brand & Articles ## Dymatize Teams Up with Dunkin’ to Expand its Iconic ISO100 Product Line with Two New Protein Powder Flavors Oct 18, 2021 Dymatize ISO100 in Dunkin’ Cappuccino and Mocha Latte flavors are the perfect workout partners, providing 25 grams of protein and 95 milligrams of caffeine per serving **EMERYVILLE, Calif., Oct. 18, 2021** —[Dymatize](http://www.dymatize.com/), one of the world’s most trusted athletic nutrition brands, is teaming up with Dunkin’ to expand its award-winning ISO100 protein powder line. For Dymatize’s first restaurant collaboration, the two new caffeinated products will feature the great taste of Dunkin’s Cappuccino and Mocha Latte flavors, and are a fun way for fitness enthusiasts and coffee lovers alike to enjoy a high-quality protein drink. With 25 grams of protein per serving, these new protein powders are the first in Dymatize’s ISO100 line to offer a caffeine boost with 95 milligrams per scoop. “At Dymatize, we are always looking for innovative ways to bring unique flavors to consumers who are looking for high-quality protein products that supplement their diet,” said Priya Kumar, Director of Marketing at Dymatize. ​“Teaming up with an incredible brand like Dunkin’ will allow us to continue to evolve the sports nutrition category.” Dymatize ISO100 in Dunkin’ Cappuccino and Mocha Latte flavors are both packed with 25 grams of high-quality protein per serving, with 120 calories and less than one gram of sugar. Each serving is formulated for easy mixing and is loaded with 5.5 grams of muscle-building branch-chained amino acids to support strength-training workouts. “This opportunity to work with the Dymatize team will offer Dunkin’ fans yet another way to enjoy our signature coffee flavors,” said Brian Gilbert, Vice President of Retail Business Development at Dunkin’. ​“We’re thrilled to be a part of this line extension and working with Dymatize to help people achieve their fitness goals.” Dymatize ISO100 in Dunkin’ Cappuccino and Mocha Latte flavors are available for purchase in a 20-serving tub at nationwide retailers, including Walmart, Kroger, Vitamin Shoppe, and online retailers like Amazon and Body​Build​ing​.com. For more information visit Dyma​tize​.com/​D​unkin. **About Dymatize** Dymatize is committed to bringing athletes the most innovative and effective sports nutrition products available anywhere. With real science as the backbone for every product, Dymatize works with researchers and scientists from around the world to ensure products support resistance-training and fitness goals without compromising safety. Based in Emeryville, California, and part of BellRing Brands, Inc., Dymatize manufactures all products in Good Manufacturing Practices (GMP) certified facilities and ensures only high-quality ingredients are used. All protein powders are Informed-Choice Certified to ensure they are tested to be banned substance free. For more information about Dymatize and its products, visit [www​.Dyma​tize​.com](http://www.dymatize.com/). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com/). **About Dunkin’** Founded in 1950, Dunkin’ is America’s favorite all-day, everyday stop for coffee and baked goods. Dunkin’ is a market leader in the hot regular/​decaf/​flavored coffee, iced regular/​decaf/​flavored coffee, donut, bagel and muffin categories. Dunkin’ has earned a No. 1 ranking for customer loyalty in the coffee category by Brand Keys for 15 years running. The company has more than 12,600 franchised restaurants in 40 countries worldwide. Dunkin’ is part of the Inspire Brands family of restaurants. For more information, visit [www​.Dunkin​Donuts​.com](http://www.dunkindonuts.com/). **Media Contact**: Samantha Bartlett [sbartlett@​sedlockpartners.​com](mailto:sbartlett@sedlockpartners.com) --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter of Fiscal Year 2021; Raises Fiscal Year 2021 Outlook Aug 5, 2021 ST. LOUIS, Aug. 05, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the third fiscal quarter ended June 30, 2021. **Highlights:** - **Net sales of $342.6 million** - **Operating profit of $51.5 million; net earnings available to Class A common stockholders of $9.5 million; Adjusted net earnings available to Class A common stockholders of $11.8 million and Adjusted EBITDA of $70.5 million** - **Raised fiscal year 2021 net sales guidance to $1.25-$1.28 billion and Adjusted EBITDA (non-GAAP) guidance to $230-$236 million** **Third Quarter Operating Results** Net sales were $342.6 million, an increase of 67.8%, or $138.4 million, compared to the prior year period. *Premier Protein* net sales increased 64.9%, with volumes up 60.0%, and *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 66.5%, with volumes up 61.2%. *Premier Protein* net sales benefited from (i) RTD shake distribution gains for both existing and new products, (ii) strong velocities driven in part by a) lapping a decrease in customer trade inventory levels in the prior year period (driven by consumer pantry-loading in the second quarter of 2020 in reaction to the COVID-19 pandemic) and b) category momentum, (iii) promotional activity and (iv) higher average net selling prices (driven by RTD shake list price increases taken in the third quarter of 2021 and a favorable product and customer mix). Dollar consumption of *Premier Protein* RTD shakes increased 46.2% in the 13-week period ended July 3, 2021 as compared to the same period in 2020 (inclusive of Nielsen Total US xAOC including Convenience and management estimates of untracked channels). *Dymatize* net sales increased 98.5%, with volumes up 76.8%, and benefited from (i) distribution gains for both existing and new products, (ii) lapping global specialty retail store and gym closures in the prior year period in reaction to the COVID-19 pandemic (which drove declines in shipments, consumer mobility and on-the-go consumption), (iii) strong velocities (driven in part by category momentum) and (iv) higher average net selling prices (driven by a favorable product and customer mix). Net sales of all other products increased 49.2%. Gross profit was $111.3 million, or 32.5% of net sales, an increase of 62.0%, or $42.6 million, compared to the prior year period gross profit of $68.7 million, or 33.6% of net sales. The lower gross profit margin was driven by higher input costs (predominantly freight and milk-based proteins for RTD shakes). Selling, general and administrative (“SG&A”) expenses were $42.6 million, or 12.4% of net sales, an increase of $10.0 million compared to the prior year period SG&A expenses of $32.6 million, or 16.0% of net sales. SG&A expenses in the third quarter of 2021 included $3.4 million of higher marketing and consumer advertising expenses and higher incentive compensation accruals. Operating profit was $51.5 million, an increase of 68.3%, or $20.9 million, compared to the prior year period operating profit of $30.6 million, and was negatively impacted by $11.8 million of accelerated amortization incurred in connection with the discontinuance of the S*upreme Protein* brand, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $9.5 million, compared to $15.3 million in the prior year period, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Income tax expense was $3.4 million, an effective income tax rate of 8.1%, compared to $1.1 million in the prior year period, an effective income tax rate of 7.2%. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”). Net earnings available to Class A common stockholders were $9.5 million, an increase of 187.9%, or $6.2 million, compared to $3.3 million in the prior year period. Net earnings available to Class A common stockholders excluded $29.0 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”), compared to $10.9 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.24, compared to $0.08 in the prior year period. Adjusted net earnings available to Class A common stockholders were $11.8 million, or $0.30 per diluted share of Class A common stock, compared to the prior year period Adjusted net earnings available to Class A common stockholders of $3.3 million, or $0.08 per diluted share of Class A common stock. Adjusted EBITDA was $70.5 million, an increase of 83.1%, or $32.0 million, compared to the prior year period Adjusted EBITDA of $38.5 million. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Nine Month Operating Results** Net sales were $907.1 million, an increase of 28.5%, or $201.4 million, compared to the prior year period. *Premier Protein* net sales increased 27.9%, with volumes up 27.9%. *Dymatize* net sales increased 44.1%, with volumes up 25.0%. Net sales of all other products increased 6.7%. Gross profit was $290.2 million, or 32.0% of net sales, an increase of 16.9%, or $42.0 million, compared to the prior year period gross profit of $248.2 million, or 35.2% of net sales. The lower gross profit margin was driven by higher input costs (predominantly milk-based proteins and freight for RTD shakes) and planned incremental promotional activity. SG&A expenses were $129.1 million, or 14.2% of net sales, an increase of $12.5 million compared to the prior year period SG&A expenses of $116.6 million, or 16.5% of net sales. SG&A expenses in the nine months ended June 30, 2021 included $5.9 million of higher marketing and consumer advertising expenses, $5.3 million of restructuring and facility closure costs and higher incentive compensation accruals, which were partially offset by $1.9 million of lower costs related to BellRing’s separation from Post Holdings, Inc. (“Post”) in the prior year period. Restructuring and facility closure costs and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $114.9 million, relatively flat compared to the prior year period operating profit of $115.0 million, and was negatively impacted by $29.9 million of accelerated amortization incurred in connection with the discontinuance of the S*upreme Protein* brand, which was treated as an adjustment for non-GAAP measures. Interest expense, net was $33.6 million, compared to $41.2 million in the prior year period, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Income tax expense was $5.8 million, an effective income tax rate of 7.3%, compared to $9.2 million in the prior year period, an effective income tax rate of 12.5%. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC in the periods subsequent to BellRing’s initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $17.9 million, an increase of 32.6%, or $4.4 million, compared to $13.5 million in the prior year period. Net earnings available to Class A common stockholders for the nine months ended June 30, 2021 excluded $56.0 million of net earnings attributable to the Company’s NCI, compared to $51.1 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.45, compared to $0.34 in the prior year period. Adjusted net earnings available to Class A common stockholders were $25.7 million, or $0.65 per diluted share of Class A common stock, compared to the prior year period Adjusted net earnings available to Class A common stockholders of $14.2 million, or $0.36 per diluted share of Class A common stock. Adjusted EBITDA was $173.4 million, an increase of 23.4%, or $32.9 million, compared to the prior year period Adjusted EBITDA of $140.5 million. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. As of June 30, 2021, Post held 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to NCI. For the period prior to the IPO included in the nine months ended June 30, 2020, BellRing’s financial statements present the combined results of Post’s historical active nutrition business which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of the active nutrition business. In the opinion of management, the assumptions underlying the active nutrition business’s historical combined financial statements were reasonable. **Post Plans to Distribute Its Interest in BellRing to Post Shareholders** As announced in a separate release today, Post plans to distribute a significant portion of its interest in BellRing to shareholders of Post under a plan of distribution that could include a pro-rata distribution, an exchange offer or a combination of both. Post expects to determine the form of distribution based on market conditions. The transaction will be governed by definitive agreements to be entered into between Post and BellRing and is expected to be completed in the first half of calendar year 2022, subject to certain customary conditions, including receipt of regulatory approvals and the approval of BellRing’s stockholders. Post expects to provide further details regarding this transaction as progress is made in implementing its plan. **COVID-19 Commentary** BellRing continues to closely monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring the health and safety of its employees and serving customers and consumers. BellRing’s primary categories returned to growth rates in line with their pre-pandemic levels during the fourth quarter of fiscal 2020 and have remained strong in subsequent periods. As of June 30, 2021, BellRing had $89.4 million in cash and cash equivalents and the available borrowing capacity under BellRing LLC’s revolving credit facility was $200.0 million. **Outlook** Following better-than-expected third quarter results, BellRing management has raised its guidance range for fiscal year 2021 for net sales to $1.25-$1.28 billion from $1.17-$1.20 billion and Adjusted EBITDA to $230-$236 million from $214-$220 million. Capital expenditures are expected to be approximately $3 million. The accelerated growth experienced in the third quarter has exceeded BellRing’s current shake manufacturing capacity, all of which is owned and managed by third parties. Some of the anticipated capacity expansion across the broader third party shake contract manufacturer network has been temporarily delayed resulting from labor shortages and equipment delays; as a result, BellRing’s inventory is expected to be low for several quarters. BellRing, in partnership with its third party shake contract manufacturers, plans to add significant capacity over the next several quarters. BellRing’s early projections for fiscal year 2022 anticipate net sales growth and Adjusted EBITDA to be within its long-term algorithm (organic net sales growth of approximately 10%-12% and Adjusted EBITDA margin of approximately 18%-20% of net sales). BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for restructuring and facility closures costs, separation costs, NCI and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, August 6, 2021 at 10:30 a.m. EDT to discuss financial results for the third quarter of fiscal year 2021 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 7479008. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, August 20, 2021 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 7479008. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Additional Information Regarding Post’s Proposed Distribution of Its Interest in BellRing and Where to Find It** There is no assurance that the proposed distribution will be completed as anticipated or at all. This release shall not constitute an offer to sell, the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended. In connection with the proposed transaction, Post and BellRing will file registration statements with the Securities and Exchange Commission (the “SEC”). BellRing’s registration statement also will include a proxy statement which will be sent to BellRing stockholders in connection with their vote required in connection with the transaction. Investors and security holders are urged to read the registration statements/prospectuses, proxy statements and any other relevant documents when they become available because they will contain important information about the transaction. Investors and security holders will be able to obtain these materials (when they are available) and other documents filed with the SEC free of charge from the SEC’s website, [www.sec.gov](http://www.sec.gov), BellRing’s website, [www.bellring.com](https://www.globenewswire.com/Tracker?data=JsfPdCRwxP0jclxN1TepxT1RLn9ukHCzm5iv8bi-SHwisJBnnGovGjWbnkskesRq5RRTsgoo7eHjR7z2IOkojQ==), or Post’s website, [www.postholdings.com](http://www.postholdings.com). **Participants in a Solicitation** The directors and executive officers of BellRing and Post and other persons may be deemed to be participants in the solicitation of proxies in respect of proposals to approve the transaction. Information regarding the directors and executive officers of BellRing is available in its definitive proxy statement, which was filed with the SEC on January 20, 2021. Information regarding the directors and executive officers of Post is available in its definitive proxy statement, which was filed with the SEC on December 7, 2020. Free copies of these documents may be obtained as described in the preceding paragraph. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2021, BellRing’s expectations regarding fiscal year 2022, the effect of the COVID-19 pandemic on BellRing’s business, BellRing’s continuing response to the COVID-19 pandemic and Post’s proposed plan to distribute a significant portion of its interest in BellRing to Post’s shareholders, including the amount of BellRing equity Post intends to distribute, the form of distribution and the timing of the distribution. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - BellRing’s dependence on a limited number of third party contract manufacturers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - the ability of BellRing’s third party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising and labeling; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing, BellRing’s obligations under various agreements with Post, including under the tax receivable agreement, and Post’s proposed plan to distribute its interest in BellRing; - risks associated with BellRing’s public company status, including the additional expenses BellRing will continue to incur to create and maintain the corporate infrastructure to operate as a public company; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the SEC. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2021** **2020** **2021** **2020** **Net Sales** $ 342.6 $ 204.2 $ 907.1 $ 705.7 Cost of goods sold 231.3 135.5 616.9 457.5 **Gross Profit** 111.3 68.7 290.2 248.2 Selling, general and administrative expenses 42.6 32.6 129.1 116.6 Amortization of intangible assets 17.2 5.5 46.3 16.6 Other operating income, net — — (0.1 ) — **Operating Profit** 51.5 30.6 114.9 115.0 Interest expense, net 9.5 15.3 33.6 41.2 Loss on refinancing of debt 0.1 — 1.6 — **Earnings before Income Taxes** 41.9 15.3 79.7 73.8 Income tax expense 3.4 1.1 5.8 9.2 **Net Earnings Including Redeemable Noncontrolling Interest** 38.5 14.2 73.9 64.6 Less: Net earnings attributable to redeemable noncontrolling interest 29.0 10.9 56.0 51.1 **Net Earnings Available to Class A Common Stockholders** $ 9.5 $ 3.3 $ 17.9 $ 13.5 **Earnings per share of Class A Common Stock:** Basic $ 0.24 $ 0.08 $ 0.45 $ 0.34 Diluted $ 0.24 $ 0.08 $ 0.45 $ 0.34 **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.5 39.4 39.5 39.4 Diluted 39.7 39.5 39.7 39.5 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **June 30, 2021** **September 30, 2020** **ASSETS** **Current Assets** Cash and cash equivalents $ 89.4 $ 48.7 Receivables, net 131.2 83.1 Inventories 141.7 150.5 Prepaid expenses and other current assets 9.6 7.9 **Total Current Assets** 371.9 290.2 Property, net 8.7 10.2 Goodwill 65.9 65.9 Other intangible assets, net 228.0 274.3 Other assets 10.9 12.9 **Total Assets** $ 685.4 $ 653.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 114.5 $ 63.8 Accounts payable 109.0 56.7 Other current liabilities 40.9 32.6 **Total Current Liabilities** 264.4 153.1 Long-term debt 490.7 622.6 Deferred income taxes 6.7 9.0 Other liabilities 23.7 29.8 **Total Liabilities** 785.5 814.5 Redeemable noncontrolling interest 3,054.9 2,021.6 **Stockholders’ Equity** Preferred stock — — Common stock 0.4 0.4 Accumulated deficit (3,151.9 ) (2,179.0 ) Accumulated other comprehensive loss (3.5 ) (4.0 ) **Total Stockholders’ Equity** (3,155.0 ) (2,182.6 ) **Total Liabilities and Stockholders’ Equity** $ 685.4 $ 653.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Nine Months Ended** **June 30,** **2021** **2020** **Cash provided by (used in):** Operating activities $ 145.9 $ 27.2 Investing activities (0.8 ) (1.3 ) Financing activities (105.0 ) (9.1 ) Effect of exchange rate changes on cash and cash equivalents 0.6 0.2 **Net increase in cash and cash equivalents** $ 40.7 $ 17.0 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: **a.** *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with discontinuance of brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. **b.** *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. **c.** *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone, publicly-traded entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. **d.** *Loss on refinancing of debt*: BellRing has excluded losses recorded on refinancing of debt, inclusive of the write-off of debt issuance costs, as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. **e.** *Adjustment to tax receivable agreement (“TRA”) liability*: BellRing has excluded adjustments to its TRA liability as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these adjustments do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. **f.** *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. **g.** *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to noncontrolling interest in the calculation of Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock. **h.** *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization and the adjustments for restructuring and facility closure costs excluding accelerated depreciation, separation costs, loss on refinancing of debt, adjustment to TRA liability and foreign currency gain/loss on intercompany loans, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: **i.** *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **j.** *NCI adjustment*: BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **June 30,** **Nine Months Ended June 30, 2021 **October 21, 2019 to June 30, 2020 **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 9.5 $ 3.3 $ 17.9 $ 13.5 **Adjustments:** Accelerated amortization 11.8 — 29.9 — Restructuring and facility closure costs, including accelerated depreciation 0.1 — 5.6 — Separation costs after the IPO — 0.1 — 0.8 Loss on refinancing of debt 0.1 — 1.6 — Adjustment to TRA liability (0.4 ) — (0.4 ) — Foreign currency gain on intercompany loans (0.1 ) (0.2 ) (0.1 ) (0.2 ) NCI adjustment (8.5 ) 0.1 (26.3 ) 0.1 **Total Net Adjustments** 3.0 — 10.3 0.7 Income tax effect on adjustments (1) (0.7 ) — (2.5 ) — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 11.8 $ 3.3 $ 25.7 $ 14.2 (1) For all periods, income tax effect on adjustments was calculated on all items, except for separation costs after the IPO, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share from BellRing LLC. Income tax effect for separation costs after the IPO and NCI adjustment was calculated using a rate of 0.0%. Income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%, which represents the effective income tax rate of BellRing. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended** **June 30,** **Nine Months Ended June 30, 2021 **October 21, 2019 to June 30, 2020 **2021** **2020** **Diluted Earnings per share of Class A Common Stock** $ 0.24 $ 0.08 $ 0.45 $ 0.34 **Adjustments:** Accelerated amortization 0.30 — 0.75 — Restructuring and facility closure costs, including accelerated depreciation — — 0.14 — Separation costs after the IPO — — — 0.02 Loss on refinancing of debt — — 0.04 — Adjustment to TRA liability (0.01 ) — (0.01 ) — NCI adjustment (0.21 ) — (0.66 ) — **Total Net Adjustments** 0.08 — 0.26 0.02 Income tax effect on adjustments (1) (0.02 ) — (0.06 ) — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.30 $ 0.08 $ 0.65 $ 0.36 (1) For all periods, income tax effect on adjustments was calculated on all items, except for separation costs after the IPO, adjustment to TRA liability and NCI adjustment, using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share from BellRing LLC. Income tax effect for separation costs after the IPO and NCI adjustment was calculated using a rate of 0.0%. Income tax effect for adjustment to TRA liability was calculated using a rate of 24.0%, which represents the effective income tax rate of BellRing. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2021** **2020** **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 9.5 $ 3.3 $ 17.9 $ 13.5 Income tax expense 3.4 1.1 5.8 9.2 Interest expense, net 9.5 15.3 33.6 41.2 Depreciation and amortization, including accelerated depreciation and amortization 17.7 6.2 48.3 19.0 Restructuring and facility closure costs, excluding accelerated depreciation — — 5.3 — Stock-based compensation 1.8 1.8 5.4 4.8 Separation costs — 0.1 — 1.9 Loss on refinancing of debt 0.1 — 1.6 — Adjustment to TRA liability (0.4 ) — (0.4 ) — Foreign currency gain on intercompany loans (0.1 ) (0.2 ) (0.1 ) (0.2 ) NCI adjustment 29.0 10.9 56.0 51.1 **Adjusted EBITDA** $ 70.5 $ 38.5 $ 173.4 $ 140.5 **Adjusted EBITDA as a percentage of Net Sales** 20.6 % 18.9 % 19.1 % 19.9 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Third Quarter Fiscal Year 2021 Conference Call Jul 14, 2021 ST. LOUIS, July 14, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, August 6, 2021 at 10:30 a.m. EDT to discuss financial results for the third quarter of fiscal year 2021 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the third quarter after market close on Thursday, August 5, 2021. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 7479008. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, August 20, 2021 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 7479008. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter of Fiscal Year 2021; Raises Fiscal Year 2021 Outlook May 6, 2021 ST. LOUIS, May 06, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the second fiscal quarter ended March 31, 2021. **Highlights:** - **Net sales of $282.1 million** - **Operating profit of $15.6 million; net earnings available to Class A common stockholders of $0.6 million; Adjusted net earnings available to Class A common stockholders of $6.0 million and Adjusted EBITDA of $42.2 million** - **Raised fiscal year 2021 net sales guidance to $1.17-$1.20 billion and Adjusted EBITDA (non-GAAP) guidance to $214-$220 million** **Second Quarter Operating Results** Net sales were $282.1 million, an increase of 9.6%, or $24.6 million, compared to the prior year period. *Premier Protein* net sales increased 8.2%, with volumes up 7.4%, and *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 7.7%, with volumes up 8.0%. *Premier Protein* net sales benefited from RTD shake distribution gains for both existing and new products, planned incremental promotional activity and a favorable product and customer mix, which were partially offset by lapping an increase in customer trade inventory levels in the prior year period driven by consumer pantry-loading in reaction to the COVID-19 pandemic. Dollar consumption of *Premier Protein* RTD shakes increased 20.3% in the 13-week period ended April 3, 2021 as compared to the same period in 2020 (inclusive of Nielsen Total US xAOC including Convenience and management estimates of untracked channels). *Dymatize* net sales increased 28.8%, with volumes up 10.0%, and benefited from distribution gains for both existing and new products with strong growth in the international, club, mass and eCommerce channels and a favorable product and customer mix. Net sales of all other products decreased 7.3%. Gross profit was $87.0 million, or 30.8% of net sales, a decrease of 1.4%, or $1.2 million, compared to the prior year period gross profit of $88.2 million, or 34.3% of net sales. The lower gross profit margin was driven by higher input costs (predominantly milk-based proteins and freight for RTD shakes) and planned incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $48.2 million, or 17.1% of net sales, an increase of $0.7 million compared to the prior year period SG&A expenses of $47.5 million, or 18.4% of net sales. SG&A expenses in the second quarter of 2021 included $2.2 million of higher marketing and consumer advertising expenses and $0.7 million of restructuring and facility closure costs, which were partially offset by $0.3 million of lower costs related to BellRing’s separation from Post Holdings, Inc. (“Post”). Restructuring and facility closure costs and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $15.6 million, a decrease of 55.6%, or $19.5 million, compared to the prior year period operating profit of $35.1 million, and was negatively impacted by $17.7 million of accelerated amortization, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Interest expense, net was $11.3 million, compared to $14.3 million in the prior year period, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Loss on refinancing of debt of $1.5 million was recorded in the second quarter of 2021 in connection with an opportunistic repricing of BellRing Brands, LLC’s (“BellRing LLC”) term loan in February 2021 and was treated as an adjustment for non-GAAP measures. Income tax expense was $0.3 million, an effective income tax rate of 10.7%, compared to $2.2 million in the prior year period, an effective income tax rate of 10.6%. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC. Net earnings available to Class A common stockholders were $0.6 million, a decrease of 85.7%, or $3.6 million, compared to $4.2 million in the prior year period. Net earnings available to Class A common stockholders excluded $1.9 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”), compared to $14.4 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.02, compared to $0.11 in the prior year period. Adjusted net earnings available to Class A common stockholders were $6.0 million, or $0.15 per diluted share of Class A common stock, compared to the prior year period Adjusted net earnings available to Class A common stockholders of $4.5 million, or $0.11 per diluted share of Class A common stock. Adjusted EBITDA was $42.2 million, a decrease of 2.8%, or $1.2 million, compared to the prior year period Adjusted EBITDA of $43.4 million. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Six Month Operating Results** Net sales were $564.5 million, an increase of 12.6%, or $63.0 million, compared to the prior year period. *Premier Protein* net sales increased 12.7%, with volumes up 14.2%. *Dymatize* net sales increased 22.5%, with volumes up 10.2%. Net sales of all other products decreased 9.3%. Gross profit was $178.9 million, or 31.7% of net sales, a decrease of 0.3%, or $0.6 million, compared to the prior year period gross profit of $179.5 million, or 35.8% of net sales. The lower gross profit margin was driven by higher input costs (predominantly milk-based proteins and freight for RTD shakes) and planned incremental promotional activity. SG&A expenses were $86.5 million, or 15.3% of net sales, an increase of $2.5 million compared to the prior year period SG&A expenses of $84.0 million, or 16.7% of net sales. SG&A expenses in the six months ended March 31, 2021 included $5.3 million of restructuring and facility closure costs and $2.5 million of higher marketing and consumer advertising expenses, which were partially offset by $1.8 million of lower costs related to BellRing’s separation from Post in the prior year period. Restructuring and facility closure costs and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $63.4 million, a decrease of 24.9%, or $21.0 million, compared to the prior year period operating profit of $84.4 million, and was negatively impacted by $18.1 million of accelerated amortization, which is discussed later in this release and was treated as an adjustment for non-GAAP measures. Interest expense, net was $24.1 million, compared to $25.9 million in the prior year period, with the decrease primarily driven by a reduction in the aggregate principal amount of debt outstanding. Loss on refinancing of debt of $1.5 million was recorded in the six months ended March 31, 2021 in connection with the repricing of BellRing LLC’s term loan and was treated as an adjustment for non-GAAP measures. Income tax expense was $2.4 million, an effective income tax rate of 6.3%, compared to $8.1 million in the prior year period, an effective income tax rate of 13.8%. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC in the periods subsequent to BellRing’s initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $8.4 million, a decrease of 17.6%, or $1.8 million, compared to $10.2 million in the prior year period. Net earnings available to Class A common stockholders for the six months ended March 31, 2021 excluded $27.0 million of net earnings attributable to the Company’s NCI, compared to $40.2 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.21, compared to $0.26 in the prior year period. Adjusted net earnings available to Class A common stockholders were $15.1 million, or $0.38 per diluted share of Class A common stock, compared to the prior year period Adjusted net earnings available to Class A common stockholders of $10.9 million, or $0.28 per diluted share of Class A common stock. Adjusted EBITDA was $102.9 million, an increase of 0.9%, or $0.9 million, compared to the prior year period Adjusted EBITDA of $102.0 million. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Discontinuance of *Supreme Protein*** BellRing management has finalized its plan to discontinue its *Supreme Protein* brand. In connection with this discontinuance, BellRing incurred $17.7 million and $18.1 million of accelerated amortization in the three and six months ended March 31, 2021, respectively, which was treated as an adjustment for non-GAAP measures. BellRing expects to fully amortize the customer relationships and trademarks associated with the *Supreme Protein* brand by June 1, 2021 and, as a result, expects to record $11.8 million of accelerated amortization in its third quarter of 2021. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. As of March 31, 2021, Post held 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to NCI. For the period prior to the IPO included in the six months ended March 31, 2020, BellRing’s financial statements present the combined results of Post’s historical active nutrition business which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of the active nutrition business. In the opinion of management, the assumptions underlying the active nutrition business’s historical combined financial statements were reasonable. **COVID-19 Commentary** BellRing continues to monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring its ability to safeguard the health of its employees, maintaining the continuity of its supply chain and preserving financial liquidity. BellRing’s primary categories, liquid and powder, have returned to growth relatively in line with their pre-pandemic growth rates. The bar category continues to be soft when compared to the pre-pandemic period. As of March 31, 2021, BellRing had $33.2 million in cash and cash equivalents and the available borrowing capacity under BellRing LLC’s revolving credit facility was $200.0 million. **Outlook** For fiscal year 2021, BellRing management has raised its guidance range for net sales to $1.17-$1.20 billion from $1.07-$1.12 billion and Adjusted EBITDA to $214-$220 million from $207-$217 million (resulting in net sales and Adjusted EBITDA growth of 18%-21% and 9%-12%, respectively, over fiscal year 2020). BellRing management continues to expect fiscal year 2021 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for restructuring and facility closures costs, separation costs, NCI and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, May 7, 2021 at 10:30 a.m. EDT to discuss financial results for the second quarter of fiscal year 2021 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 5885539. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, May 21, 2021 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 5885539. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2021 and statements regarding the discontinuance of *Supreme Protein*, the effect of the COVID-19 pandemic on BellRing’s business and BellRing’s continuing response to the COVID-19 pandemic. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising and labeling; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing; - ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - risks associated with BellRing’s public company status, including the additional expenses BellRing will continue to incur to create and maintain the corporate infrastructure to operate as a public company; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=JdpYXoJK5XDOIU42kZdfGE_CnsVb6uNeaPF4sTSaPQWIpISAqnm9IC1vvtJBFqQhr59ofcPJkSy68Zd0SBCcpKom7l7Jd_K3ZPS6glFaGhNKTwHAMnoSgv4xOwyEtbw6) (314) 644-7665 Media Relations Lisa Hanly [lisa.hanly@bellringbrands.com](https://www.globenewswire.com/Tracker?data=TU30HGv1L1qKsHJixTF3ft4khqmhqqXw6HckIX0b9WJkhts-JCWkaaYVgdWrYFJy0O5wYGJU0QrJMn_Ahoophu-HKHMgd70_61s2mNPkrDqsVQXo8OMIAmu7PJ6ty1Zs) (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2021** **2020** **2021** **2020** **Net Sales** $ 282.1 $ 257.5 $ 564.5 $ 501.5 Cost of goods sold 195.1 169.3 385.6 322.0 **Gross Profit** 87.0 88.2 178.9 179.5 Selling, general and administrative expenses 48.2 47.5 86.5 84.0 Amortization of intangible assets 23.2 5.6 29.1 11.1 Other operating income, net — — (0.1 ) — **Operating Profit** 15.6 35.1 63.4 84.4 Interest expense, net 11.3 14.3 24.1 25.9 Loss on refinancing of debt 1.5 — 1.5 — **Earnings before Income Taxes** 2.8 20.8 37.8 58.5 Income tax expense 0.3 2.2 2.4 8.1 **Net Earnings Including Redeemable Noncontrolling Interest** 2.5 18.6 35.4 50.4 Less: Net earnings attributable to redeemable noncontrolling interest 1.9 14.4 27.0 40.2 **Net Earnings Available to Class A Common Stockholders** $ 0.6 $ 4.2 $ 8.4 $ 10.2 **Earnings per share of Class A Common Stock:** Basic $ 0.02 $ 0.11 $ 0.21 $ 0.26 Diluted $ 0.02 $ 0.11 $ 0.21 $ 0.26 **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.5 39.4 39.5 39.4 Diluted 39.7 39.5 39.6 39.4 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2021** **September 30, 2020** **ASSETS** **Current Assets** Cash and cash equivalents $ 33.2 $ 48.7 Receivables, net 117.4 83.1 Inventories 148.2 150.5 Prepaid expenses and other current assets 9.1 7.9 **Total Current Assets** 307.9 290.2 Property, net 8.9 10.2 Goodwill 65.9 65.9 Other intangible assets, net 245.2 274.3 Other assets 11.4 12.9 **Total Assets** $ 639.3 $ 653.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 73.2 $ 63.8 Accounts payable 91.0 56.7 Other current liabilities 35.0 32.6 **Total Current Liabilities** 199.2 153.1 Long-term debt 539.6 622.6 Deferred income taxes 8.3 9.0 Other liabilities 26.0 29.8 **Total Liabilities** 773.1 814.5 Redeemable noncontrolling interest 2,301.4 2,021.6 **Stockholders’ Equity** Preferred stock — — Common stock 0.4 0.4 Accumulated deficit (2,431.9 ) (2,179.0 ) Accumulated other comprehensive loss (3.7 ) (4.0 ) **Total Stockholders’ Equity** (2,435.2 ) (2,182.6 ) **Total Liabilities and Stockholders’ Equity** $ 639.3 $ 653.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Six Months Ended** **March 31,** **2021** **2020** **Cash provided by (used in):** Operating activities $ 73.8 $ (5.1 ) Investing activities (0.5 ) (1.2 ) Financing activities (89.4 ) 77.6 Effect of exchange rate changes on cash and cash equivalents 0.6 (0.1 ) **Net (decrease) increase in cash and cash equivalents** $ (15.5 ) $ 71.2 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: 1. *Accelerated amortization*: BellRing has excluded non-cash accelerated amortization charges recorded in connection with discontinuance of brands as the amount and frequency of such charges are not consistent. Additionally, BellRing believes that these charges do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Restructuring and facility closure costs, including accelerated depreciation*: BellRing has excluded certain costs associated with facility closures as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 3. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone, publicly-traded entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 4. *Loss on refinancing of debt*: BellRing has excluded losses recorded on refinancing of debt, inclusive of the write-off of debt issuance costs as such losses are inconsistent in amount and frequency. Additionally, BellRing believes that these losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 6. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to noncontrolling interest in the calculation of Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock. 7. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization and the adjustments for restructuring and facility closure costs excluding accelerated depreciation, separation costs, loss on refinancing of debt and foreign currency gain/loss on intercompany loans, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: h. *NCI adjustment*: BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. i. *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31, 2021 **October 31, 2019 to** **March 31, 2020 **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 0.6 $ 4.2 $ 8.4 $ 10.2 **Adjustments:** Accelerated amortization 17.7 — 18.1 — Restructuring and facility closure costs, including accelerated depreciation 0.8 — 5.5 — Separation costs after the IPO — 0.3 — 0.7 Loss on refinancing of debt 1.5 — 1.5 — Foreign currency loss on intercompany loans 0.3 — — — NCI adjustment (14.5 ) — (17.9 ) — **Total Net Adjustments** 5.8 0.3 7.2 0.7 Income tax effect on adjustments (1) (0.4 ) — (0.5 ) — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 6.0 $ 4.5 $ 15.1 $ 10.9 (1) For the three and six months ended March 31, 2021, the income tax effect was calculated using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share. For the three months ended March 31, 2020 and the October 21, 2019 to March 31, 2020 period, the income tax effect was calculated using a rate of 0.0%, as the amounts were primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended** **March 31,** **Six Months Ended March 31, 2021 **October 31, 2019 to March 31, 2020 **2021** **2020** **Diluted Earnings per share of Class A Common Stock** $ 0.02 $ 0.11 $ 0.21 $ 0.26 **Adjustments:** Accelerated amortization 0.44 — 0.45 — Restructuring and facility closure costs, including accelerated depreciation 0.02 — 0.14 — Separation costs after the IPO — — — 0.02 Loss on refinancing of debt 0.04 — 0.04 — Foreign currency loss on intercompany loans 0.01 — — — NCI adjustment (0.37 ) — (0.45 ) — **Total Net Adjustments** 0.14 — 0.18 0.02 Income tax effect on adjustments (1) (0.01 ) — (0.01 ) — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.15 $ 0.11 $ 0.38 $ 0.28 (1) For the three and six months ended March 31, 2021, the income tax effect was calculated using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share. For the three months ended March 31, 2020 and the October 21, 2019 to March 31, 2020 period, the income tax effect was calculated using a rate of 0.0%, as the amounts were primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2021** **2020** **2021** **2020** **Net Earnings Available to Class A Common Stockholders** $ 0.6 $ 4.2 $ 8.4 $ 10.2 Income tax expense 0.3 2.2 2.4 8.1 Interest expense, net 11.3 14.3 24.1 25.9 Depreciation and amortization, including accelerated depreciation and amortization 23.9 6.4 30.6 12.8 Restructuring and facility closure costs, excluding accelerated depreciation 0.7 — 5.3 — Stock-based compensation 1.7 1.6 3.6 3.0 Separation costs — 0.3 — 1.8 Loss on refinancing of debt 1.5 — 1.5 — Foreign currency loss on intercompany loans 0.3 — — — NCI adjustment 1.9 14.4 27.0 40.2 **Adjusted EBITDA** $ 42.2 $ 43.4 $ 102.9 $ 102.0 **Adjusted EBITDA as a percentage of Net Sales** 15.0 % 16.9 % 18.2 % 20.3 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Appoints Chonda Nwamu to Board of Directors May 6, 2021 ST. LOUIS, May 06, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today announced that Chonda Nwamu has been appointed to its Board of Directors (the “Board”), effective May 5, 2021. With the addition of Ms. Nwamu, the Board now consists of six members. Ms. Nwamu currently serves as the Senior Vice President, General Counsel and Secretary for Ameren Corporation, a public utility holding company. She is the primary legal advisor to Ameren’s Board of Directors and senior management, and she leads the General Counsel function, which includes the company’s legal, corporate governance, federal regulatory and legislative affairs, and enterprise ethics and compliance departments. Ms. Nwamu joined Ameren in 2016 as Vice President and Deputy General Counsel of the legal department, and was promoted to Senior Vice President in 2019. As Deputy General Counsel, she led Legal Department strategy and operations, and oversaw the department’s various practice areas including regulatory, transactional, environmental, labor and employment, and litigation and claims. Prior to joining Ameren, Ms. Nwamu served as Regulatory Counsel at a California investor-owned electric and gas utility from 2000 to May 2014 and as Managing Counsel and Senior Director from June 2014 to June 2016. Ms. Nwamu earned her Juris Doctor degree from the University of Pennsylvania and her Bachelor of Arts degree from the University of Virginia. She previously was selected to participate as a Fellow in the Leadership Council for Legal Diversity, and the International Women’s Forum leadership programs. Ms. Nwamu currently serves on the Board of Directors of the Boys and Girls Club of Greater St. Louis. She is committed to community service and is an advocate for diversity and inclusion in the legal profession. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein® and Dymatize®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Second Quarter Fiscal Year 2021 Conference Call Apr 14, 2021 ST. LOUIS, April 14, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, May 7, 2021 at 10:30 a.m. EDT to discuss financial results for the second quarter of fiscal year 2021 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the second quarter after market close on Thursday, May 6, 2021. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 5885539. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, May 21, 2021 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 5885539. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Dymatize Celebrates PEBBLES Cereal 50th Birthday with Limited Edition ISO100 PEBBLES Birthday Cake Protein Powder Mar 30, 2021 ISO100 hydrolyzed whey protein isolate, in partnership with the beloved cereal brand, to hit shelves in April **EMERYVILLE, California, March 30, 2021**— Health, wellness, and cereal lovers alike are screaming Yabba Dabba Doo!™ in celebration of PEBBLES™ cereal 50th birthday! Dymatize®, the world’s leading hydrolyzed whey protein isolate, announced today its new PEBBLES Birthday Cake flavor for Dymatize ISO100 Protein Powder. With ISO100 PEBBLES Birthday Cake, kids-at-heart can celebrate while still getting the benefits of protein. The ISO100 PEBBLES Birthday Cake Protein Powder delivers a sweet, indulgent flavor that every dessert lover craves. Each easy-mixing and fast-digesting serving has 25 grams of high-quality protein, staying true to the award-winning nutritional profile ISO100 fans have come to expect. “At Dymatize, we are always looking for fun, innovative flavors for our high-quality protein powders while still making sure we support fitness goals and a healthy diet,” said Priya Kumar, Dymatize Director of Marketing. ​“With every sip of our PEBBLES Birthday Cake protein powder, athletes can enjoy a bowl’s worth of flavor straight out of a shaker bottle.” Just like all ISO100 flavors, the ISO100 PEBBLES Birthday Cake protein is loaded with muscle-building amino acids to encourage muscle recovery and is formulated using the same multi-step purification process to meet high-quality standards. With ISO100, supporting fitness goals means offering plenty of flavor possibilities, and this new flavor gives fans even more reasons to celebrate. “2021 marks the 50th birthday of PEBBLES cereal, and there’s nothing more festive than birthday cake,” said Leah Broeders, head of Partnerships & Licensing at Post Consumer Brands. ​“We love that we get to share this celebratory PEBBLES Birthday Cake flavor with athletes through our partnership with Dymatize.” The ISO100 PEBBLES Birthday Cake Whey Protein offers two sizes, 1.6 lb. and 5 lb. tubs, and will be available for purchase at The Vitamin Shoppe in early April 2021, with other nationwide retailers following one month later. For more information about the ISO100 PEBBLES Birthday Cake Whey Protein, visit [Dyma​tize​.com/​P​e​b​b​les50](https://protect-us.mimecast.com/s/dp7yCJ673Pco3L7ohVbfof?domain=dymatize.com) or to learn more about other exciting PEBBLES birthday surprises, visit Post​Peb​blesCe​re​al​.com. **About Dymatize** [Dymatize](https://www.dymatize.com/) is committed to bringing athletes the most innovative and effective sports nutrition products available anywhere. With real science as the backbone for every product, Dymatize works with researchers and scientists from around the world to ensure products support resistance-training and fitness goals without compromising safety. Based in Dallas, Texas, and part of BellRing Brands, Inc., Dymatize manufactures all products in Good Manufacturing Practices (GMP) certified facilities and ensures only high-quality ingredients are used. All protein powders are Informed-Choice Certified to ensure they are tested to be banned substance free. For more information about Dymatize and its products, visit [www​.Dyma​tize​.com](http://www.dymatize.com/). **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www​.bell​ring​.com](http://www.bellring.com/). **About PEBBLES™ cereal** PEBBLES™ cereal is a timeless breakfast classic that families have enjoyed for 50 years. Launched in 1971 after Post secured licensing rights from Hanna-Barbera, PEBBLES™ cereal was the first brand ever created around a TV show character. One of the most revered cartoons of all time, ​“The Flintstones” aired on prime-time television from 1960 to 1966, and the characters have returned in countless specials and films. The cereal was named for Fred and Wilma Flintstone’s daughter Pebbles. For more information on PEBBLES™ cereal, visit [post​peb​blesce​re​al​.com](https://c212.net/c/link/?t=0&l=en&o=3048632-1&h=916468354&u=https%3A%2F%2Fwww.postpebblescereal.com%2F&a=postpebblescereal.com). **About Post Consumer Brands** Post Consumer Brands is a business of Post Holdings Inc., formed from the combination of Post Foods and MOM Brands in May 2015. Headquartered in Lakeville, Minn., Post Consumer Brands today is the third largest cereal company in the United States, with a broad portfolio of products spanning all segments of the category – from iconic household name brands and value ready-to-eat cereals to natural/​organic and hot cereal varieties. As a company committed to high standards of quality and to our values, we are driven by one idea: To make better happen every day. For more information about our brands, visit [www​.post​con​sumer​brands​.com](http://www.postconsumerbrands.com/). **About Warner Bros. Consumer Products** Warner Bros. Consumer Products, part of Warner Bros. Global Brands and Experiences, extends the Studio’s powerful portfolio of entertainment brands and franchises into the lives of fans around the world. WBCP partners with best-in-class licensees globally on an award-winning range of toys, fashion, home décor, and publishing inspired by franchises and properties such as DC, Wizarding World, Looney Tunes, Hanna-Barbera, HBO, Cartoon Network and Adult Swim. The division’s successful global themed entertainment business includes groundbreaking experiences such as The Wizarding World of Harry Potter and Warner Bros. World Abu Dhabi. With innovative global licensing and merchandising programs, retail initiatives, promotional partnerships and themed experiences, WBCP is one of the leading licensing and retail merchandising organizations in the world. *THE FLINTSTONES and all related characters and elements copyright and trademark Hanna-Barbera. (s21)* **Media Contact**: Erin Stan, [estan@​sedlockpartners.​com](mailto:estan@sedlockpartners.com) --- # Corporate & Financial ## BellRing Brands Announces Repricing of $636 Million Term Loan Feb 26, 2021 ST. LOUIS, Feb. 26, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (the “Company”) today announced that its subsidiary, BellRing Brands, LLC (“BellRing LLC”), completed an opportunistic repricing of its existing $636.2 million term loan through an amendment to its credit agreement. The amendment refinances BellRing LLC’s term loan to reduce the interest rate on the term loan by 100 basis points (1.00%) to the Eurodollar Rate plus 4.00% or the Base Rate plus 3.00%, and also reduces the floor for the Eurodollar Rate for BellRing LLC’s term loan from 1.00% to 0.75%. In addition, the amendment provides that if on or before August 26, 2021 BellRing LLC repays the term loan with the proceeds of a new financing at a lower effective interest rate, or further amends the credit agreement to reduce the effective interest rate, BellRing LLC must pay a 1% premium on the amount repaid or subject to the interest rate reduction. The repricing is expected to reduce annual cash interest by approximately $8 million. The term loan maturity date of October 21, 2024 and all other material provisions under the credit agreement remain unchanged. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, are made throughout this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in the Company’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent the Company’s judgment as of the date of this press release. The Company disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, specialty and convenience. **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2021 Feb 4, 2021 ST. LOUIS, Feb. 04, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the first fiscal quarter ended December 31, 2020. **Highlights:** - **Net sales of $282.4 million** - **Operating profit of $47.8 million; net earnings available to Class A common stockholders of $7.8 million and Adjusted EBITDA of $60.7 million** - **Reaffirmed fiscal year 2021 net sales guidance of $1.07-$1.12 billion and Adjusted EBITDA (non-GAAP) guidance of $207-$217 million** **First Quarter Operating Results** Net sales were $282.4 million, an increase of 15.7%, or $38.4 million, compared to the prior year period. *Premier Protein* net sales increased 17.4%, with volumes up 21.9%, and *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 17.5%, with volumes up 22.9%. *Premier Protein* net sales benefited from RTD shake distribution gains for both existing and new products, incremental promotional activity and a modest increase in customer trade inventory levels to support certain promotional events that occurred early in January 2021. Dollar consumption of *Premier Protein* RTD shakes increased 27.5% in the 13-week period ended December 26, 2020 as compared to the same period in 2019 (inclusive of Nielsen Total US xAOC including Convenience and management estimates of untracked channels). *Dymatize* net sales increased 16.2%, with volumes increasing 10.4%, and benefited from distribution gains for both existing and new products with strong growth in the club, eCommerce and mass channels. Net sales of all other products decreased 11.2%. Gross profit was $91.9 million, or 32.5% of net sales, an increase of 0.7%, or $0.6 million, compared to the prior year period gross profit of $91.3 million, or 37.4% of net sales. The lower gross profit margin was driven by higher input costs (predominantly milk-based proteins and freight for RTD shakes) and lower average net selling prices, resulting from incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $38.3 million, or 13.6% of net sales, an increase of $1.8 million compared to the prior year period SG&A expenses of $36.5 million, or 15.0% of net sales. SG&A expenses in the first quarter of 2021 included $4.6 million of restructuring and facility closure costs (which are discussed later in this release), which were partially offset by $1.5 million of lower costs related to BellRing’s separation from Post Holdings, Inc. (“Post”) in the first quarter of 2020. Restructuring and facility closure costs and separation costs were treated as adjustments for non-GAAP measures. Operating profit was $47.8 million, a decrease of 3.0%, or $1.5 million, compared to the prior year period operating profit of $49.3 million. Interest expense, net was $12.8 million in the first quarter of 2021, compared to $11.6 million in the first quarter of 2020. The increase was primarily driven by the timing of the issuance of debt in connection with the creation of BellRing’s capital structure in the first quarter of 2020. Income tax expense was $2.1 million in the first quarter of 2021, an effective income tax rate of 6.0%, compared to $5.9 million in the first quarter of 2020, an effective income tax rate of 15.6%. In both periods, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”) in the periods subsequent to BellRing’s initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $7.8 million, an increase of 30.0%, or $1.8 million, compared to the prior year period net earnings of $6.0 million. Net earnings available to Class A common stockholders excluded $25.1 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”) compared to $25.8 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.20, compared to $0.15 in the prior year period. Adjusted net earnings available to Class A common stockholders were $9.3 million, or $0.23 per diluted share of Class A common stock compared to the prior year period Adjusted net earnings available to Class A common stockholders of $6.4 million, or $0.16 per diluted share of Class A common stock. Adjusted EBITDA was $60.7 million, an increase of 3.6%, or $2.1 million, compared to the prior year period Adjusted EBITDA of $58.6 million. Adjusted EBITDA in both periods included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Business Realignment** In the first quarter of 2021, BellRing management decided to strategically realign its business, resulting in the closing of its Dallas, Texas office and downsizing of its Munich, Germany location. These actions are expected to be completed by the end of the third quarter of 2021. In connection with this business realignment, BellRing incurred $4.6 million of restructuring and facility closure costs and $0.1 million of accelerated depreciation in the first quarter of 2021, which were treated as adjustments for non-GAAP measures. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI, reflecting the entitlement of Post to a portion of the consolidated net earnings. As of December 31, 2020, Post held 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to NCI. For the period prior to the IPO included in the three months ended December 31, 2019, BellRing’s financial statements present the combined results of Post’s historical active nutrition business which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of the active nutrition business. In the opinion of management, the assumptions underlying the active nutrition business’s historical combined financial statements were reasonable. **COVID-19 Commentary** BellRing continues to monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring its ability to safeguard the health of its employees, maintaining the continuity of its supply chain and preserving financial liquidity. BellRing’s primary categories, liquids and powders, have returned to growth relatively in line with their pre-pandemic growth rates. The bar category continues to experience year-over-year declines and BellRing’s international sales continue to be soft when compared to the prior year. As of December 31, 2020, BellRing had $50.8 million in cash and cash equivalents and the available borrowing capacity under BellRing LLC’s revolving credit facility was $150.0 million. **Outlook** For fiscal year 2021, BellRing management continues to expect net sales and Adjusted EBITDA to grow 8%-13% and 5%-10%, respectively, over fiscal year 2020 (resulting in a net sales range of $1.07-$1.12 billion and an Adjusted EBITDA range of $207-$217 million) and capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for NCI, restructuring and facility closures costs, separation costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, February 5, 2021 at 10:30 a.m. EST to discuss financial results for the first quarter of fiscal year 2021 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 1876009. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, February 19, 2021 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 1876009. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2021 and statements regarding the effect of the COVID-19 pandemic on BellRing’s business and BellRing’s continuing response to the COVID-19 pandemic. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic) and other outbreaks of contagious diseases, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising and labeling; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing; - ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - risks associated with BellRing’s public company status, including the additional expenses BellRing will continue to incur to create and maintain the corporate infrastructure to operate as a public company; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from BellRing’s guidance regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **December 31,** **2020** **2019** **Net Sales** $ 282.4 $ 244.0 Cost of goods sold 190.5 152.7 **Gross Profit** 91.9 91.3 Selling, general and administrative expenses 38.3 36.5 Amortization of intangible assets 5.9 5.5 Other operating income, net (0.1 ) — **Operating Profit** 47.8 49.3 Interest expense, net 12.8 11.6 **Earnings before Income Taxes** 35.0 37.7 Income tax expense 2.1 5.9 **Net Earnings Including Redeemable Noncontrolling Interest** 32.9 31.8 Less: Net earnings attributable to redeemable noncontrolling interest 25.1 25.8 **Net Earnings Available to Class A Common Stockholders** $ 7.8 $ 6.0 **Earnings per share of Class A Common Stock:** Basic $ 0.20 $ 0.15 Diluted $ 0.20 $ 0.15 **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.5 39.4 Diluted 39.6 39.4 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **December 31, 2020** **September 30, 2020** **ASSETS** **Current Assets** Cash and cash equivalents $ 50.8 $ 48.7 Receivables, net 123.3 83.1 Inventories 136.4 150.5 Prepaid expenses and other current assets 14.1 7.9 **Total Current Assets** 324.6 290.2 Property, net 9.7 10.2 Goodwill 65.9 65.9 Other intangible assets, net 268.4 274.3 Other assets 12.2 12.9 **Total Assets** $ 680.8 $ 653.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 35.0 $ 63.8 Accounts payable 68.6 56.7 Other current liabilities 34.7 32.6 **Total Current Liabilities** 138.3 153.1 Long-term debt 635.1 622.6 Deferred income taxes 9.6 9.0 Other liabilities 27.9 29.8 **Total Liabilities** 810.9 814.5 Redeemable noncontrolling interest 2,369.6 2,021.6 **Stockholders’ Equity** Preferred stock — — Common stock 0.4 0.4 Accumulated deficit (2,496.5 ) (2,179.0 ) Accumulated other comprehensive loss (3.6 ) (4.0 ) **Total Stockholders’ Equity** (2,499.7 ) (2,182.6 ) **Total Liabilities and Stockholders’ Equity** $ 680.8 $ 653.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Three Months Ended** **December 31,** **2020** **2019** **Cash provided by (used in):** Operating activities $ 23.3 $ (24.9 ) Investing activities — (0.7 ) Financing activities (22.0 ) 49.9 Effect of exchange rate changes on cash and cash equivalents 0.8 0.1 **Increase in cash and cash equivalents** $ 2.1 $ 24.4 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: a. *NCI adjustment*: BellRing has included an adjustment to reflect the removal of non-GAAP adjustments which are attributable to noncontrolling interest in the calculation of Adjusted net earnings. b. *Restructuring and facility closure costs, including accelerated depreciation and amortization*: BellRing has excluded certain costs associated with facility closures and discontinuance of brands as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone, publicly-traded entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. d. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. e. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization including accelerated depreciation and amortization and the adjustments for restructuring and facility closure costs excluding accelerated depreciation and amortization, separation costs and foreign currency gain/loss on intercompany loans, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: f. *NCI adjustment*: BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. g. *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and do not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **December 31, 2020** **October 21, 2019** **to** **December 31, 2019** **Net Earnings Available to Class A Common Stockholders** $ 7.8 $ 6.0 **Adjustments:** Restructuring and facility closure costs, including accelerated depreciation and amortization 5.1 — NCI adjustment (3.4 ) — Separation costs after the IPO — 0.4 Foreign currency gain on intercompany loans (0.3 ) — **Total Net Adjustments** 1.4 0.4 Income tax effect on adjustments (1) 0.1 — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 9.3 $ 6.4 (1) For the three months ended December 31, 2020, the income tax effect was calculated using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share. For the October 21, 2019 to December 31, 2019 period, the income tax effect was calculated using a rate of 0.0%, as the amounts were primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended** **December 31, 2020** **October 21, 2019** **to** **December 31, 2019** **Diluted Earnings per share of Class A Common Stock** $ 0.20 $ 0.15 **Adjustments:** Restructuring and facility closure costs, including accelerated depreciation and amortization 0.13 — NCI adjustment (0.09 ) — Separation costs after the IPO — 0.01 Foreign currency gain on intercompany loans (0.01 ) — **Total Net Adjustments** 0.03 0.01 Income tax effect on adjustments (1) — — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.23 $ 0.16 (1) For the three months ended December 31, 2020, the income tax effect was calculated using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share. For the October 21, 2019 to December 31, 2019 period, the income tax effect was calculated using a rate of 0.0%, as the amounts were primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **December 31,** **2020** **2019** **Net Earnings Available to Class A Common Stockholders** $ 7.8 $ 6.0 Income tax expense 2.1 5.9 Interest expense, net 12.8 11.6 Depreciation and amortization, including accelerated depreciation and amortization 6.7 6.4 NCI adjustment 25.1 25.8 Restructuring and facility closure costs, excluding accelerated depreciation and amortization 4.6 — Stock-based compensation 1.9 1.4 Separation costs — 1.5 Foreign currency gain on intercompany loans (0.3 ) — **Adjusted EBITDA** $ 60.7 $ 58.6 **Adjusted EBITDA as a percentage of Net Sales** 21.5 % 24.0 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules First Quarter Fiscal Year 2021 Conference Call Jan 14, 2021 ST. LOUIS, Jan. 14, 2021 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, February 5, 2021 at 10:30 a.m. EST to discuss financial results for the first quarter of fiscal year 2021 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the first quarter after market close on Thursday, February 4, 2021. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 1876009. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, February 19, 2021 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 1876009. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*® and *Dymatize*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2020 Nov 19, 2020 ST. LOUIS, Nov. 19, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth quarter and fiscal year ended September 30, 2020. **Highlights:** - **Fourth quarter net sales of $282.6 million; operating profit of $49.0 million; net earnings available to Class A common stockholders of $10.0 million and Adjusted EBITDA of $56.7 million** - **Fiscal year net sales of $988.3 million; operating profit of $164.0 million; net earnings available to Class A common stockholders of $23.5 million and Adjusted EBITDA of $197.2 million** - **Fiscal year 2021 net sales and Adjusted EBITDA expected to grow 8%-13% and 5%-10%, respectively, over fiscal year 2020 (resulting in a net sales range of $1.07-$1.12 billion and an Adjusted EBITDA range of $207-$217 million)** **Fourth Quarter Operating Results** Net sales were $282.6 million, an increase of 31.7%, or $68.1 million, compared to the prior year period. *Premier Protein* net sales increased 37.2%, with volumes up 40.6%, and *Premier Protein* ready-to-drink (“RTD”) shake net sales increased 39.8%, with volumes up 46.2%. *Premier Protein* net sales benefited from RTD shake distribution gains for both existing and new products, incremental promotional activity and lapping a reduction in customer trade inventory levels in the prior year period. Additionally, net sales benefited from an increase in customer trade inventory levels, as RTD shake shipments exceeded consumption driven by certain promotional events and retailer shelf resets that occurred early in the first quarter of 2021. Dollar consumption of *Premier Protein* RTD shakes increased 20% in the 13-week period ended September 26, 2020 as compared to the same period in 2019 (inclusive of Nielsen Total US xAOC including Convenience and management estimates of untracked channels). *Dymatize* net sales increased 14.5%, with volumes increasing 22.1%, as strong growth in eCommerce and in the mass and club channels were partially offset by declines in international. *PowerBar* net sales increased 1.0%, with volumes declining 13.6%. *Dymatize* and *PowerBar* net sales improved when compared to the third quarter of 2020, but the international business continued to be negatively impacted by changes in consumer behavior (primarily lower on-the-go consumption) in response to the COVID-19 pandemic*.* Gross profit was $89.8 million, or 31.8% of net sales, an increase of 17.1%, or $13.1 million, compared to the prior year period gross profit of $76.7 million, or 35.8% of net sales. The lower gross profit margin was driven by anticipated higher input costs (predominantly milk-based proteins for RTD shakes) and lower average net selling prices, resulting from incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $35.2 million, or 12.5% of net sales, an increase of $0.1 million compared to the prior year period SG&A expenses of $35.1 million, or 16.4% of net sales. SG&A expenses included $3.1 million higher employee-related expenses and $1.8 million incremental public company costs (inclusive of stock-based compensation), which were partially offset by $2.7 million lower costs related to BellRing’s separation from Post Holdings, Inc. (“Post”). Separation costs were treated as adjustments for non-GAAP measures. Operating profit was $49.0 million, an increase of 36.1%, or $13.0 million, compared to the prior year period operating profit of $36.0 million. Interest expense, net was $13.5 million and primarily related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the prior year period. Income tax expense was $0.0 million in the fourth quarter of 2020, an effective income tax rate of 0.0%, compared to $9.3 million in the fourth quarter of 2019, an effective income tax rate of 25.8%. In the fourth quarter of 2020, the effective income tax rate differed significantly from the statutory rate as a result of (i) taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”) and (ii) a favorable adjustment recorded in connection with finalizing the tax deductibility of transaction costs associated with BellRing’s initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $10.0 million compared to zero in the prior year period. Net earnings available to Class A common stockholders excluded $25.5 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”) compared to $26.7 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.26. Adjusted net earnings available to Class A common stockholders were $9.8 million, or $0.25 per diluted share of Class A common stock. Adjusted EBITDA was $56.7 million, an increase of 22.5%, or $10.4 million, compared to the prior year period Adjusted EBITDA of $46.3 million. Adjusted EBITDA in the fourth quarter of 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Fiscal Year 2020 Operating Results** Net sales were $988.3 million, an increase of 15.7%, or $133.9 million, compared to the prior year. *Premier Protein* net sales increased 21.8%, with volumes increasing 22.7%. *Dymatize* net sales declined 3.5%, with volumes declining 0.8%. *PowerBar* net sales declined 20.1%, with volumes declining 28.9%. Gross profit was $338.0 million, or 34.2% of net sales, an increase of 8.4%, or $26.2 million, compared to the prior year gross profit of $311.8 million, or 36.5% of net sales. The lower gross profit margin was driven by anticipated higher input costs (predominantly milk-based proteins for RTD shakes) and incremental promotional activity. SG&A expenses were $151.8 million, or 15.4% of net sales, an increase of $24.7 million compared to the prior year SG&A expenses of $127.1 million, or 14.9% of net sales, with the increase primarily driven by $13.1 million higher marketing and consumer advertising expenses and $8.7 million incremental public company costs (inclusive of stock-based compensation). SG&A expenses for fiscal years 2020 and 2019 included $1.9 million and $6.7 million, respectively, of costs related to BellRing’s separation from Post, which were treated as adjustments for non-GAAP measures. Operating profit was $164.0 million, an increase of 0.9%, or $1.5 million, compared to the prior year operating profit of $162.5 million. Interest expense, net was $54.7 million and primarily related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the prior year. Income tax expense was $9.2 million in fiscal year 2020, an effective income tax rate of 8.4%, compared to $39.4 million in fiscal year 2019, an effective income tax rate of 24.2%. For fiscal year 2020, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC in the period subsequent to BellRing’s IPO. Net earnings available to Class A common stockholders were $23.5 million compared to zero in the prior year. Net earnings available to Class A common stockholders excluded $76.6 million of net earnings attributable to the Company’s NCI compared to $123.1 million excluded in the prior year. Net earnings per diluted share of Class A common stock were $0.60. Adjusted net earnings available to Class A common stockholders were $23.9 million, or $0.61 per diluted share of Class A common stock. Adjusted EBITDA was $197.2 million, a decrease of 0.5%, or $0.9 million, compared to the prior year Adjusted EBITDA of $198.1 million. Adjusted EBITDA for fiscal year 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI reflecting the entitlement of Post to a portion of the consolidated net earnings. As of September 30, 2020, Post held 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to NCI. For the period prior to the IPO, BellRing’s financial statements present the combined results of Post’s historical active nutrition business which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of the active nutrition business and the allocation of certain Post corporate expenses relating to the active nutrition business based on the historical financial statements and accounting records of Post. In the opinion of management, the assumptions underlying the active nutrition business’s historical combined financial statements, including the basis on which the expenses have been allocated from Post, were reasonable. However, the allocations may not reflect the expenses that BellRing may have incurred as a separate company for the period presented. The historical financial results in this release for the three and twelve months ended September 30, 2019 differ from the results of the BellRing Brands segment for the same period reported by Post. Reconciliations between the operating profit and Adjusted EBITDA as reported by BellRing in this release to the BellRing Brands segment profit and segment Adjusted EBITDA as reported by Post in Post’s fourth quarter and fiscal year 2020 earnings release are included later in this release. **COVID-19 Commentary** BellRing continues to monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring its ability to safeguard the health of its employees, including their economic health, maintaining the continuity of its supply chain to serve customers and consumers and preserving financial liquidity to mitigate the uncertainty caused by the pandemic. The convenient nutrition category continues to be negatively impacted by changes in consumer behavior (primarily lower on-the-go consumption) in response to the COVID-19 pandemic. In the fourth quarter of 2020, the liquids and powders sub-categories returned to growth relatively in line with their pre-pandemic growth rates. However, the bar sub-category continues to experience year-over-year declines. International net sales for *Dymatize* and *PowerBar* products improved when compared to the third quarter of 2020, but continue to be negatively impacted by changes in consumer behavior as discussed earlier. The trajectory of volume recovery for *Dymatize* and *PowerBar* is expected to be impacted by changes in the degree of restrictions on mobility and gathering, including closures of specialty retail stores and gyms. As of September 30, 2020, BellRing had $48.7 million in cash and cash equivalents and the available borrowing capacity under its revolving credit facility was $170.0 million. **Outlook** For fiscal year 2021, BellRing management expects net sales and Adjusted EBITDA to grow 8%-13% and 5%-10%, respectively, over fiscal year 2020 (resulting in a net sales range of $1.07-$1.12 billion and an Adjusted EBITDA range of $207-$217 million). BellRing management expects the following: - Net sales growth to be high single digits in the first half of 2021 and mid teens in the second half of 2021; - Adjusted EBITDA growth to occur entirely in the second half of 2021, resulting from the timing of material and logistics cost increases, as well as incremental investments in brand building; and - Quarterly Adjusted EBITDA pacing in the first half of 2021 to be similar to 2020. BellRing management expects fiscal year 2021 capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for NCI, separation costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, November 20, 2020 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2020 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 4971167. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, December 4, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 4971167. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2021 and statements regarding the effect of the COVID-19 pandemic on BellRing’s business and BellRing’s continuing response to the COVID-19 pandemic. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, the health of BellRing’s employees, BellRing’s ability and the ability of its third party manufacturers to manufacture and deliver its products, operating costs, demand for its on-the-go products and its operations generally; - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging energy and other supplies); - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics (including the COVID-19 pandemic), changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - consolidation in BellRing’s distribution channels; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising and labeling; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - changes in estimates in critical accounting judgments; - economic downturns that limit customer and consumer demand for BellRing’s products; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates, volatility in the market value of derivatives and fluctuations in foreign currency exchange rates; - BellRing’s ability to protect its intellectual property and other assets; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - impairment in the carrying value of goodwill or other intangibles; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing; - ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - risks associated with BellRing’s public company status, including the additional expenses BellRing will continue to incur to create and maintain the corporate infrastructure to operate as a public company; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*®, *Dymatize*® and *PowerBar*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in millions, except for per share data)** **Three Months Ended September 30,** **Year Ended September 30,** **2020** **2019** **2020** **2019** **Net Sales** $ 282.6 $ 214.5 $ 988.3 $ 854.4 Cost of goods sold 192.8 137.8 650.3 542.6 **Gross Profit** 89.8 76.7 338.0 311.8 Selling, general and administrative expenses 35.2 35.1 151.8 127.1 Amortization of intangible assets 5.6 5.6 22.2 22.2 **Operating Profit** 49.0 36.0 164.0 162.5 Interest expense, net 13.5 — 54.7 — **Earnings before Income Taxes** 35.5 36.0 109.3 162.5 Income tax expense — 9.3 9.2 39.4 **Net Earnings Including Redeemable Noncontrolling Interest** 35.5 26.7 100.1 123.1 Less: Net earnings attributable to redeemable noncontrolling interest 25.5 26.7 76.6 123.1 **Net Earnings Available to Class A Common Stockholders** $ 10.0 $ — $ 23.5 $ — **Earnings per share of Class A Common Stock:** Basic $ 0.25 $ — $ 0.60 $ — Diluted $ 0.26 $ — $ 0.60 $ — **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.4 — 39.4 — Diluted 39.5 — 39.5 — **RECONCILIATION OF OPERATING PROFIT, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT PROFIT, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended September 30, 2019** **Year Ended September 30, 2019** **Operating profit, as reported by BellRing** $ 36.0 $ 162.5 Allocated costs (1) 4.3 12.6 **BellRing Brands segment profit, as reported by Post** $ 40.3 $ 175.1 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Consolidated Statements of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. **CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2020** **September 30, 2019** **ASSETS** **Current Assets** Cash and cash equivalents $ 48.7 $ 5.5 Receivables, net 83.1 68.4 Inventories 150.5 138.2 Prepaid expenses and other current assets 7.9 7.4 **Total Current Assets** 290.2 219.5 Property, net 10.2 11.7 Goodwill 65.9 65.9 Other intangible assets, net 274.3 296.5 Other assets 12.9 0.9 **Total Assets** $ 653.5 $ 594.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 63.8 $ — Accounts payable 56.7 61.7 Other current liabilities 32.6 31.0 **Total Current Liabilities** 153.1 92.7 Long-term debt 622.6 — Deferred income taxes 9.0 14.1 Other liabilities 29.8 1.3 **Total Liabilities** 814.5 108.1 Redeemable noncontrolling interest 2,021.6 — **Stockholders’ Equity** Preferred stock — — Common stock 0.4 — Accumulated deficit (2,179.0 ) — Net investment of Post Holdings, Inc. — 489.0 Accumulated other comprehensive loss (4.0 ) (2.6 ) **Total Stockholders’ Equity** (2,182.6 ) 486.4 **Total Liabilities and Stockholders’ Equity** $ 653.5 $ 594.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Year Ended September 30,** **2020** **2019** **Cash provided by (used in):** Operating activities $ 97.2 $ 98.3 Investing activities (2.1 ) (3.2 ) Financing activities (52.6 ) (100.2 ) Effect of exchange rate changes on cash and cash equivalents 0.7 (0.3 ) **Increase (decrease) in cash and cash equivalents** $ 43.2 $ (5.4 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: a. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone, publicly-traded entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. c. *Income tax*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the footnote of the reconciliation table, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization and the adjustments for separation costs and foreign currency gain/loss on intercompany loans, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: d. *NCI adjustment:* BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. e. *Stock-based compensation:* BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and do not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended September 30, 2020** **October 21, 2019 to September 30, 2020** **Net Earnings Available to Class A Common Stockholders** $ 10.0 $ 23.5 Dilutive impact of net earnings attributable to NCI 0.1 0.1 **Net Earnings for Diluted Earnings per Share** 10.1 23.6 **Adjustments:** Separation costs after the IPO — 0.8 Foreign currency gain on intercompany loans (0.3 ) (0.5 ) **Total Net Adjustments** (0.3 ) 0.3 Income tax effect on adjustments (1) — — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 9.8 $ 23.9 (1) For both periods, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. For both periods, the income tax effect on foreign currency gain on intercompany loans was calculated using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended** **September 30, 2020** **October 21, 2019 to September 30, 2020** **Diluted Earnings per share of Class A Common Stock** $ 0.26 $ 0.60 **Adjustments:** Separation costs after the IPO — 0.02 Foreign currency gain on intercompany loans (0.01 ) (0.01 ) **Total Net Adjustments** (0.01 ) 0.01 Income tax effect on adjustments (1) — — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.25 $ 0.61 (1) For both periods, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. For both periods, the income tax effect on foreign currency gain on intercompany loans was calculated using a rate of 7.0%, which represents the effective income tax rate on BellRing’s 28.8% distributive share. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2020** **2019** **2020** **2019** **Net Earnings Available to Class A Common Stockholders** $ 10.0 $ — $ 23.5 $ — Income tax expense — 9.3 9.2 39.4 Interest expense, net 13.5 — 54.7 — Depreciation and amortization 6.3 6.3 25.3 25.3 NCI adjustment 25.5 26.7 76.6 123.1 Stock-based compensation 1.7 1.3 6.5 3.6 Separation costs — 2.7 1.9 6.7 Foreign currency gain on intercompany loans (0.3 ) — (0.5 ) — **Adjusted EBITDA** $ 56.7 $ 46.3 $ 197.2 $ 198.1 **Adjusted EBITDA as a percentage of Net Sales** 20.1 % 21.6 % 20.0 % 23.2 % **RECONCILIATION OF ADJUSTED EBITDA, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT ADJUSTED EBITDA, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended September 30, 2019** **Year Ended September 30, 2019** **Adjusted EBITDA, as reported by BellRing** $ 46.3 $ 198.1 Allocated costs, net of non-GAAP adjustments (1) 0.6 2.7 **BellRing Brands segment Adjusted EBITDA, as reported by Post** $ 46.9 $ 200.8 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Consolidated Statements of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. In the above presentation, these costs are shown on a net basis, as they exclude certain items which have been treated as adjustments for the calculation of Adjusted EBITDA as described earlier in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Announces Share Repurchase Authorization of $60 Million Nov 12, 2020 ST. LOUIS, Nov. 12, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced its Board of Directors approved a $60 million share repurchase authorization over the next two years. Repurchases may be made from time to time in the open market, private purchases, through forward, derivative, alternative, accelerated repurchase or automatic purchase transactions, or otherwise. The authorization does not, however, obligate BellRing to acquire any particular amount of shares, and repurchases may be suspended or terminated at any time at BellRing’s discretion. The amount and timing of repurchases are subject to a variety of factors including liquidity, share price, market conditions and legal requirements. **Cautionary Statement on Forward-Looking Language** Forward-looking statements, within the meaning of Section 27A of the Securities Act and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, unanticipated developments that prevent, delay or negatively impact the repurchases, the rapidly changing situation related to the COVID-19 pandemic and other financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, *Premier Protein*®, *Dymatize*® and *PowerBar*®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=sjcE3jRRsE-kWqi_KEQXxUWsoBuz4lzerkZRwpataDK0RZkgDZE3dwlUaH_flBh81qe1eBHeajI-5PKaOUpGGA==). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=0qW0TfW1wsqWZ6Okh8bKA7V_yMQxemaBfcpb7cYrIAic6zp78NNwqDKcG-xZIQ9Rl6KE7iJDAo-sDoGKqqlH38dgXS9OT8KKKkyjDyQpGJTjrT_7OueVHyH7C4lrQI1J) (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Fourth Quarter and Fiscal Year 2020 Conference Call Nov 2, 2020 ST. LOUIS, Nov. 02, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, November 20, 2020 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2020 and fiscal year 2021 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the fourth quarter after market close on Thursday, November 19, 2020. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 4971167. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, December 4, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 4971167. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein® Introduces NEW Cinnamon Roll Flavored Protein Shakes Oct 7, 2020 To Celebrate National Cinnamon Roll Day, Premier Protein adds first to market flavor to its popular 30g protein shake line EMERYVILLE, Calif., Oct. 1, 2020 /​PRNewswire/​— It’s time to get your taste buds ready for National Cinnamon Roll Day! Just in time for the sweet, seasonal holiday, Premier Protein is announcing the launch of a highly anticipated, unique to category flavor, Cinnamon Roll. With 30g of protein, 160 calories, 1g of sugar and 24 vitamins and minerals, Cinnamon Roll is the perfect way for protein lovers everywhere to indulge this fall season, while staying on track with their health and wellness goals. To celebrate the occasion, Premier Protein will be giving fans the opportunity to give their newest flavor a *whirl* for free this National Cinnamon Roll Day. Available only while supplies last, the first to claim their free shakes at Pre​mier​Pro​teinCin​na​mon​Roll​.com will be shipped a 4‑pack to enjoy. Entries open on National Cinnamon Roll Day, October 4th at 12AM. “Every health journey is unique, and so are people’s flavor preferences,” said Nick Stiritz, Director of Marketing, Premier Nutrition. ​“That’s why it’s important that we continue to bring innovative, new-to-category flavors to our shake portfolio – delighting our loyal fans and bringing in new ones seeking to shake up their routine. We think Cinnamon Roll will be a popular new addition to the 30g Shake family – and especially perfect as we approach the holiday season.” Cinnamon Roll is the ninth addition to the brand’s line of 30g Protein Shakes and the perfect option as part of a delicious and nutritious breakfast on-the-go, afternoon snack, post workout boost or as an ingredient in a protein packed recipe. Beyond their smooth and creamy formula, Premier Protein 30g Protein Shakes also help support a healthy immune system thanks to antioxidants Vitamins C & E. Premier Protein Cinnamon Roll Shakes are now widely available at retail. For more information about the new flavor addition please visit [http://​www​.pre​mier​pro​tein​.com/](https://c212.net/c/link/?t=0&l=en&o=2935000-1&h=2070555299&u=http%3A%2F%2Fwww.premierprotein.com%2F&a=http%3A%2F%2Fwww.premierprotein.com%2F). You can also learn more and find recipe inspiration on the Premier Protein [Instagram](https://c212.net/c/link/?t=0&l=en&o=2935000-1&h=714019495&u=https%3A%2F%2Fwww.instagram.com%2Fpremierprotein%2F%3Fhl%3Den&a=Instagram), [Facebook](https://c212.net/c/link/?t=0&l=en&o=2935000-1&h=151407141&u=https%3A%2F%2Fwww.facebook.com%2FPremierProtein%2F&a=Facebook) and [Twitter](https://c212.net/c/link/?t=0&l=en&o=2935000-1&h=610223204&u=https%3A%2F%2Ftwitter.com%2Fpremierprotein%3Flang%3Den&a=Twitter) pages. **Premier Nutrition Company, LLC** Premier Nutrition is a business unit of BellRing brands and operates in the global convenient nutrition category. Its primary brands, Premier Protein® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Media Contact:** Casey Carty, HUNTER, [ccarty@​hunterpr.​com or](mailto:ccarty@hunterpr.com%C2%A0or) 646.459.9672 SOURCE Premier Nutrition Company, LLC --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter of Fiscal Year 2020 Aug 6, 2020 ST. LOUIS, Aug. 06, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the third fiscal quarter ended June 30, 2020. **Highlights:** - **Net sales of $204.2 million** - **Operating profit of $30.6 million; net earnings available to Class A common stockholders of $3.3 million and Adjusted EBITDA of $38.5 million** - **Reaffirmed fiscal year 2020 Adjusted EBITDA (non-GAAP) guidance range of $192-$202 million** **Third Quarter Operating Results** Net sales were $204.2 million, a decrease of 14.1%, or $33.4 million, compared to the prior year period. *Premier Protein* net sales declined 11.9%, with volumes down 9.5%. Sales were negatively impacted by reductions in higher than normal customer trade inventory levels of ready-to-drink (“RTD”) shakes at the beginning of the quarter and reduced on-the-go consumption across the category in reaction to the COVID-19 pandemic. Additionally, in the prior year period *Premier Protein* experienced a significant increase in customer trade inventory levels to support fourth quarter promotions. These headwinds were partially offset by strong RTD shake growth driven by distribution gains across all channels, new product introductions and significant eCommerce growth. Consumption remains strong as dollar consumption of *Premier Protein* RTD shakes increased 11% in the 13-week period ended June 28, 2020 as compared to the same period in 2019 (inclusive of Nielsen Total US xAOC including Convenience and management estimates of untracked channels). *Dymatize* and *PowerBar* net sales were negatively impacted by global specialty retail store and gym closures in reaction to the COVID-19 pandemic*. Dymatize* net sales declined 16.6%, with volumes declining 22.4%, as strong growth in club and eCommerce sales were offset by declines in global specialty sales. *PowerBar* net sales declined 44.2%, with volumes declining 45.1%, driven by declines in international and planned product discontinuations of certain low-margin products in North America. Gross profit was $68.7 million, or 33.6% of net sales, a decrease of 24.1%, or $21.8 million, compared to the prior year period gross profit of $90.5 million, or 38.1% of net sales. The lower gross profit margin was driven by anticipated higher input costs (predominantly milk-based proteins for RTD shakes) and incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $32.6 million, or 16.0% of net sales, an increase of $0.4 million compared to the prior year period SG&A expenses of $32.2 million, or 13.6% of net sales. SG&A expenses included $2.0 million of higher marketing and consumer advertising expenses and $2.1 million of incremental public company costs, which were partially offset by $2.9 million of lower employee-related expenses and $1.0 million of lower costs related to BellRing’s separation from Post Holdings, Inc. (“Post”). Separation costs were treated as adjustments for non-GAAP measures. Operating profit was $30.6 million, a decrease of 42.0%, or $22.2 million, compared to the prior year period operating profit of $52.8 million. Interest expense, net was $15.3 million in the third quarter of 2020 and related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the third quarter of 2019. Income tax expense was $1.1 million in the third quarter of 2020, an effective income tax rate of 7.2%, compared to $12.5 million in the third quarter of 2019, an effective income tax rate of 23.7%. In the third quarter of 2020, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”). Net earnings available to Class A common stockholders were $3.3 million in the third quarter of 2020 compared to zero in the prior year period. Net earnings available to Class A common stockholders in the third quarter of 2020 excluded $10.9 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”) compared to $40.3 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.08. Adjusted net earnings available to Class A common stockholders were $3.2 million, or $0.08 per diluted share of Class A common stock. Adjusted EBITDA was $38.5 million, a decrease of 37.1%, or $22.7 million, compared to the prior year period Adjusted EBITDA of $61.2 million. Adjusted EBITDA in the third quarter of 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Nine Month Operating Results** Net sales were $705.7 million, an increase of 10.3%, or $65.8 million, compared to the prior year period. *Premier Protein* net sales increased 16.6%, with volumes increasing 16.5%. *Dymatize* net sales declined 9.5%, with volumes declining 8.0%. *PowerBar* net sales declined 26.3%, with volumes declining 33.3%. Gross profit was $248.2 million, or 35.2% of net sales, an increase of 5.6%, or $13.1 million, compared to the prior year period gross profit of $235.1 million, or 36.7% of net sales. The lower gross profit margin was driven by anticipated higher input costs (predominantly milk-based proteins for RTD shakes) and incremental promotional activity. SG&A expenses were $116.6 million, or 16.5% of net sales, an increase of $24.6 million compared to the prior year period SG&A expenses of $92.0 million, or 14.4% of net sales, with the increase primarily driven by $13.5 million of higher marketing and consumer advertising expenses and $6.9 million of incremental public company costs. SG&A expenses for the nine months ended June 30, 2020 and June 30, 2019 included $1.9 million and $4.0 million, respectively, of costs related to BellRing’s separation from Post, which were treated as adjustments for non-GAAP measures. Operating profit was $115.0 million, a decrease of 9.1%, or $11.5 million, compared to the prior year period operating profit of $126.5 million. Interest expense, net was $41.2 million in the nine months ended June 30, 2020 and related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the nine months ended June 30, 2019. Income tax expense was $9.2 million in the nine months ended June 30, 2020, an effective income tax rate of 12.5%, compared to $30.1 million in the nine months ended June 30, 2019, an effective income tax rate of 23.8%. For the nine months ended June 30, 2020, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC in the period subsequent to BellRing’s initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $13.5 million for the nine months ended June 30, 2020 compared to zero in the prior year period. Net earnings available to Class A common stockholders for the nine months ended June 30, 2020 excluded $51.1 million of net earnings attributable to the Company’s NCI compared to $96.4 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.34. Adjusted net earnings available to Class A common stockholders were $14.1 million, or $0.36 per diluted share of Class A common stock. Adjusted EBITDA was $140.5 million, a decrease of 7.4%, or $11.3 million, compared to the prior year period Adjusted EBITDA of $151.8 million. Adjusted EBITDA for the nine months ended June 30, 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business (“Active Nutrition”)). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI reflecting the entitlement of Post to a portion of the consolidated net earnings. As of June 30, 2020, Post holds 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to NCI. For the period prior to the IPO, BellRing’s financial statements present the combined results of Active Nutrition which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of Active Nutrition and the allocation of certain Post corporate expenses relating to Active Nutrition based on the historical financial statements and accounting records of Post. In the opinion of management, the assumptions underlying the Active Nutrition historical combined financial statements, including the basis on which the expenses have been allocated from Post, were reasonable. However, the allocations may not reflect the expenses that BellRing may have incurred as a separate company for the period presented. The historical financial results in this release for the three and nine months ended June 30, 2019 differ from the results of the BellRing Brands segment for the same period reported by Post. Reconciliations between the operating profit and Adjusted EBITDA as reported by BellRing in this release to the BellRing Brands segment profit and segment Adjusted EBITDA as reported by Post in Post’s third quarter 2020 earnings release are included later in this release. **COVID-19 Commentary** BellRing continues to monitor the impact of the COVID-19 pandemic on its business and remains focused on ensuring its ability to safeguard the health of its employees, maintaining the continuity of its supply chain to serve customers and managing its financial performance and liquidity. In the third quarter of fiscal year 2020, BellRing’s products experienced category-wide slowing growth rates resulting from changes in consumer behavior, including lower on-the-go consumption and decreased relevance of sports nutrition consumption. Net sales for *Dymatize* and *PowerBar* products sold in global specialty channels are also negatively impacted by specialty retail store and gym closures. In March 2020, BellRing LLC borrowed $65.0 million under its $200.0 million revolving credit facility. During the third quarter of fiscal year 2020, BellRing LLC repaid $65.0 million of the outstanding principal value. As of June 30, 2020, the available borrowing capacity under the revolving credit facility was $145.0 million. **Outlook** BellRing management has reaffirmed its fiscal year 2020 Adjusted EBITDA range of between $192-$202 million. As a result of the impacts of the COVID-19 pandemic as described above, BellRing now expects net sales to range between $960-$980 million. Capital expenditures are expected to be approximately $3 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for NCI, separation costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, August 7, 2020 at 10:30 a.m. EDT to discuss financial results for the third quarter of fiscal year 2020 and fiscal year 2020 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 9248828. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=Bd1cQlpPvwI7I2Rb9X8GVqrsUZDKG-hQmBLhqydNtTGBBZ-tZADZmBQDRrjyhhgBnxfmemcZTBQowNLgCLQwOg==). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A replay of the conference call will be available through Friday, August 21, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 9248828. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2020 and statements regarding the effect of the COVID-19 pandemic on BellRing’s business and BellRing’s continuing response to the COVID-19 pandemic. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, BellRing’s ability and the ability of its third party manufacturers to manufacture and deliver its products, its supply chain and its operations generally; - disruptions or inefficiencies in the supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - significant volatility in the costs or availability of certain commodities (including raw materials and packaging used to manufacture BellRing’s products), higher freight costs or higher energy costs; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates and fluctuations in foreign currency exchange rates; - BellRing’s ability to attract key employees, loss of key employees, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of BellRing’s business); - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s operation in a category with strong competition; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - consolidation in BellRing’s distribution channels; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and trends and to introduce new products; - BellRing’s ability to maintain favorable perceptions of its brands; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations and changes to and new laws and regulations affecting BellRing’s business, including current and future laws and regulations regarding food safety and advertising; - BellRing’s ability to manage its growth and to identify, complete and integrate any acquisitions or other strategic transactions; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - economic downturns that limit customer and consumer demand for BellRing’s products; - BellRing’s ability to protect its intellectual property and other assets; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - risks associated with BellRing’s public company status, including BellRing’s ability to operate as a separate public company and the additional expenses BellRing will incur to create the corporate infrastructure to operate as a public company; - changes in estimates in critical accounting judgments; - impairment in the carrying value of goodwill or other intangibles; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=-HS0fwlsydj2MPJHhlgrpJmCZW0yowR7qXvv4bzdKEu1lKxgi9pTpkJwUh5UKiSWYi1AyvF1FuWRrxpaPoApbyPI3qWMmy_ElsvCOIK42RxCPhAQcOPqk5dvsEd2LbfD) (314) 644-7665 Media Relations Lisa Hanly [lisa.hanly@bellringbrands.com](https://www.globenewswire.com/Tracker?data=-5IzxSCDPm6-OJUk4_7YWA0aOsTuNVW_-ommQpmJ_B2AsfAGMWhkne4RG_uKxoov9njPTBwar7t4sJL4Y3cRM4LYSCW5e1oZ1UxxiwflVP-cmsFiBaD7f_dbn-8Vgn6n) (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2020** **2019** **2020** **2019** **Net Sales** $ 204.2 $ 237.6 $ 705.7 $ 639.9 Cost of goods sold 135.5 147.1 457.5 404.8 **Gross Profit** 68.7 90.5 248.2 235.1 Selling, general and administrative expenses 32.6 32.2 116.6 92.0 Amortization of intangible assets 5.5 5.5 16.6 16.6 **Operating Profit** 30.6 52.8 115.0 126.5 Interest expense, net 15.3 — 41.2 — **Earnings before Income Taxes** 15.3 52.8 73.8 126.5 Income tax expense 1.1 12.5 9.2 30.1 **Net Earnings Including Redeemable Noncontrolling Interest** 14.2 40.3 64.6 96.4 Less: Net earnings attributable to redeemable noncontrolling interest 10.9 40.3 51.1 96.4 **Net Earnings Available to Class A Common Stockholders** $ 3.3 $ — $ 13.5 $ — **Earnings per share of Class A Common Stock:** Basic $ 0.08 $ — $ 0.34 $ — Diluted $ 0.08 $ — $ 0.34 $ — **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.4 — 39.4 — Diluted 39.5 — 39.5 — **RECONCILIATION OF OPERATING PROFIT, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT PROFIT, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended** **June 30, 2019** **Nine Months Ended** **June 30, 2019** **Operating profit, as reported by BellRing** $ 52.8 $ 126.5 Allocated costs (1) 2.8 8.3 **BellRing Brands segment profit, as reported by Post** $ 55.6 $ 134.8 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Condensed Consolidated Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **June 30, 2020** **September 30, 2019** **ASSETS** **Current Assets** Cash and cash equivalents $ 22.5 $ 5.5 Receivables, net 74.9 68.4 Inventories 184.6 138.2 Prepaid expenses and other current assets 8.6 7.4 **Total Current Assets** 290.6 219.5 Property, net 9.9 11.7 Goodwill 65.9 65.9 Other intangible assets, net 279.9 296.5 Other assets 13.6 0.9 **Total Assets** $ 659.9 $ 594.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 35.0 $ — Accounts payable 63.7 61.7 Other current liabilities 28.4 31.0 **Total Current Liabilities** 127.1 92.7 Long-term debt 683.9 — Deferred income taxes 12.7 14.1 Other liabilities 29.3 1.3 **Total Liabilities** 853.0 108.1 Redeemable noncontrolling interest 1,943.6 — **Stockholders’ Equity** Preferred stock — — Common stock 0.4 — Accumulated deficit (2,132.8 ) — Net investment of Post Holdings, Inc. — 489.0 Accumulated other comprehensive loss (4.3 ) (2.6 ) **Total Stockholders’ Equity** (2,136.7 ) 486.4 **Total Liabilities and Stockholders’ Equity** $ 659.9 $ 594.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Nine Months Ended** **June 30,** **2020** **2019** **Cash provided by (used in):** Operating activities $ 27.2 $ 59.4 Investing activities (1.3 ) (1.8 ) Financing activities (9.1 ) (65.0 ) Effect of exchange rate changes on cash and cash equivalents 0.2 (0.1 ) **Increase (decrease) in cash and cash equivalents** $ 17.0 $ (7.5 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: 1. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone, publicly-traded entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 3. *Income tax*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the footnote of the reconciliation table, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization and the adjustments for separation costs and foreign currency gain/loss on intercompany loans, as discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: d. *NCI adjustment*: BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. e. *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing Class A common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and do not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **June 30, 2020** **October 21, 2019 to June 30, 2020** **Net Earnings Available to Class A Common Stockholders** $ 3.3 $ 13.5 **Adjustments:** Separation costs after the IPO 0.1 0.8 Foreign currency gain on intercompany loans (0.2 ) (0.2 ) **Total Net Adjustments** (0.1 ) 0.6 Income tax effect on adjustments (1) — — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 3.2 $ 14.1 (1) For both periods, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. For both periods, the income tax effect on foreign currency gain on intercompany loans was calculated using a rate of 7.0% which represents the effective income tax rate on BellRing’s 28.8% distributive share. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended** **June 30, 2020** **October 21, 2019 to June 30, 2020** **Diluted Earnings per share of Class A Common Stock** $ 0.08 $ 0.34 **Adjustments:** Separation costs after the IPO — 0.02 Foreign currency gain on intercompany loans — — **Total Net Adjustments** — 0.02 Income tax effect on adjustments (1) — — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.08 $ 0.36 (1) For both periods, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. For both periods, the income tax effect on foreign currency gain on intercompany loans was calculated using a rate of 7.0% which represents the effective income tax rate on BellRing’s 28.8% distributive share. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2020** **2019** **2020** **2019** **Net Earnings Available to Class A Common Stockholders** $ 3.3 $ — $ 13.5 $ — Income tax expense 1.1 12.5 9.2 30.1 Interest expense, net 15.3 — 41.2 — Depreciation and amortization 6.2 6.3 19.0 19.0 NCI adjustment 10.9 40.3 51.1 96.4 Stock-based compensation 1.8 1.0 4.8 2.3 Separation costs 0.1 1.1 1.9 4.0 Foreign currency gain on intercompany loans (0.2 ) — (0.2 ) — **Adjusted EBITDA** $ 38.5 $ 61.2 $ 140.5 $ 151.8 **Adjusted EBITDA as a percentage of Net Sales** 18.9 % 25.8 % 19.9 % 23.7 % **RECONCILIATION OF ADJUSTED EBITDA, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT ADJUSTED EBITDA, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended** **June 30, 2019** **Nine Months Ended** **June 30, 2019** **Adjusted EBITDA, as reported by BellRing** $ 61.2 $ 151.8 Allocated costs, net of non-GAAP adjustments (1) 0.7 2.1 **BellRing Brands segment Adjusted EBITDA, as reported by Post** $ 61.9 $ 153.9 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Condensed Consolidated Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. In the above presentation, these costs are shown on a net basis, as they exclude certain items which have been treated as adjustments for the calculation of Adjusted EBITDA as described earlier in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Third Quarter Fiscal Year 2020 Conference Call Jul 15, 2020 ST. LOUIS, July 15, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, August 7, 2020 at 10:30 a.m. EDT to discuss financial results for the third quarter of fiscal year 2020 and fiscal year 2020 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the third quarter after market close on Thursday, August 6, 2020. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 9248828. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, August 21, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 9248828. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Letter from CEO BellRing Brands Inc., Darcy Davenport: We Stand with You Jun 4, 2020 --- # News, Brand & Articles ## Dymatize Celebrates Women Athletes Through Women Strong Program Jun 1, 2020 --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter of Fiscal Year 2020; Reaffirms Fiscal Year 2020 Outlook May 7, 2020 ST. LOUIS, May 07, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the second fiscal quarter ended March 31, 2020. **Highlights for the second quarter of fiscal year 2020:** - **Net sales of $257.5 million** - **Operating profit of $35.1 million** - **Net earnings available to Class A common stockholders of $4.2 million** - **Adjusted EBITDA of $43.4 million** **Second Quarter Operating Results** Net sales were $257.5 million, an increase of 18.9%, or $41.0 million, compared to the prior year period. *Premier Protein* net sales increased 25.8%, with volumes increasing 27.1%, primarily driven by increased purchases resulting from consumer pantry loading in reaction to the COVID-19 pandemic, along with distribution gains for ready-to-drink (“RTD”) protein shakes and incremental promotional activity in the first half of the second quarter of 2019. Dollar consumption of *Premier Protein* RTD protein shakes increased 33% in the 13-week period ended March 28, 2020 as compared to the same period in 2019 (per Nielsen Total US xAOC including Convenience). *Dymatize* net sales declined 2.4%, with volumes up 1.1%, as strong eCommerce sales were offset by declines in international sales (resulting largely from temporary specialty retail store closures in reaction to the COVID-19 pandemic) and club sales (resulting from lapping prior year promotional activity that did not recur this year). *PowerBar* net sales declined 19.7%, with volumes declining 26.6%, primarily driven by lower international volumes associated with lapping a prior year distribution center transition and planned product discontinuations of certain products in North America. Gross profit was $88.2 million, or 34.3% of net sales, an increase of 11.6%, or $9.2 million, compared to the prior year period gross profit of $79.0 million, or 36.5% of net sales. The lower gross margin was primarily driven by anticipated higher input costs (predominantly milk-based proteins for RTD shakes) and incremental promotional activity. Selling, general and administrative (“SG&A”) expenses were $47.5 million, or 18.4% of net sales, an increase of $14.9 million compared to the prior year period SG&A expenses of $32.6 million, or 15.1% of net sales. The increase was driven by $9.9 million of higher marketing and consumer advertising expenses and $2.7 million of incremental public company costs. SG&A expenses in the second quarter of 2020 and 2019 included $0.3 million and $1.7 million, respectively, of separation costs to effect BellRing’s separation from Post Holdings, Inc. (“Post”) and to support BellRing’s transition into a separate stand-alone publicly-traded entity, which were treated as adjustments for non-GAAP measures. Operating profit was $35.1 million, a decrease of 14.0%, or $5.7 million, compared to the prior year period operating profit of $40.8 million. Interest expense, net was $14.3 million in the second quarter of 2020 and related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the second quarter of 2019. Income tax expense was $2.2 million in the second quarter of 2020, an effective income tax rate of 10.6%, compared to $9.8 million in the second quarter of 2019, an effective income tax rate of 24.0%. In the second quarter of 2020, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”). Net earnings available to Class A common stockholders were $4.2 million in the second quarter of 2020 compared to zero in the prior year period. Net earnings available to Class A common stockholders in the second quarter of 2020 excluded $14.4 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”) compared to $31.0 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.11. Adjusted net earnings available to Class A common stockholders were $4.5 million, or $0.11 per diluted share of Class A common stock. Adjusted EBITDA was $43.4 million, a decrease of 12.5%, or $6.2 million, compared to the prior year period Adjusted EBITDA of $49.6 million. Adjusted EBITDA in the second quarter of 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Six Month Operating Results** Net sales were $501.5 million, an increase of 24.7%, or $99.2 million, compared to the prior year period. *Premier Protein* net sales increased 34.4%, with volumes increasing 32.2%. *Dymatize* net sales declined 6.3%, with volumes declining 1.4%. *PowerBar* net sales declined 16.3%, with volumes declining 27.4%. Gross profit was $179.5 million, or 35.8% of net sales, an increase of 24.1%, or $34.9 million, compared to the prior year period gross profit of $144.6 million, or 35.9% of net sales. SG&A expenses were $84.0 million, or 16.7% of net sales, an increase of $24.2 million compared to the prior year period SG&A expenses of $59.8 million, or 14.9% of net sales, with the increase partially driven by $11.7 million of higher marketing and consumer advertising expenses and $4.8 million of incremental public company costs. SG&A expenses for the six months ended March 31, 2020 and March 31, 2019 included $1.8 million and $2.9 million, respectively, of separation costs to effect BellRing’s separation from Post and to support BellRing’s transition into a separate stand-alone publicly-traded entity, which were treated as adjustments for non-GAAP measures. Operating profit was $84.4 million, an increase of 14.5%, or $10.7 million, compared to the prior year period operating profit of $73.7 million. Interest expense, net was $25.9 million in the six months ended March 31, 2020 and related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the six months ended March 31, 2019. Income tax expense was $8.1 million in the six months ended March 31, 2020, an effective income tax rate of 13.8%, compared to $17.6 million in the six months ended March 31, 2019, an effective income tax rate of 23.9%. For the six months ended March 31, 2020, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal, state and local income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing LLC in the period subsequent to the initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $10.2 million for the six months ended March 31, 2020 compared to zero in the prior year period. Net earnings available to Class A common stockholders for the six months ended March 31, 2020 excluded $40.2 million of net earnings attributable to the Company’s NCI compared to $56.1 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.26. Adjusted net earnings available to Class A common stockholders were $10.9 million, or $0.28 per diluted share of Class A common stock. Adjusted EBITDA was $102.0 million, an increase of 12.6%, or $11.4 million, compared to the prior year period Adjusted EBITDA of $90.6 million. Adjusted EBITDA for the six months ended March 31, 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical active nutrition business (“Active Nutrition”)). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI reflecting the entitlement of Post to a portion of the consolidated net earnings. As of March 31, 2020, Post holds 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to the NCI. For the period prior to the IPO, BellRing’s financial statements present the combined results of Active Nutrition which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of Active Nutrition and the allocation of certain Post corporate expenses relating to Active Nutrition based on the historical financial statements and accounting records of Post. In the opinion of management, the assumptions underlying the Active Nutrition historical combined financial statements, including the basis on which the expenses have been allocated from Post, were reasonable. However, the allocations may not reflect the expenses that BellRing may have incurred as a separate company for the period presented. The historical financial results in this release for the three and six months ended March 31, 2019 differ from the results of the BellRing Brands segment for the same period reported by Post. Reconciliations between the operating profit and Adjusted EBITDA as reported by BellRing in this release to the BellRing Brands segment profit and segment Adjusted EBITDA as reported by Post in Post’s second quarter 2020 earnings release are included later in this release. **COVID-19 Commentary** BellRing is closely monitoring the impact of the COVID-19 pandemic and is taking actions to ensure its ability to safeguard the health of its employees, maintain the continuity of its supply chain to serve customers and manage its financial performance and liquidity. In March 2020, BellRing LLC borrowed $65.0 million under its $200.0 million revolving credit facility. As of March 31, 2020, the available borrowing capacity under the revolving credit facility was $80.0 million. As of April 30, 2020, BellRing had approximately $100 million in cash and cash equivalents on hand. BellRing products sold through food, drug and mass, club and eCommerce generally experienced an uplift in sales in the second quarter of fiscal year 2020 primarily driven by consumer pantry loading in reaction to the COVID-19 pandemic. However, there is no guarantee that such increase in sales will continue. Temporary store closures and domestic and international governmental “stay at home” orders put in place to limit the spread of COVID-19 have negatively impacted sales for *Dymatize* and *PowerBar* products sold in specialty channels. **Outlook** BellRing management has affirmed its fiscal year 2020 outlook and continues to expect net sales to range between $1.00-$1.05 billion, Adjusted EBITDA to range between $192-$202 million and capital expenditures to be approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for NCI, separation costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, May 8, 2020 at 10:30 a.m. EDT to discuss financial results for the second quarter of fiscal year 2020 and fiscal year 2020 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 7392288. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, May 22, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 7392288. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecast. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2020 and statements regarding the effect of the COVID-19 pandemic on BellRing’s business and BellRing’s continuing response to the COVID-19 pandemic. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - the impact of the COVID-19 pandemic, including negative impacts on the global economy and capital markets, BellRing’s ability and the ability of its third party manufacturers to manufacture and deliver its products, its supply chain and its operations generally; - disruptions or inefficiencies in the supply chain, including as a result of BellRing’s reliance on third party suppliers or manufacturers for the manufacturing of many of its products, pandemics, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - significant volatility in the costs or availability of certain commodities (including raw materials and packaging used to manufacture BellRing’s products), higher freight costs or higher energy costs; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates and fluctuations in foreign currency exchange rates; - BellRing’s ability to attract key employees, loss of key employees, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s high leverage, its ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of BellRing’s business); - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s operation in a category with strong competition; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - consolidation in BellRing’s distribution channels; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and trends and to introduce new products; - BellRing’s ability to maintain favorable perceptions of its brands; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations and changes to and new laws and regulations affecting BellRing’s business, including current and future laws and regulations regarding food safety and advertising; - BellRing’s ability to manage its growth and to identify, complete and integrate any acquisitions or other strategic transactions; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - economic downturns that limit customer and consumer demand for BellRing’s products; - BellRing’s ability to protect its intellectual property and other assets; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - risks associated with BellRing’s public company status, including BellRing’s ability to operate as a separate public company following the IPO and the additional expenses BellRing will incur to create the corporate infrastructure to operate as a public company; - changes in estimates in critical accounting judgments; - impairment in the carrying value of goodwill or other intangibles; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2020** **2019** **2020** **2019** **Net Sales** $ 257.5 $ 216.5 $ 501.5 $ 402.3 Cost of goods sold 169.3 137.5 322.0 257.7 **Gross Profit** 88.2 79.0 179.5 144.6 Selling, general and administrative expenses 47.5 32.6 84.0 59.8 Amortization of intangible assets 5.6 5.6 11.1 11.1 **Operating Profit** 35.1 40.8 84.4 73.7 Interest expense, net 14.3 — 25.9 — **Earnings before Income Taxes** 20.8 40.8 58.5 73.7 Income tax expense 2.2 9.8 8.1 17.6 **Net Earnings Including Redeemable Noncontrolling Interest** 18.6 31.0 50.4 56.1 Less: Net earnings attributable to redeemable noncontrolling interest 14.4 31.0 40.2 56.1 **Net Earnings Available to Class A Common Stockholders** $ 4.2 $ — $ 10.2 $ — **Earnings per share of Class A Common Stock:** Basic $ 0.11 $ — $ 0.26 $ — Diluted $ 0.11 $ — $ 0.26 $ — **Weighted-Average Shares of Class A Common Stock Outstanding:** Basic 39.4 — 39.4 — Diluted 39.5 — 39.4 — **RECONCILIATION OF OPERATING PROFIT, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT PROFIT, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended** **March 31, 2019** **Six Months Ended** **March 31, 2019** **Operating profit, as reported by BellRing** $ 40.8 $ 73.7 Allocated costs (1) 3.2 5.5 **BellRing Brands segment profit, as reported by Post** $ 44.0 $ 79.2 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Condensed Consolidated Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2020** **September 30, 2019** **ASSETS** **Current Assets** Cash and cash equivalents $ 76.7 $ 5.5 Receivables, net 111.2 68.4 Inventories 151.2 138.2 Prepaid expenses and other current assets 10.4 7.4 **Total Current Assets** 349.5 219.5 Property, net 10.3 11.7 Goodwill 65.9 65.9 Other intangible assets, net 285.4 296.5 Other assets 14.5 0.9 **Total Assets** $ 725.6 $ 594.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 35.0 $ — Accounts payable 56.5 61.7 Other current liabilities 36.5 31.0 **Total Current Liabilities** 128.0 92.7 Long-term debt 756.4 — Deferred income taxes 12.8 14.1 Other liabilities 29.7 1.3 **Total Liabilities** 926.9 108.1 Redeemable noncontrolling interest 1,661.9 — **Stockholders’ Equity** Preferred stock — — Common stock 0.4 — Accumulated deficit (1,859.1 ) — Net investment of Post Holdings, Inc. — 489.0 Accumulated other comprehensive loss (4.5 ) (2.6 ) **Total Stockholders’ Equity** (1,863.2 ) 486.4 **Total Liabilities and Stockholders’ Equity** $ 725.6 $ 594.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Six Months Ended** **March 31,** **2020** **2019** **Cash (used in) provided by:** Operating activities $ (5.1 ) $ 1.6 Investing activities (1.2 ) (1.4 ) Financing activities 77.6 (8.0 ) Effect of exchange rate changes on cash and cash equivalents (0.1 ) (0.2 ) **Increase (decrease) in cash and cash equivalents** $ 71.2 $ (8.0 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings available to Class A common stockholders, Adjusted diluted earnings per share of Class A common stock and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A common stock are adjusted for the following items: a. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Income* tax: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the footnote of the reconciliation table, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization and the adjustment for separation costs discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: c. *NCI adjustment*: BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing as BellRing’s management evaluates BellRing’s operating performance on a basis that includes 100% of BellRing. d. *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and do not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **Three Months Ended** **March 31, 2020** **October 21, 2019 to March 31, 2020** **Net Earnings Available to Class A Common Stockholders** $ 4.2 $ 10.2 **Adjustments:** Separation costs after the IPO 0.3 0.7 **Total Net Adjustments** 0.3 0.7 Income tax effect on separation costs (1) — — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 4.5 $ 10.9 (1) For both periods, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **Three Months Ended** **March 31, 2020** **October 21, 2019 to March 31, 2020** **Diluted Earnings per share of Class A Common Stock** $ 0.11 $ 0.26 **Adjustments:** Separation costs after the IPO — 0.02 **Total Net Adjustments** — 0.02 Income tax effect on separation costs (1) — — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.11 $ 0.28 (1) For both periods, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS** **TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **March 31,** **Six Months Ended** **March 31,** **2020** **2019** **2020** **2019** **Net Earnings Available to Class A Common Stockholders** $ 4.2 $ — $ 10.2 $ — Income tax expense 2.2 9.8 8.1 17.6 Interest expense, net 14.3 — 25.9 — Depreciation and amortization 6.4 6.3 12.8 12.7 NCI adjustment 14.4 31.0 40.2 56.1 Stock-based compensation 1.6 0.8 3.0 1.3 Separation costs 0.3 1.7 1.8 2.9 **Adjusted EBITDA** $ 43.4 $ 49.6 $ 102.0 $ 90.6 **Adjusted EBITDA as a percentage of Net Sales** 16.9 % 22.9 % 20.3 % 22.5 % **RECONCILIATION OF ADJUSTED EBITDA, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT ADJUSTED EBITDA, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended** **March 31, 2019** **Six Months Ended** **March 31, 2019** **Adjusted EBITDA, as reported by BellRing** $ 49.6 $ 90.6 Allocated costs, net of non-GAAP adjustments (1) 0.8 1.4 **BellRing Brands segment Adjusted EBITDA, as reported by Post** $ 50.4 $ 92.0 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Condensed Consolidated Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. In the above presentation, these costs are shown on a net basis, as they exclude certain items which have been treated as adjustments for the calculation of Adjusted EBITDA as described earlier in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Second Quarter Fiscal Year 2020 Conference Call Apr 15, 2020 ST. LOUIS, April 15, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, May 8, 2020 at 10:30 a.m. EDT to discuss financial results for the second quarter of fiscal year 2020 and fiscal year 2020 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the second quarter after market close on Thursday, May 7, 2020. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 7392288. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, May 22, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 7392288. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Adaptive Training Foundation Wins the Dymatize ​“Resolve to Inspire” Gym Contest Mar 31, 2020 --- # News, Brand & Articles ## Dymatize and PEBBLES™ Cereal Join Forces to Create New ISO100 Fruity and Cocoa Pebbles Protein Powder Flavors Feb 28, 2020 --- # News, Brand & Articles ## 3 Beneficial Ingredients to Look for in Pre-Workouts Feb 25, 2020 M&S mus​cle​and​strength​.com A lot of lifters love doubling up on their preworkout scoops before their workouts, but which ingredients are proven to be the best to add muscle mass?** I am a scientist by training, not a shill. So I am not going to try and convince you to buy some mysterious powder from the Himalayas that will make you jacked. I am, however, going to cut to the chase and tell you about why a few supplements might be worth taking to maximize your training. The main reason for each of these is that they increase your ability to do work, which we know is the main dictator of how jacked you get during your bulk cycle. The three on the list today are caffeine, beta-alanine, and citrulline. ## **1. CAFFEINE** Caffeine is touted as one of the most efficacious pre-workout supplements for increasing energy, focus, and training capacity. It is also thought to elicit the following: increased anaerobic running capacity, power output, adrenaline, aerobic exercise, blood glucose and fat oxidation, as well as decreased insulin sensitivity. Caffeine primarily works by antagonizing (essentially blocking) adenosine receptors. Adenosine normally binds to these receptors, causing drowsiness. By antagonizing these receptors, caffeine can increase alertness and combat drowsiness. Caffeine is also distributed throughout the body and interacts with receptors on the surfaces of other cells to elicit different physiological processes including the release of adrenaline and cortisol. Several studies have shown that caffeine pre-workout can increase power output1, 2, 3. However, it appears to not be related to improvements in 1 repetition maximums but in ​“sustain power,” e.g. 3 – 5 RM and Wingate. It may be due to a reduction in pain perception, and mobilization of intramuscular calcium (the stuff that lets your muscles actually contract). There have been documented increases in aerobic capacity from caffeine supplementation4, 5, 6. This is potentially mediated by increased free fatty acid (FFA) release. However, contradictory evidence shows that adrenaline increased FFA release, thus decreasing FFA oxidation. Dosing of caffeine is highly variable. Your genetics and habitual use of caffeine play a large role in how much is needed to elicit an effect. The more you consume on a daily basis, the more you will need to consume in order to see any training benefit. Additionally, there appears to be a ​“saturation” limit where you only receive an anti-fatigue benefit and no additional effects from higher levels of caffeine intake. ## **2. BETA-ALANINE** Beta-alanine is the beta form of the amino acid alanine (meaning the amino group is in the beta position). It is the rate limiting (read bottleneck) precursor to a chemical called carnosine which acts as a buffer to prevent reductions in pH. Beta-Alanine is purported to increase your training capacity by improving the body’s ability to buffer exercise-induced decreases in pH. In essence, Beta-alanine isn’t doing the work; it is providing your body with the ability to make more carnosine. Beta-Alanine is a well-researched supplement with some actual evidence to support its use. However, there appears to be no real timing component and it does not necessarily have to be taken as a pre-workout. Briefly, Beta-Alanine helps you avoid ​“hitting the wall” a little bit longer, essentially increasing your workload by 1 – 2 additional reps in the 8 – 15 rep range7, 8, 9. The consistent finding throughout the research is that it can increase your muscle endurance by about 2.5%. It has also been shown to improve interval-type training, where individuals have improved performance in repeated bouts of sprint intervals. In addition to Beta-Alanine increasing muscle endurance, there have been some small improvements in fat reduction reported in the literature10. One important facet of this finding is that the research is unable to determine if it was directly due to supplementation, or if the increased fat loss was a result of the increased work during training. My guess, it works something like this. Although it is marketed as a pre-workout supplement, there is little evidence to support a specific time-domain. You can take it at any time and you will receive the benefit as the goal is to increase your intramuscular carnosine levels. That being said, it can easily just be included in your pre-workout supplement and it works just fine. The typical dose for beta-alanine is 2 – 5g/​day. There have been reports of users getting a tingling feeling when consuming large doses of beta-alanine. This is scientifically known as paresthesia, I prefer to call it ​“itchy face”. Splitting your daily dose into two smaller doses can alleviate this, if you decide that the itchy face feeling doesn’t get you jacked up to train. This has been shown to be as effective as a larger, once-daily dose. Like creatine monohydrate, beta alanine has well documented benefits for increasing training capacity in certain training modalities. If you are looking for an extra few percent in your training, beta-alanine might be a useful tool. ## 3. L‑CITRULLINE L‑citrulline has been shown to have a myriad of benefits in humans, including increased training volume, decreased muscle soreness, decreased fatigue, and increased blood flow. In a fairly large (large as far as supplement research goes) double-blind placebo-controlled study, 41 participants supplemented with 8mg of citrulline or placebo and performed 8 sets of bench press to fatigue. The citrulline group noticed a drastic improvement (52.92%) of reps they were able to achieve than the placebo11. In this same study, the group receiving citrulline noted a 40% decrease in soreness at 24 and 48 hours compared to the placebo group. A separate study showed that supplementing with citrulline decreased fatigue during a rest-recovery style training protocol12. Another well-known aspect of citrulline is the breakdown of citrulline into L‑arginine. L‑arginine then can be converted into nitric oxide and increase blood flow. In a small study of only 8 men, supplementing with 2 and 15g of citrulline increased arginine levels in the blood, and in a dose dependent manner13. In a double-blind placebo-controlled trial of healthy men, citrulline supplementation did in fact increase serum nitric oxide and decrease a measure of arterial stiffness, indicating possible vasorelaxation14. Given the large effect of citrulline on cardiovascular parameters and recent evidence from individuals with heart failure, L‑citrulline may be an ideal supplement for individuals with cardiovascular problems15 Besides changes in fatigue, soreness, and cardiovascular parameters there may be some positive effect of citrulline supplementation on growth hormone. In one double-blind placebo-controlled study conducted in 17 young men, 6 grams of citrulline prior to exercise increased exercise induced growth hormone response almost 70%16. Currently, this aspect of citrulline needs to be validated with follow-up studies. Citrulline-malate displays a wide range of potential benefits from decreasing fatigue and increasing training volume to improving exercise capacity in individuals with heart failure. While there are some reported gastrointenstinal side effects (similar to creatine), citrulline appears to be a well-tolerated supplement that has potential to be on par with creatine and beta-alanine in terms of efficacy. Doses of approximately 6 mg prior to exercise are the most common dosages observed in the literature. **THE WRAP UP** When it is time to bulk there is no reason to left stones unturned. Supplementing can be a key piece of your nutrition régime to help you get the last 2 – 5% of your gains. Caffeine, Beta-Alanine, and Citrulline are 3 of the most proven, effective supplements you can use for increasing the volume and intensity of your training. Read whole article at mus​cle​and​strength​.com — [Click Here](https://www.muscleandstrength.com/articles/3-preworkout-ingredients) --- # News, Brand & Articles ## Nutritional Benefits of Protein Feb 25, 2020 **Get your body moving in the right direction with protein.** Protein is essential to a healthy body and an active lifestyle. Find out all the miraculous things this macronutrient can do for you. ## **Muscle movers. And maintainers.** Protein does the heavy lifting on helping you get the most out of your muscles. You’re chasing kids. Lifting bags of mulch. Going for a marathon bike ride. It all takes muscle. And those muscles need protein to perform, as well as repair after all that activity. Your body’s ability to absorb nutrients is at its peak shortly after a workout, and protein helps you maintain toning, so you can keep moving – and also look good doing it. ## **The ultimate energizers.** Get more energy from the right combo of protein, carbs and fats. Simple carbohydrates are famous for giving you quick energy, but also for the subsequent crash. The right mix of protein, carbs and fats can give your body a longer-lasting source of energy. You see, each of these macronutrients takes a different amount of time for your body to break down. First you’ll absorb the carbs, then the protein, then the fat. By then, voila!, you’ll have enjoyed more energy over a longer period of time. Some protein may even be good for your heart. Researchers have found that eating soy protein (which is found in our Premier Protein® bars) daily, as part of a diet low in fat and cholesterol, can help maintain a healthy heart. ## **The hunger busters.** Nothing satisfies like protein. Want fewer hunger pangs? Protein takes longer to digest, so it naturally makes you feel fuller for longer. Which is great news if you’re watching your weight or prone to grabbing unhealthy snacks. ## **For healthy aging.** Protein helps to build muscle. As we age, we lose muscle mass and strength. But don’t despair! Recent findings show this muscle loss isn’t inevitable. Eating a sufficient amount of protein with each meal may help slow the loss of muscle mass. Experts are recommending 25 – 30 grams per meal. Combine that with resistance training and you’ll be well on your way to maintaining a strong and vital body for the rest of your life. ## **Middle managers.** Protein can help you control your weight. Studies show that when you eat sufficient amounts of protein, along with carbohydrates, your body may take the extra calories and burn them as heat rather than storing them as fat. The feeling of satiety you get from eating protein is also a great way to help control your cravings. So protein gets a big ​“woohoo!” for weight management. ## **For growing up strong.** Kids need protein to maintain muscles and bones. Protein is important for your children’s growth and development. But just because they need it doesn’t mean they want to eat it. To help kids, especially active ones, get enough protein, Premier Protein® ​’s delicious, nutrient-packed shakes and bars are a great choice. --- # News, Brand & Articles ## Deeper Science on Protein Feb 25, 2020 **No doubt protein is powerful stuff. Here’s some more information on this amazing nutrient.** You already know the basics about protein. It builds and maintains muscle which shapes the body and supports optimal strength and endurance. Protein is critical for your overall health and your body structure such as bone, skin and vital organs and helps perform and regulate major functions. It supports a healthier daily metabolism and it can help curb hunger by making you feel fuller for longer. No doubt it’s powerful stuff. Here’s some more information on this amazing nutrient. ## **Body Protein** Protein is the structural and functional basis of our body, accounting for roughly 16% of a lean, normal body weight, and is critical for normal operations of our body’s trillions of cells. Muscle is about 73% water and 22% protein, thus protein is more than 80% of the ​“dry weight” of muscle helping us understand the strong relationship between protein and muscle. Protein is the basis of bone, contributing nearly half of bone weight and supports normal body functions as hormones, enzymes and other key molecules. ## **Amazing Amino Acids** Amino acids are organic compounds that form proteins. They are known as the ​“building blocks” of protein and thus are the building blocks of life because they are required for all sorts of protein-based functions within the body. Without amino acids, and the proteins they make up, we wouldn’t exist. In addition to serving as protein building blocks, specific amino acids can serve additional and vital roles in nerve and hormonal systems as well as helping to regulate how much and what kinds of protein are in tissue such as muscle. Amino acids truly are amazing! **There are two types of Amino acids:** • Essential amino acids can’t be made or synthesized by the body, so we need to get them from the food we eat. If a protein has all of the essential amino acids it’s known as ​“complete.” • Nonessential amino acids can be made by the body, so you don’t need to worry about getting them from food. Keep in mind they’re still ​“important,” but since your body can make them, you don’t have to worry about getting them in your diet. Your diet needs to provide an ample supply of both types of amino acids derived from protein containing foods and supplements. ## **Did you know?** Great-tasting Premier Protein® shakes are considered a complete protein, delivering all 20 amino acid building blocks, including all of the essential ones. ## **Complete or incomplete?** If a protein supplies all of the essential amino acids in proportion to human protein, it’s called a complete protein. If it doesn’t, it’s considered incomplete. All meats, eggs and dairy products are complete proteins. Most vegetable sources, except for soy, are incomplete and require fortification or combinations of other proteins to make them complete. ## **Whey vs. Casein vs. Soy** These are several types of proteins that you’ll find in most protein products. So what’s the difference? They are all good and complete proteins, meaning they have all the essential amino acids as well as ample supply of the other amino acids to serve as building blocks for key body proteins and serve in other ways. However, among the differences are that whey, casein and soy proteins are digested and absorbed at different rates, which can be important depending on your nutrition and fitness goals. • Whey protein comes from milk and is digested and absorbed the fastest of the three protein sources or any intact protein for that matter. Whey delivers the essential amino acids and has the highest concentration of specific ones called Branched Chain Amin Acids or BCAAs to help shape, build or maintain body muscle and metabolism. • Soy protein clearly comes from soy and is next in the speed category. Soy is absorbed slower than whey but faster than casein, and is unique in that it is a ​“complete” plant-based proteins. • Casein, which comes from milk, is digested the slowest, providing a more steady, longer delivery of protein-derived amino acids to the body making it a great choice in between meals and at night. • Milk protein, which also comes from milk, is a combination of whey & casein. You can imagine how a blend of these three could benefit active people, fueling muscles both immediately and for several hours to support your goals. That’s why high quality, delicious protein products like Premier Protein® shakes and bars rely on a mix of these proteins to deliver maximum impact. Our shakes offer a proprietary blend of milk proteins, while our bars deliver a blend of soy and whey. --- # News, Brand & Articles ## Premier Protein® Launches Protein Shakes with Oats, Made with Whole Grain Oats and Fiber Feb 19, 2020 A new line of smooth & creamy RTD Protein Shakes featuring 20g of protein, 7g of fiber and 1g of sugar that are delicious both hot and cold. EMERYVILLE, Calif., Feb. 19, 2020 /​PRNewswire/​— Premier Protein is expanding on the success of its 30g Protein Shakes with a new line of smooth and creamy breakfast-inspired shakes featuring a balance of 20g of protein, 7g of fiber, 8g of whole grain oats and 24 vitamins and minerals! Delicious hot or cold in three fan-favorite oatmeal inspired flavors, it’s another way Premier Protein is creating great-tasting products that make forming healthy habits easier. “At Premier Protein, we are always searching for ways to make health journeys easy to start and maintain,” said Nick Stiritz, Director of Marketing, Premier Nutrition. ​“We’re excited to bring this entirely new line of protein shakes with oats to fans new and old. This latest innovation provides a great-tasting, balanced addition to an on-the-go breakfast with 20g protein, 7g fiber, 1g sugar and 150 calories. It meets the high taste standards Premier is known for, and even better, many say warming like a classic bowl of oatmeal makes it even tastier!” A great addition to an on-the-go breakfast for every morning of your health journey, Premier Protein with Oats is awarded with the American Masters of Taste Gold Medal for Excellence by Chefs in America and available in three flavors, including Apple Cinnamon, Blueberries & Cream and Oats & Maple. Premier Protein with Oats is now widely available at retail. For more information about Premier Protein with Oats please visit [http://​www​.pre​mier​pro​tein​.com/](https://c212.net/c/link/?t=0&l=en&o=2711666-1&h=1303335676&u=http%3A%2F%2Fwww.premierprotein.com%2F&a=http%3A%2F%2Fwww.premierprotein.com%2F). You can also learn more and find recipe inspiration on the Premier Protein [Instagram](https://c212.net/c/link/?t=0&l=en&o=2711666-1&h=474639096&u=https%3A%2F%2Fwww.instagram.com%2Fpremierprotein%2F%3Fhl%3Den&a=Instagram), [Facebook](https://c212.net/c/link/?t=0&l=en&o=2711666-1&h=1069757050&u=https%3A%2F%2Fwww.facebook.com%2FPremierProtein%2F&a=Facebook) and [Twitter](https://c212.net/c/link/?t=0&l=en&o=2711666-1&h=312097851&u=https%3A%2F%2Ftwitter.com%2Fpremierprotein%3Flang%3Den&a=Twitter) pages. **Premier Nutrition, Inc.** Premier Nutrition is a business unit of BellRing Brands and operates in the global convenient nutrition category. Its primary brands, Premier Protein® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Media Contact:** Casey Carty, HUNTER, [ccarty@​hunterpr.​com](mailto:ccarty@hunterpr.com) or 212.679.6600, x362 SOURCE Premier Nutrition, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the First Quarter of Fiscal Year 2020 Feb 6, 2020 ST. LOUIS, Feb. 06, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the first fiscal quarter ended December 31, 2019. **Highlights:** - **Net sales of $244.0 million** - **Operating profit of $49.3 million; net earnings available to Class A common stockholders of $6.0 million and Adjusted EBITDA of $58.6 million** - **Reaffirmed fiscal year 2020 net sales guidance of $1.00-$1.05 billion; Adjusted EBITDA (non-GAAP) guidance of $192-$202 million** **First Quarter Operating Results** Net sales were $244.0 million, an increase of 31.3%, or $58.2 million, compared to the prior year period. *Premier Protein* net sales increased 45.0%, with volumes increasing 38.4%, primarily driven by distribution gains for ready-to-drink (“RTD”) protein shakes, lapping short-term RTD protein shake capacity constraints in the first quarter of 2019 and higher average net selling prices. Dollar consumption of *Premier Protein* RTD shakes increased 27.5% in the 13-week period ended December 28, 2019 as compared to the same period in 2018 (per Nielsen Total US xAOC including Convenience). *Dymatize* net sales declined 9.9%, with volumes down 3.9%, driven by higher club volumes in the prior year period associated with promotional activity that did not recur. *PowerBar* net sales declined 11.8%, with volumes declining 28.4%, primarily driven by product discontinuations in North America, consistent with BellRing’s strategy to optimize the North American *PowerBar* portfolio focusing on its most successful product offerings. Gross profit was $91.3 million, or 37.4% of net sales, an increase of 39.2%, or $25.7 million, compared to the prior year period gross profit of $65.6 million, or 35.3% of net sales. Selling, general and administrative (“SG&A”) expenses were $36.5 million, or 15.0% of net sales, an increase of $9.3 million compared to the prior year period SG&A expenses of $27.2 million, or 14.6% of net sales. SG&A expenses in the first quarter of 2020 and 2019 included $1.5 million and $1.2 million, respectively, of separation costs to effect BellRing’s separation from Post Holdings, Inc. (“Post”) and to support BellRing’s transition into a separate stand-alone entity, which was treated as an adjustment for non-GAAP measures. SG&A expenses in the first quarter of 2020 and 2019 included public company costs and separate stand-alone company costs of $3.2 million (of which $1.4 million was stock-based compensation which was treated as an adjustment for non-GAAP measures) and $1.1 million (of which $0.5 million was stock-based compensation which was treated as an adjustment for non-GAAP measures), respectively. Operating profit was $49.3 million, an increase of 49.8%, or $16.4 million, compared to the prior year period operating profit of $32.9 million. Interest expense, net was $11.6 million in the first quarter of 2020 and related to debt borrowed in connection with the creation of BellRing’s capital structure in the first quarter of 2020. No interest expense was recorded in the first quarter of 2019. Income tax expense was $5.9 million in the first quarter of 2020, an effective income tax rate of 15.6%, compared to an expense of $7.8 million in the first quarter of 2019, an effective income tax rate of 23.7%. In the first quarter of 2020, the effective income tax rate differed significantly from the statutory rate primarily as a result of taking into account for U.S. federal income tax purposes a 28.8% distributive share of the items of income, gain, loss and deduction of BellRing Brands, LLC (“BellRing LLC”) in the period subsequent to the initial public offering (the “IPO”). Net earnings available to Class A common stockholders were $6.0 million in the first quarter of 2020 compared to zero in the prior year period. Net earnings available to Class A common stockholders in the first quarter of 2020 excluded $25.8 million of net earnings attributable to the Company’s redeemable noncontrolling interest (“NCI”) compared to $25.1 million excluded in the prior year period. Net earnings per diluted share of Class A common stock were $0.15. Adjusted net earnings available to Class A common stockholders were $6.4 million, or $0.16 per diluted share of Class A common stock, compared to the prior year period Adjusted net earnings available to Class A common stockholders of zero. Adjusted EBITDA was $58.6 million, an increase of 42.9%, or $17.6 million, compared to the prior year period Adjusted EBITDA of $41.0 million. Adjusted EBITDA in the first quarter of 2020 included an adjustment for the portion of BellRing LLC’s consolidated net earnings which was allocated to NCI, resulting in the calculation of Adjusted EBITDA including 100% of BellRing. **Basis of Presentation** On October 21, 2019, BellRing closed its IPO of 39.4 million shares of Class A common stock. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing LLC (which became the holding company for Post’s historical Active Nutrition segment (“Active Nutrition”)). Effective October 21, 2019, BellRing allocates a portion of the consolidated net earnings of BellRing LLC to NCI reflecting the entitlement of Post to a portion of the consolidated net earnings. As of December 31, 2019, Post holds 71.2% of the economic interest of BellRing LLC. Prior to October 21, 2019, Post held 100% of the economic interest of BellRing LLC, which was allocated to the NCI. For the period prior to the IPO, BellRing’s financial statements present the combined results of Active Nutrition which have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of Active Nutrition and the allocation of certain Post corporate expenses relating to Active Nutrition based on the historical financial statements and accounting records of Post. In the opinion of management, the assumptions underlying the Active Nutrition historical combined financial statements, including the basis on which the expenses have been allocated from Post, were reasonable. However, the allocations may not reflect the expenses that BellRing may have incurred as a separate company for the period presented. The historical financial results in this release for the first quarter of 2019 differ from the results of the BellRing Brands segment for the same period reported by Post. Reconciliations between the operating profit and Adjusted EBITDA as reported by BellRing in this release to the BellRing Brands segment profit and segment Adjusted EBITDA as reported by Post in Post’s first quarter 2020 earnings release are included later in this release. **Outlook** BellRing management continues to expect fiscal year 2020 net sales to range between $1.00-$1.05 billion, Adjusted EBITDA to range between $192-$202 million and capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for separation costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, February 7, 2020 at 10:30 a.m. EST to discuss financial results for the first quarter of fiscal year 2020 and fiscal year 2020 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 6897520. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=OOeWOTmzltcJO7j0tkF0kvL1_LTdpY6TnWTbkOU-8Pu7lgM4X3wmxseyHTtEuG4Jqz1uDMHSaXzaBsieDTt0Tw==). A replay of the conference call will be available through Friday, February 21, 2020 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 6897520. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecast. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2020. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may,” “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s operation in a category with strong competition; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging; - higher freight costs, significant volatility in the costs or availability of certain commodities (including raw materials and packaging used to manufacture BellRing’s products) or higher energy costs; - disruptions in BellRing’s supply chain, changes in weather conditions and other events beyond its control; - consolidation in BellRing’s distribution channels; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and trends and to introduce new products; - BellRing’s ability to maintain favorable perceptions of its brands; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations and changes to and new laws and regulations affecting BellRing’s business, including current and future laws and regulations regarding food safety and advertising; - BellRing’s high leverage, BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and BellRing’s ability to service its outstanding debt (including covenants that restrict the operation of its business); - BellRing’s ability to manage its growth and to identify, complete and integrate any acquisitions or other strategic transactions; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - BellRing’s ability to attract and retain key employees; - economic downturns that limit customer and consumer demand for BellRing’s products; - disruptions in the United States and global capital and credit markets, changes in interest rates and fluctuations in foreign currency exchange rates; - BellRing’s ability to protect its intellectual property and other assets; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - risks associated with BellRing’s public company status, including BellRing’s ability to operate as a separate public company following the IPO and the additional expenses BellRing will incur to create the corporate infrastructure to operate as a public company; - changes in estimates in critical accounting judgments; - impairment in the carrying value of goodwill or other intangibles; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=OOeWOTmzltcJO7j0tkF0kpoo-jkP8SOennHRGGGw9eB1xRYdMbDC0hwS_9zbJd7UDpnwOzBtBE0M-KWTKA_esQ==). **Contact:** Investor Relations Dan Callahan [dan.callahan@bellringbrands.com](https://www.globenewswire.com/Tracker?data=SwYbPvJ30WNKnvxLuL9GD-douFO0mY8aDYiHtjc-XwjxGST_fe-Bj6-ftVTsUczF3aGS7IIoPGtiJ9V0JwCe0JIMDl7KEMz4zo5zh-CnqgbUii2Mh71I4yFSOiXJZIQA) (314) 219-1387 Media Relations Lisa Hanly [lisa.hanly@bellringbrands.com](https://www.globenewswire.com/Tracker?data=Y3vtyIyb6fy1BnYaoB2cigAUJcATQ6Mhkr06wNXzPFcrJjVNrWHn_RqOVF8f2R-_VRsLxcsUKuvAGmO2YH_TWX5eqO0YOJoEG4oAWc2EuEgWbHjsIv5-vCUtyfef1cFX) (314) 665-3180 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **December 31,** **2019** **2018** **Net Sales** $ 244.0 $ 185.8 Cost of goods sold 152.7 120.2 **Gross Profit** 91.3 65.6 Selling, general and administrative expenses 36.5 27.2 Amortization of intangible assets 5.5 5.5 **Operating Profit** 49.3 32.9 Interest expense, net 11.6 — **Earnings before Income Taxes** 37.7 32.9 Income tax expense 5.9 7.8 **Net Earnings Including Redeemable Noncontrolling Interest** 31.8 25.1 Less: Net earnings attributable to redeemable noncontrolling interest 25.8 25.1 **Net Earnings Available to Class A Common Stockholders** $ 6.0 $ — **Earnings per share of Class A Common Stock:** **Basic** $ 0.15 — **Diluted** $ 0.15 — **Weighted-Average Shares of Class A Common Stock Outstanding:** **Basic** 39.4 — **Diluted** 39.4 — **RECONCILIATION OF OPERATING PROFIT, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT PROFIT, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended December 31, 2018** **Operating profit, as reported by BellRing** $ 32.9 Allocated costs (1) 2.3 **BellRing Brands segment profit, as reported by Post** $ 35.2 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Condensed Consolidated Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **December 31, 2019** **September 30, 2019** **ASSETS** **Current Assets** Cash and cash equivalents $ 29.9 $ 5.5 Receivables, net 94.0 68.4 Inventories 150.2 138.2 Prepaid expenses and other current assets 14.0 7.4 **Total Current Assets** 288.1 219.5 Property, net 10.6 11.7 Goodwill 65.9 65.9 Other intangible assets, net 291.0 296.5 Other assets 15.3 0.9 **Total Assets** $ 670.9 $ 594.5 **LIABILITIES AND STOCKHOLDERS’ EQUITY** **Current Liabilities** Current portion of long-term debt $ 35.0 $ — Accounts payable 46.5 61.7 Other current liabilities 25.9 31.0 **Total Current Liabilities** 107.4 92.7 Long-term debt 723.8 — Deferred income taxes 17.2 14.1 Other liabilities 25.5 1.3 **Total Liabilities** 873.9 108.1 Redeemable noncontrolling interest 2,075.2 — **Stockholders’ Equity** Preferred stock — — Common stock 0.4 — Additional paid-in capital 0.3 — Accumulated deficit (2,276.9 ) — Net investment of Post Holdings, Inc. — 489.0 Accumulated other comprehensive loss (2.0 ) (2.6 ) **Total Stockholders’ Equity** (2,278.2 ) 486.4 **Total Liabilities and Stockholders’ Equity** $ 670.9 $ 594.5 **SELECTED CONDENSED CONSOLIDATED CASH FLOW INFORMATION (Unaudited)** **(in millions)** **Three Months Ended** **December 31, **2019** **2018** **Cash provided by (used in):** Operating activities $ (24.9 ) $ 5.9 Investing activities (0.7 ) (1.0 ) Financing activities 49.9 (6.4 ) Effect of exchange rate changes on cash and cash equivalents 0.1 (0.2 ) **Net increase (decrease) in cash and cash equivalents** $ 24.4 $ (1.7 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A Common Stock BellRing believes Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A Common Stock are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings available to Class A common stockholders and Adjusted diluted earnings per share of Class A Common Stock are adjusted for the following items: a. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Income tax*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the footnote of the reconciliation table, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing LLC is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing LLC’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization and adjustment for separation costs discussed above. Additionally, Adjusted EBITDA reflects adjustments for the following items: c. *NCI adjustment*: BellRing has included adjustments for the portion of its consolidated net earnings/loss which was allocated to NCI, allowing for the calculation of Adjusted EBITDA to include 100% of BellRing. d. *Stock-based compensation*: BellRing’s compensation strategy after the IPO includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests; after the IPO, BellRing continues to be charged for Post stock-based compensation through the master services agreement with Post. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and do not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS TO ADJUSTED NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS (Unaudited)** **(in millions)** **October 21, 2019 to December 31, 2019** **2019** **Net Earnings Available to Class A Common Stockholders** $ 6.0 **Adjustments:** Separation costs after the initial public offering 0.4 **Total Net Adjustments** 0.4 Income tax effect on separation costs (1 — **Adjusted Net Earnings Available to Class A Common Stockholders** $ 6.4 (1) From October 21, 2019, to December 31, 2019, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK** **TO ADJUSTED DILUTED EARNINGS PER SHARE OF CLASS A COMMON STOCK (Unaudited)** **October 21, 2019 to** **December 31, 2019** **2019** **Diluted Earnings per share of Class A Common Stock** $ 0.15 **Adjustments:** Separation costs after the initial public offering 0.01 **Total Net Adjustments** 0.01 Income tax effect on separation costs (1) — **Adjusted Diluted Earnings per share of Class A Common Stock** $ 0.16 (1) From October 21, 2019, to December 31, 2019, the income tax effect for separation costs was calculated using a rate of 0.0% as the amounts are primarily non-deductible separation costs for income tax purposes. **RECONCILIATION OF NET EARNINGS AVAILABLE TO CLASS A COMMON STOCKHOLDERS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **December 31,** **2019** **2018** **Net Earnings Available to Class A Common Stockholders** $ 6.0 $ — Income tax expense 5.9 7.8 Interest expense, net 11.6 — Depreciation and amortization 6.4 6.4 NCI adjustment 25.8 25.1 Stock-based compensation 1.4 0.5 Separation costs 1.5 1.2 **Adjusted EBITDA** $ 58.6 $ 41.0 **Adjusted EBITDA as a percentage of Net Sales** 24.0 % 22.1 % **RECONCILIATION OF ADJUSTED EBITDA, AS REPORTED BY BELLRING,** **TO BELLRING BRANDS SEGMENT ADJUSTED EBITDA, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended** **December 31, 2018** **Adjusted EBITDA, as reported by BellRing** $ 41.0 Allocated costs, net of non-GAAP adjustments (1) 0.6 **BellRing Brands segment Adjusted EBITDA, as reported by Post** $ 41.6 (1) Allocated costs are general and administrative costs that are attributable to BellRing and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Condensed Consolidated Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. In the above presentation, these costs are shown on a net basis, as they exclude certain items which have been treated as adjustments for the calculation of Adjusted EBITDA as described earlier in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Source: BellRing Brands, Inc. --- # News, Brand & Articles ## Premier Protein® taps ​‘super fans’ to position the brand as more approachable than competitors Jan 27, 2020 --- # News, Brand & Articles ## Premier Protein® Highlights Personal Progress, Not Before-And-After Images Jan 23, 2020 --- # Corporate & Financial ## BellRing Brands Schedules First Quarter Fiscal Year 2020 Conference Call Jan 15, 2020 ST. LOUIS, Jan. 15, 2020 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, February 7, 2020 at 10:30 a.m. EST to discuss financial results for the first quarter of fiscal year 2020 and fiscal year 2020 outlook and to respond to questions. Darcy Horn Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the first quarter after market close on Thursday, February 6, 2020. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 6897520. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, February 21, 2020 by dialing (800) 859-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 6897520. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Matt Mainer (314) 644-7618 Source: BellRing Brands, Inc. --- # News, Brand & Articles ## PowerBar® Europe gets real with ​“REAL 5” vegan Energy Bar Jan 1, 2020 --- # News, Brand & Articles ## Dymatize® announces $25,000 Grant Contest for Independent Gym Owners with Launch of ​“Resolve to Inspire” Contest Dec 27, 2019 --- # News, Brand & Articles ## Premier Protein® launches ​“The Better Chocolate” in Europe Dec 1, 2019 --- # Corporate & Financial ## BellRing Brands Reports Results for the Fourth Quarter and Fiscal Year 2019 Nov 21, 2019 ST. LOUIS, Nov. 21, 2019 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global convenient nutrition category, today reported results for the fourth quarter and fiscal year ended September 30, 2019. **Highlights:** - **Fourth quarter net sales of $214.5 million; operating profit of $36.0 million; net earnings of $26.7 million and Adjusted EBITDA of $46.3 million** - **Fiscal year net sales of $854.4 million; operating profit of $162.5 million; net earnings of $123.1 million and Adjusted EBITDA of $198.1 million** - **Completed the initial public offering of BellRing Class A common stock on October 21, 2019** - **Fiscal year 2020 net sales expected to range between $1.0-$1.05 billion; Adjusted EBITDA (non-GAAP) expected to range between $192-$202 million** **Fourth Quarter Operating Results** Net sales were $214.5 million, a decrease of 2.5%, or $5.4 million, compared to the prior year period, with volumes declining 4.3%. As expected, *Premier Protein* net sales declined 2%, with volumes declining 4%, primarily driven by the early delivery of ready-to-drink (“RTD”) shakes to a large customer in the third quarter of 2019 to support promotional activity, resulting in a net sales headwind of approximately $15 million in the fourth quarter of 2019. Strong eCommerce sales and new distribution gains for RTD shakes offset a portion of the net sales headwind. Despite uneven shipment patterns in the second half of 2019, consumption remains strong as dollar consumption of *Premier Protein* RTD shakes increased 16% in the 13 week period ended September 28, 2019 as compared to the same period in 2018 (per Nielsen Total US xAOC including Convenience). *Dymatize* net sales increased 5%, with volumes up 5%, driven by growth in international, eCommerce and specialty, partially offset by higher levels of trade promotion. *PowerBar* net sales declined 17%, with volumes declining 22%, primarily driven by product discontinuations in North America, in line with BellRing’s strategy to optimize the North American *PowerBar* portfolio focusing on its most successful product offerings. Net sales in the fourth quarter of 2019 were impacted by the reclassification of certain payments to customers of $3.5 million from selling expenses to net sales in connection with a recently adopted accounting standard. Excluding this impact, net sales decreased 0.9%, or $1.9 million. Gross profit was $76.7 million, or 35.8% of net sales, an increase of 4.1%, or $3.0 million, compared to the prior year period gross profit of $73.7 million, or 33.5% of net sales. Selling, general and administrative (“SG&A”) expenses were $35.1 million, or 16.4% of net sales, an increase of $4.1 million compared to the prior year period SG&A expenses of $31.0 million, or 14.1% of net sales. SG&A expenses for fourth quarter of 2019 included $2.7 million of separation costs to effect BellRing’s separation from Post and to support BellRing’s transition into a separate stand-alone entity, which were treated as an adjustment for non-GAAP measures. SG&A expenses included expense allocations from Post Holdings, Inc. (“Post”) of general and administrative costs of $4.3 million (of which $2.4 million were separation costs) and $1.3 million in the fourth quarter of 2019 and 2018, respectively. Operating profit was $36.0 million, a decrease of 2.7%, or $1.0 million, compared to the prior year period operating profit of $37.0 million. Income tax expense was $9.3 million in the fourth quarter of 2019, an effective income tax rate of 25.8%, compared to an expense of $10.6 million in the fourth quarter of 2018, an effective income tax rate of 28.6%. Net earnings were $26.7 million, an increase of 1.1%, or $0.3 million, compared to the prior year period net earnings of $26.4 million. Adjusted net earnings were $28.7 million in the fourth quarter of 2019; no non-GAAP adjustments were made to net earnings in the fourth quarter of 2018. Adjusted EBITDA was $46.3 million, an increase of 5.2%, or $2.3 million, compared to the prior year period Adjusted EBITDA of $44.0 million. **Fiscal Year 2019 Operating Results** Net sales were $854.4 million, an increase of 3.3%, or $26.9 million, compared to the prior year, with volumes increasing 2.7%. *Premier Protein* net sales increased 7%, with volumes up 5%. *Dymatize* net sales increased 4%, with volumes up 3%. *PowerBar* net sales declined 26%, with volumes declining 29%. Net sales in fiscal year 2019 were impacted by the reclassification of certain payments to customers of $8.8 million from selling expenses to net sales in connection with a recently adopted accounting standard. Excluding this impact, net sales increased 4.3%, or $35.7 million. Gross profit was $311.8 million, or 36.5% of net sales, an increase of 12.3%, or $34.1 million, compared to the prior year gross profit of $277.7 million, or 33.6% of net sales. SG&A expenses were $127.1 million, or 14.9% of net sales, a decrease of $8.0 million compared to the prior year SG&A expenses of $135.1 million, or 16.3% of net sales. SG&A expenses for fiscal year 2019 included $6.7 million of separation costs to effect BellRing’s separation from Post and to support BellRing’s transition into a separate stand-alone entity, which were treated as an adjustment for non-GAAP measures. SG&A expenses for fiscal year 2018 included a provision of $9.0 million for a legal settlement, which was treated as an adjustment for non-GAAP measures. SG&A expenses included expense allocations from Post of general and administrative costs of $12.6 million (of which $6.3 million were separation costs) and $4.6 million in fiscal year 2019 and 2018, respectively. Operating profit was $162.5 million, an increase of 35.6%, or $42.7 million, compared to the prior year operating profit of $119.8 million. Income tax expense was $39.4 million in fiscal year 2019, an effective income tax rate of 24.2%, compared to an expense of $23.7 million in fiscal year 2018, an effective income tax rate of 19.8%. In fiscal year 2018, BellRing recorded a $9.4 million one-time net income tax benefit in connection with the U.S. Tax Cuts and Jobs Act. Net earnings were $123.1 million, an increase of 28.1%, or $27.0 million, compared to the prior year net earnings of $96.1 million. Adjusted net earnings were $128.2 million compared to the prior year Adjusted net earnings of $93.3 million. Adjusted EBITDA was $198.1 million, an increase of 26.6%, or $41.6 million, compared to the prior year Adjusted EBITDA of $156.5 million. **Initial Public Offering** On October 21, 2019, BellRing closed its initial public offering (the “IPO”) of 39.4 million shares of Class A common stock at a price of $14.00 per share, raising approximately $552 million in gross equity capital. BellRing received net proceeds from the IPO of approximately $524.4 million, after deducting underwriting discounts and commissions. In conjunction with the close of the IPO, BellRing also borrowed $800.0 million in total principal value under a new credit agreement, the net proceeds of which were approximately $776.4 million. Upon completion of the IPO and certain transactions completed in connection with the IPO, BellRing became the holding company for BellRing Brands, LLC (which became the holding company for Post’s historical active nutrition segment (“Active Nutrition”)), and Post holds approximately 71% of the economic ownership of BellRing Brands, LLC. BellRing’s Class A common stock began trading on October 17, 2019 on the New York Stock Exchange under the symbol “BRBR”. **Basis of Presentation** BellRing’s historical combined financial statements have been prepared on a stand-alone basis and are derived from the consolidated financial statements and accounting records of Post. The combined financial statements reflect the historical results of operations, financial position and cash flows of Active Nutrition and the allocation of certain Post corporate expenses relating to Active Nutrition based on the historical financial statements and accounting records of Post. In the opinion of management, the assumptions underlying the Active Nutrition historical combined financial statements, including the basis on which the expenses have been allocated from Post, are reasonable. However, the allocations may not reflect the expenses that BellRing may have incurred as a separate company for the periods presented. The historical financial results in this release differ from the results of the Active Nutrition segment for the same periods reported by Post. Reconciliations between the operating profit and Adjusted EBITDA as reported by BellRing in this release to the Active Nutrition segment profit and segment Adjusted EBITDA as reported by Post in Post’s fourth quarter 2019 earnings release are included later in this release. **Outlook** BellRing management expects fiscal year 2020 net sales to range between $1.0-$1.05 billion, Adjusted EBITDA to range between $192-$202 million and capital expenditures of approximately $4 million. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for separation costs, provision for legal settlement and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of cash bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing’s financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **BellRing Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Friday, November 22, 2019 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2019 and fiscal year 2020 outlook and to respond to questions. Darcy Horn Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 4878954. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, December 6, 2019 by dialing (855) 859-2056 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 4878954. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecast. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA and capital expenditures outlook for fiscal year 2020. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may,” “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s dependence on a limited number of third party contract manufacturers and suppliers for the manufacturing of most of its products, including one manufacturer for the substantial majority of its RTD protein shakes; - BellRing’s operation in a category with strong competition; - BellRing’s reliance on a limited number of third party suppliers to provide certain ingredients and packaging, and higher freight costs, significant volatility in the costs or availability of certain raw materials, commodities or packaging used to manufacture its products and higher energy costs; - disruptions in BellRing’s supply chain, changes in weather conditions and other events beyond its control; - consolidation in BellRing’s distribution channels; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and trends and to introduce new products; - BellRing’s ability to maintain favorable perceptions of its brands; - BellRing’s ability to expand existing market penetration and enter into new markets; - allegations that BellRing’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations and changes to and new laws and regulations affecting BellRing’s business, including current and future laws and regulations regarding food safety and advertising; - BellRing’s high leverage, BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and BellRing’s ability to service its outstanding debt (including covenants that restrict the operation of its business); - BellRing’s ability to manage its growth and to identify, complete and integrate any acquisitions or other strategic transactions; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - risks associated with BellRing’s international business; - risks related to BellRing’s ongoing relationship with Post, including Post’s control over BellRing and ability to control the direction of BellRing’s business, conflicts of interest or disputes that may arise between Post and BellRing and BellRing’s obligations under various agreements with Post, including under the tax receivable agreement; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - BellRing’s ability to attract and retain key employees; - economic downturns that limit customer and consumer demand for BellRing’s products; - disruptions in the United States and global capital and credit markets, changes in interest rates and fluctuations in foreign currency exchange rates; - BellRing’s ability to protect its intellectual property and other assets; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents and/or information security breaches; - risks associated with BellRing’s public company status, including BellRing’s ability to operate as a separate public company following the IPO and the additional expenses BellRing will incur to create the corporate infrastructure to operate as a public company; - changes in estimates in critical accounting judgments; - impairment in the carrying value of goodwill or other intangibles; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; and - other risks and uncertainties described in BellRing’s filings with the SEC. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a rapidly growing leader in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, appeal to a broad range of consumers across all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across a diverse network of channels including club, food, drug, mass, eCommerce, specialty and convenience. BellRing’s commitment to consumers is to strive to make highly effective products that deliver best-in-class nutritionals and superior taste. For more information, visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 **COMBINED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Year Ended September 30,** **2019** **2018** **2019** **2018** **Net Sales** $ 214.5 $ 219.9 $ 854.4 $ 827.5 Cost of goods sold 137.8 146.2 542.6 549.8 **Gross Profit** 76.7 73.7 311.8 277.7 Selling, general and administrative expenses 35.1 31.0 127.1 135.1 Amortization of intangible assets 5.6 5.7 22.2 22.8 **Operating Profit** 36.0 37.0 162.5 119.8 Income tax expense 9.3 10.6 39.4 23.7 **Net Earnings** $ 26.7 $ 26.4 $ 123.1 $ 96.1 **RECONCILIATION OF OPERATING PROFIT, AS REPORTED BY BELLRING,** **TO ACTIVE NUTRITION SEGMENT PROFIT, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended September 30,** **Year Ended September 30,** **2019** **2018** **2019** **2018** **Operating profit, as reported by BellRing** $ 36.0 $ 37.0 $ 162.5 $ 119.8 Allocated costs (1) 4.3 1.3 12.6 4.6 **Active Nutrition segment profit, as reported by Post** $ 40.3 $ 38.3 $ 175.1 $ 124.4 (1) Allocated costs are general and administrative costs that are attributable to Active Nutrition and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Combined Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. **COMBINED BALANCE SHEETS (Unaudited)** **(in millions)** **September 30, 2019** **September 30, 2018** **ASSETS **Current Assets** Cash and cash equivalents $ 5.5 $ 10.9 Receivables, net 68.4 87.2 Inventories 138.2 61.6 Prepaid expenses and other current assets 7.4 4.0 **Total Current Assets** 219.5 163.7 Property, net 11.7 11.9 Goodwill 65.9 65.9 Other intangible assets, net 296.5 318.7 Other assets 0.9 0.2 **Total Assets** $ 594.5 $ 560.4 **LIABILITIES AND PARENT COMPANY EQUITY** **Current Liabilities** Accounts payable $ 61.7 $ 58.7 Other current liabilities 31.0 35.6 **Total Current Liabilities** 92.7 94.3 Deferred income taxes 14.1 13.6 Other liabilities 1.3 0.8 **Total Liabilities** 108.1 108.7 **Parent Company Equity** Net parent investment 489.0 453.1 Accumulated other comprehensive loss (2.6 ) (1.4 ) **Total Parent Company Equity** 486.4 451.7 **Total Liabilities and Parent Company Equity** $ 594.5 $ 560.4 **SELECTED CONDENSED COMBINED CASH FLOW INFORMATION (Unaudited)** **(in millions)** **Year Ended** **September 30,** **2019** **2018** **Cash provided by (used in):** Operating activities $ 98.3 $ 141.2 Investing activities (3.2 ) (5.0 ) Financing activities (100.2 ) (133.0 ) Effect of exchange rate changes on cash and cash equivalents (0.3 ) (0.1 ) **Net (decrease) increase in cash and cash equivalents** $ (5.4 ) $ 3.1 **SUPPLEMENTAL BRAND INFORMATION (Unaudited)** The below table presents net sales and volume percentage changes for BellRing’s primary brands for each quarter of fiscal 2019 as compared to the corresponding prior year quarter. **Three Months Ended** **December 31, 2018** **March 31, 2019** **June 30, 2019** **September 30, 2019** **Premier Protein** Net Sales 2% 9% 18% (2%) Volume 4% 4% 12% (4%) **Dymatize** Net Sales 11% 10% (10%) 5% Volume 5% 7% (5%) 5% **PowerBar** Net Sales (34%) (26%) (24%) (17%) Volume (40%) (20%) (31%) (22%) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted net earnings and Adjusted EBITDA. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted net earnings BellRing believes Adjusted net earnings is useful to investors in evaluating BellRing’s operating performance because it excludes items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings is adjusted for the following items: a. *Separation costs*: BellRing has excluded certain expenses incurred to effect its separation from Post and to support its transition into a separate stand-alone entity as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. b. *Provision for legal settlement*: BellRing has excluded losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such losses do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. c. *Income tax*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the footnote of the reconciliation table, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. d. *U.S. tax reform net benefit*: BellRing has excluded the impact of the one-time net income tax benefit recorded in the first fiscal quarter of 2018 which reflected (i) the benefit related to an estimate of the re-measurement of BellRing’s existing deferred tax assets and liabilities considering both BellRing’s fiscal year 2018 blended U.S. federal corporate income tax rate of 24.5% and a 21% rate for subsequent fiscal years and (ii) the expense related to an estimate of a transition tax on unrepatriated foreign earnings. BellRing believes that the net benefit as reported is not representative of BellRing’s current income tax position and exclusion of the benefit allows for more meaningful comparisons of performance to other periods. Adjusted EBITDA BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in BellRing’s financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance to forecast future results. Adjusted EBITDA reflects adjustments for income tax expense, depreciation and amortization and the following adjustments discussed above: separation costs and provision for legal settlement. Additionally, Adjusted EBITDA reflects adjustments for the following item: e. *Non-cash stock-based compensation*: BellRing’s compensation strategy prior to the IPO included the use of Post stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with Post’s shareholders’ investment interests. BellRing has excluded non-cash stock-based compensation as non-cash stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and do not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2019** **2018** **2019** **2018** **Net Earnings** $ 26.7 $ 26.4 $ 123.1 $ 96.1 **Adjustments:** Separation costs 2.7 — 6.7 — Provision for legal settlement — — — 9.0 **Total Net Adjustments** 2.7 — 6.7 9.0 Income tax effect on adjustments (1) (0.7 ) — (1.6 ) (2.4 ) U.S. tax reform net benefit — — — (9.4 ) **Adjusted Net Earnings** $ 28.7 $ 26.4 $ 128.2 $ 93.3 (1) For the three months and year ended September 30, 2019, income tax effect on adjustments was calculated using a rate of 24.2%, the sum of BellRing’s fiscal year 2019 U.S. federal corporate income tax rate plus BellRing’s blended state income tax rate net of federal deductions. For the three months and year ended September 30, 2018, income tax effect on adjustments was calculated using a rate of 27.2%, the sum of BellRing’s fiscal year 2018 blended U.S. federal corporate income tax rate plus BellRing’s blended state income tax rate. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended** **September 30,** **Year Ended** **September 30,** **2019** **2018** **2019** **2018** Net Earnings $ 26.7 $ 26.4 $ 123.1 $ 96.1 Income tax expense 9.3 10.6 39.4 23.7 Depreciation and amortization 6.3 6.5 25.3 25.9 Non-cash stock-based compensation 1.3 0.5 3.6 1.8 Separation costs 2.7 — 6.7 — Provision for legal settlement — — — 9.0 **Adjusted EBITDA** $ 46.3 $ 44.0 $ 198.1 $ 156.5 **Adjusted EBITDA as a percentage of Net Sales** 21.6 % 20.0 % 23.2 % 18.9 % **RECONCILIATION OF ADJUSTED EBITDA, AS REPORTED BY BELLRING,** **TO ACTIVE NUTRITION SEGMENT ADJUSTED EBITDA, AS REPORTED BY POST (Unaudited)** **(in millions)** **Three Months Ended September 30, **Year Ended September 30, **2019 **2018 **2019 **2018 **Adjusted EBITDA, as reported by BellRing** $ 46.3 $ 44.0 $ 198.1 $ 156.5 Allocated costs, net of Non-GAAP adjustments (1) 0.6 0.8 2.7 2.8 **Active Nutrition segment Adjusted EBITDA, as reported by Post** $ 46.9 $ 44.8 $ 200.8 $ 159.3 (1) Allocated costs are general and administrative costs that are attributable to Active Nutrition and have been allocated by Post to BellRing. BellRing includes these costs in its SG&A expenses and Operating Profit measures in its Combined Statement of Operations. Post classifies these costs as unallocated corporate expenses, which are reported by Post in general corporate expenses and other. In the above presentation, these costs are shown on a net basis, as they exclude certain items which have been treated as adjustments for the calculation of Adjusted EBITDA as described earlier in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Schedules Fourth Quarter and Fiscal Year 2019 Conference Call Nov 1, 2019 ST. LOUIS , Nov. 01, 2019 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will hold a conference call on Friday, November 22, 2019 at 10:30 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2019 and fiscal year 2020 outlook and to respond to questions. Darcy Horn Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. BellRing also announced it plans to release its financial results for the fourth quarter and fiscal year 2019 after market close on Thursday, November 21, 2019. Interested parties may join the conference call by dialing (833) 954-1568 in the United States and (409) 216-6583 from outside of the United States. The conference identification number is 4878954. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A replay of the conference call will be available through Friday, December 6, 2019 by dialing (855) 859-2056 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 4878954. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Source: BellRing Brands, Inc. --- # Corporate & Financial ## Post Holdings and BellRing Brands Announce Closing of BellRing’s Initial Public Offering and Full Exercise of Underwriters’ Option to Purchase Additional Shares Oct 21, 2019 ST. LOUIS, Oct. 21, 2019 (GLOBE NEWSWIRE) -- Post Holdings, Inc. (NYSE:[POST](/News/Listing?symbol=POST&exchange=4)) (“Post”) and BellRing Brands, Inc. (NYSE:[BRBR](/News/Listing?symbol=BRBR&exchange=4)) (“BellRing”) today announced the closing of BellRing’s previously announced initial public offering of 39,428,571 shares of BellRing’s Class A common stock at a price to the public of $14.00 per share, including the exercise in full by the underwriters of their option to purchase 5,142,857 additional shares. Upon completion of the offering, Post owns approximately 71% of BellRing. BellRing’s Class A common stock began trading on October 17, 2019 on the New York Stock Exchange under the symbol “BRBR”. Morgan Stanley & Co. LLC, Citigroup, J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC acted as the lead bookrunning managers for the offering. BofA Merrill Lynch, Barclays Capital Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Evercore Group L.L.C., Stifel, Nicolaus & Company, Incorporated, SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC acted as bookrunning managers. HSBC Securities (USA) Inc., Nomura Securities International, Inc., PNC Capital Markets LLC, Rabo Securities USA, Inc. and UBS Securities LLC acted as co-managers for the offering. This offering was made only by means of a prospectus. A copy of the final prospectus may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or by telephone at (800) 831-9146; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at prospectus-eq\_fi@jpmchase.com; or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com. A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. Through its Post Consumer Brands business, Post is a leader in the North American ready-to-eat cereal category offering a broad portfolio including recognized brands such as Honey Bunches of Oats®, Pebbles™, Great Grains® and Malt-O-Meal® bag cereal as well as private label products. Post also is a leader in the United Kingdom ready-to-eat cereal category with the iconic Weetabix® brand. As a leader in refrigerated foods, Post delivers innovative, value-added egg and refrigerated potato products to the foodservice channel and the retail refrigerated side dish category, offering side dishes and egg, sausage and cheese products through the Bob Evans®, Simply Potatoes®, All Whites®, Better’n Eggs® and Crystal Farms® brands. Post’s majority owned BellRing Brands business is a holding company operating in the global convenient nutrition category through its primary brands of Premier Protein®, PowerBar® and Dymatize®. Post participates in the private brand food category through its investment with Thomas H. Lee Partners in 8th Avenue Food & Provisions, a leading, private brand centric, consumer products holding company. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Contact:** Investor Relations Jennifer Meyer jennifer.meyer@postholdings.com (314) 644-7665 Media Relations Lisa Hanly lisa.hanly@postholdings.com (314) 665-3180 Source: Post Holdings, Inc. --- # Corporate & Financial ## Post Holdings and BellRing Brands Announce Pricing of BellRing’s Initial Public Offering Oct 16, 2019 ST. LOUIS, Oct. 16, 2019 (GLOBE NEWSWIRE) — Post Holdings, Inc. (NYSE:POST) (“Post”) and BellRing Brands, Inc. (“BellRing”) today announced the pricing of BellRing’s initial public offering (“IPO”) of 34,285,714 shares of BellRing’s Class A common stock at a price to the public of $14.00 per share (the “IPO price”). In addition, BellRing has granted the underwriters a 30-day option to purchase up to an additional 5,142,857 shares of its Class A common stock at the IPO price, less underwriting discounts and commissions. Upon completion of the offering, Post is expected to own approximately 74% of BellRing, or approximately 71% if the underwriters exercise their option in full. BellRing’s Class A common stock is expected to begin trading on the New York Stock Exchange on October 17, 2019 under the symbol “BRBR”. The offering is expected to close on October 21, 2019, subject to customary closing conditions. Morgan Stanley & Co. LLC, Citigroup, J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC are acting as the lead bookrunning managers for the offering. BofA Merrill Lynch, Barclays Capital Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Evercore Group L.L.C., Stifel, Nicolaus & Company, Incorporated, SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC are acting as bookrunning managers. HSBC Securities (USA) Inc., Nomura Securities International, Inc., PNC Capital Markets LLC, Rabo Securities USA, Inc. and UBS Securities LLC are acting as co-managers for the offering. This offering will be made only by means of a prospectus. A copy of the final prospectus may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014; Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or by telephone at (800) 831-9146; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803-9204, or by email at [prospectus-eq\_fi@jpmchase.com](mailto:prospectus-eq_fi@jpmchase.com); or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471-2526, or by email at . A registration statement relating to these securities has been filed with, and declared effective by, the Securities and Exchange Commission. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. **Forward Looking Statements** Certain matters discussed in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the current expectations and assumptions of Post and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the IPO of BellRing. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see Post’s filings with the SEC, including, but not limited to, the risk factors set forth in its most recent Form 10-K, and any updates to such risk factors contained in subsequent Forms 10-Q or Forms 8-K. These forward-looking statements represent Post’s judgment as of the date of this press release. Post disclaims, however, any intent or obligation to update these forward-looking statements. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. Through its Post Consumer Brands business, Post is a leader in the North American ready-to-eat cereal category offering a broad portfolio including recognized brands such as Honey Bunches of Oats®, Pebbles™, Great Grains® and Malt-O-Meal® bag cereal as well as private label products. Post also is a leader in the United Kingdom ready-to-eat cereal category with the iconic Weetabix® brand. As a leader in refrigerated foods, Post delivers innovative, value-added egg and refrigerated potato products to the foodservice channel and the retail refrigerated side dish category, offering side dishes and egg, sausage and cheese products through the Bob Evans®, Simply Potatoes®, All Whites®, Better’n Eggs® and Crystal Farms® brands. Post’s convenient nutrition platform, BellRing Brands, is a holding company operating in the global convenient nutrition category through its primary brands of Premier Protein®, PowerBar® and Dymatize®. Post participates in the private brand food category through its investment with Thomas H. Lee Partners in 8th Avenue Food & Provisions, a leading, private brand centric, consumer products holding company. **About BellRing Brands, Inc.** BellRing Brands, Inc. is a holding company operating in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 Source: Post Holdings, Inc. --- # Corporate & Financial ## Post Holdings Announces Launch of BellRing Brands Initial Public Offering Oct 7, 2019 **St. Louis – October 7, 2019** - Post Holdings, Inc. (NYSE:POST) (“Post”) today announced that one of its subsidiaries, BellRing Brands, Inc. (“BellRing”) has launched a roadshow for its initial public offering (“IPO”) of approximately 24% of its ownership. BellRing is offering 30,000,000 shares of its Class A common stock in the IPO. The offering is being made pursuant to a registration statement on Form S‑1 filed with the Securities and Exchange Commission (the ​“SEC”). BellRing expects to grant the underwriters a 30-day option to purchase up to an additional 4,500,000 shares of Class A common stock at the IPO price, less underwriting discounts and commissions. The IPO price is currently expected to be between $16.00 and $19.00 per share. BellRing has received approval to list its Class A common stock on the New York Stock Exchange under the symbol ​“BRBR”. Morgan Stanley & Co. LLC, Citigroup, J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC are acting as the lead bookrunning managers for the proposed offering. BofA Merrill Lynch, Barclays Capital Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Evercore Group L.L.C., Stifel, Nicolaus & Company, Incorporated, SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC are acting as bookrunning managers. HSBC Securities (USA) Inc., Nomura Securities International, Inc., PNC Capital Markets LLC, Rabo Securities USA, Inc. and UBS Securities LLC are acting as co-managers for the proposed offering. This offering will be made only by means of a prospectus. A copy of the preliminary prospectus may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014; Citigroup Global Markets Inc., c/​o Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or by telephone at (800) 831‑9146; J.P. Morgan Securities LLC, c/​o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803‑9204, or by email at prospectus-​eq\_​fi@​jpmchase.​com; or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471‑2526, or by email at prospectus-​ny@​ny.​email.​gs.​com. A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. **Forward Looking Statements** Certain matters discussed in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the current expectations and assumptions of Post and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the IPO of BellRing. There is no assurance that the IPO of BellRing will occur and there are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see Post’s filings with the SEC, including, but not limited to, the risk factors set forth in its most recent Form 10‑K, and any updates to such risk factors contained in subsequent Forms 10‑Q or Forms 8‑K. These forward-looking statements represent Post’s judgment as of the date of this press release. Post disclaims, however, any intent or obligation to update these forward-looking statements. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. Through its Post Consumer Brands business, Post is a leader in the North American ready-to-eat cereal category offering a broad portfolio including recognized brands such as Honey Bunches of Oats®, Pebbles™, Great Grains® and Malt-O-Meal® bag cereal as well as private label products. Post also is a leader in the United Kingdom ready-to-eat cereal category with the iconic Weetabix® brand. As a leader in refrigerated foods, Post delivers innovative, value-added egg and refrigerated potato products to the foodservice channel and the retail refrigerated side dish category, offering side dishes and egg, sausage and cheese products through the Bob Evans®, Simply Potatoes®, All Whites®, Better’n Eggs® and Crystal Farms® brands. Post’s convenient nutrition platform, BellRing Brands, will be a holding company operating in the global convenient nutrition category through its primary brands of Premier Protein®, PowerBar® and Dymatize®. Post participates in the private brand food category through its investment with Thomas H. Lee Partners in 8th Avenue Food & Provisions, a leading, private brand centric, consumer products holding company. **About BellRing Brands, Inc.** BellRing Brands, Inc. will be a holding company operating in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Contact** Investor Relations: Jennifer Meyer jennifer.​meyer@​postholdings.​com (314) 644‑7665 Media Relations: Lisa Hanly lisa.​hanly@​postholdings.​com (314) 665‑3180 --- # Corporate & Financial ## Post Holdings Active Nutrition Business to be Named BellRing Brands; BellRing Brands Files Registration Statement for Proposed Initial Public Offering Sep 20, 2019 **St. Louis – September 20, 2019** - Post Holdings, Inc. (NYSE:POST) (“Post”) announced that its active nutrition business will be named BellRing Brands, Inc. (“BellRing”) following the completion of the previously announced proposed initial public offering (“IPO”) of approximately 20% of its ownership. Post also announced that BellRing has publicly filed a registration statement on Form S‑1 with the Securities and Exchange Commission (the ​“SEC”) related to BellRing’s proposed IPO of its Class A common stock. The number of shares of Class A common stock to be offered and the price range for the proposed offering have not yet been determined. The IPO is expected to be completed in the fall of 2019, subject to market and other conditions. BellRing has applied for its Class A common stock to be listed on the New York Stock Exchange under the symbol ​“BRBR”. Morgan Stanley & Co. LLC, Citigroup, J.P. Morgan Securities LLC and Goldman Sachs & Co. LLC are acting as the lead bookrunning managers for the proposed offering. BofA Merrill Lynch, Barclays Capital Inc., BMO Capital Markets Corp., Credit Suisse Securities (USA) LLC, Evercore Group L.L.C., Stifel, Nicolaus & Company, Incorporated, SunTrust Robinson Humphrey, Inc. and Wells Fargo Securities, LLC are acting as bookrunning managers. HSBC Securities (USA) Inc., Nomura Securities International, Inc., PNC Capital Markets LLC, Rabo Securities USA, Inc. and UBS Securities LLC are acting as co-managers for the proposed offering. This offering will be made only by means of a prospectus. A copy of the preliminary prospectus, when available, may be obtained from Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, Second Floor, New York, New York 10014; Citigroup Global Markets Inc., c/​o Broadridge Financial Solutions, 1155 Long Island Ave., Edgewood, NY 11717, or by telephone at (800) 831‑9146; J.P. Morgan Securities LLC, c/​o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, or by telephone at (866) 803‑9204, or by email at prospectus-​eq\_​fi@​jpmchase.​com; or Goldman Sachs & Co. LLC, Attention: Prospectus Department, 200 West Street, New York, NY 10282, or by telephone at (866) 471‑2526, or by email at prospectus-​ny@​ny.​email.​gs.​com. There can be no assurance the public filing of a registration statement on Form S‑1 will result in any transaction or other action by Post. Post does not intend to comment on or provide updates regarding these matters unless and until it determines that further disclosure is appropriate or required based on the then-current facts and circumstances. A registration statement relating to these securities has been filed with the SEC but has not yet become effective. These securities may not be sold, nor may offers to buy be accepted, prior to the time the registration statement becomes effective. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any jurisdiction. **Forward Looking Statements** Certain matters discussed in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the current expectations and assumptions of Post and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the IPO of BellRing. There is no assurance that the IPO of BellRing will occur and there are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see Post’s filings with the SEC, including, but not limited to, the risk factors set forth in its most recent Form 10‑K, and any updates to such risk factors contained in subsequent Forms 10‑Q or Forms 8‑K. These forward-looking statements represent Post’s judgment as of the date of this press release. Post disclaims, however, any intent or obligation to update these forward-looking statements. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient and convenient nutrition food categories. Through its Post Consumer Brands business, Post is a leader in the North American ready-to-eat cereal category offering a broad portfolio including recognized brands such as Honey Bunches of Oats®, Pebbles™, Great Grains® and Malt-O-Meal® bag cereal as well as private label products. Post also is a leader in the United Kingdom ready-to-eat cereal category with the iconic Weetabix® brand. As a leader in refrigerated foods, Post delivers innovative, value-added egg and refrigerated potato products to the foodservice channel and the retail refrigerated side dish category, offering side dishes and egg, sausage and cheese products through the Bob Evans®, Simply Potatoes®, All Whites®, Better’n Eggs® and Crystal Farms® brands. Post’s convenient nutrition platform, BellRing Brands, will be a holding company operating in the global convenient nutrition category through its primary brands of Premier Protein®, PowerBar® and Dymatize®. Post participates in the private brand food category through its investment with Thomas H. Lee Partners in 8th Avenue Food & Provisions, a leading, private brand centric, consumer products holding company. **About BellRing Brands, Inc.** BellRing Brands, Inc. will be a holding company operating in the global convenient nutrition category. Its primary brands, Premier Protein®, Dymatize® and PowerBar®, comprise all major product forms, including ready-to-drink protein shakes, powders and nutrition bars, and are distributed across channels including club, food, drug, mass, eCommerce, convenience and specialty. **Contact** Investor Relations: Jennifer Meyer jennifer.​meyer@​postholdings.​com (314) 644‑7665 Media Relations: Lisa Hanly lisa.​hanly@​postholdings.​com (314) 665‑3180 --- # Corporate & Financial ## Post Holdings Announces Confidential Submission of Draft Registration Statement for Proposed Initial Public Offering of its Active Nutrition Business Apr 8, 2019 ST. LOUIS, April 08, 2019 (GLOBE NEWSWIRE) — Post Holdings, Inc. (NYSE:POST), a consumer packaged goods holding company, today announced that one of its subsidiaries has confidentially submitted a draft registration statement on Form S-1 to the Securities and Exchange Commission (the “SEC”) related to its proposed initial public offering of its active nutrition business (the “Active Nutrition business”). The number of shares of stock and the price range for the proposed offering have not yet been determined. The proposed offering is subject to, among other things, completion of the SEC review process and market conditions. On November 15, 2018, Post announced its plan to pursue an initial public offering of shares of common stock of a company which will be comprised of its Active Nutrition business, which markets and distributes ready-to-drink protein shakes and other beverages, protein powders, nutrition bars and other nutritional supplements under the *Premier Protein*, *Dymatize*, *PowerBar*, *Supreme Protein* and *Joint Juice* brands. There can be no assurance that the confidential submission of a draft registration statement on Form S-1 will result in any transaction or other action by Post. Post does not intend to comment on or provide updates regarding these matters unless and until it determines that further disclosure is appropriate or required based on the then-current facts and circumstances. This press release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. **Forward Looking Statements** Certain matters discussed in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the current expectations and assumptions of Post and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the initial public offering of Post’s Active Nutrition business. There is no assurance that the initial public offering of Post’s Active Nutrition business will occur and there are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. For a discussion of additional risks and uncertainties, which could cause actual results to differ from those contained in the forward-looking statements, see Post’s filings with the SEC, including, but not limited to, the risk factors set forth in its most recent Form 10-K, and any updates to such risk factors contained in subsequent Forms 10-Q or Forms 8-K. These forward-looking statements represent Post’s judgment as of the date of this press release. Post disclaims, however, any intent or obligation to update these forward-looking statements. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient, and active nutrition food categories. Through its Post Consumer Brands business, Post is a leader in the North American ready-to-eat cereal category offering a broad portfolio including recognized brands such as Honey Bunches of Oats®, Pebbles™, Great Grains® and Malt-O-Meal® bag cereal. Post also is a leader in the United Kingdom ready-to-eat cereal category with the iconic Weetabix® brand. As a leader in refrigerated foods, Post delivers innovative, value-added egg and refrigerated potato products to the foodservice channel and the retail refrigerated side dish category, offering side dishes and egg, sausage and cheese products through the Bob Evans®, Simply Potatoes®, All Whites®, Better’n Eggs® and Crystal Farms® brands. Post’s Active Nutrition platform brings good energy to a wide range of consumers looking to live healthy lives through brands such as Premier Protein®, PowerBar® and Dymatize®. Post participates in the private brand food category through its investment with Thomas H. Lee Partners in 8th Avenue Food & Provisions, a leading, private brand centric, consumer products holding company. For more information, visit [www.postholdings.com](http://www.postholdings.com). **Contact:** Investor Relations Jennifer Meyer (314) 644-7665 Media Relations Lisa Hanly (314) 665-3180 Source: Post Holdings, Inc. --- # Corporate & Financial ## Post Holdings Announces Intent to Pursue IPO of its Active Nutrition Business Nov 15, 2018 - **Will establish a pure-play, high growth company with strategic flexibility to pursue strong organic and M&A opportunities** - **Darcy Horn Davenport, current President of Active Nutrition, to serve as CEO of the new public company** - **Rob Vitale, President and CEO of Post, to serve as Executive Chairman of board of directors of the new public company** ST. LOUIS, Nov. 15, 2018 (GLOBE NEWSWIRE) — Post Holdings, Inc. (NYSE:POST), a consumer packaged goods holding company, today announced it plans to pursue an initial public offering (“IPO”) of shares of common stock of a company which will be comprised of its Active Nutrition business. **Rationale for IPO of Active Nutrition Business** Aligned with Post’s focus on creating long-term shareholder value, Post’s Board of Directors approved a plan to separate its Active Nutrition business into a distinct, publicly traded company, creating a scalable, high growth asset with dedicated capital resources and the strategic flexibility to pursue both organic and M&A opportunities. Post’s Active Nutrition business markets and distributes ready-to-drink protein and other beverages, protein powders, nutrition bars and other nutritional supplements under the *Premier Protein*, *Dymatize*, *PowerBar*, *Supreme Protein* and *Joint Juice* brands. It participates in attractive categories benefitting from robust consumer trends towards increased convenience, health and wellness and higher protein consumption. The business has achieved rapid growth in recent years, with net sales increasing at a compound annual growth rate of 30%1 since 2014, attributable to industry leading growth in its *Premier Protein* ready-to-drink shake products driven by strong velocities, distribution gains and new flavors. Post management believes the business’s growth characteristics and high cash flow conversion advantageously position it to be a consolidator across a wide range of opportunities. 1 Fiscal year 2014 through fiscal year 2018. **Leadership** Darcy Horn Davenport, current President of Active Nutrition, will serve as CEO of the new public company. She has been with Active Nutrition since 2009 serving in a variety of leadership roles in marketing and management, becoming President in 2017. Rob Vitale, Post’s President and CEO, will also serve as Executive Chairman of the board of directors of the new public company. Other officers and directors of the new public company will be named at a later date. “This transaction furthers Post’s effort to unlock value with creative structuring,” said Rob Vitale, Post’s President and CEO. “What Darcy and her team have achieved is extraordinary and we look forward to building upon that success.” Post expects the corporate headquarters for the new public company to be located in St. Louis with the operating business headquartered in Emeryville, California. **Transaction Details** Post will begin the process to separate its Active Nutrition business while it finalizes the transaction structure and operational agreements and completes the necessary filings with the Securities and Exchange Commission (“SEC”). Post intends to sell approximately 20% of the ownership of the new public company. The transaction is expected to be completed in the second half of fiscal year 2019, subject to prevailing market and other conditions and receipt of other required approvals. There can be no assurance that the IPO of Post’s Active Nutrition business will occur on the anticipated timeline, if at all. There can be no guarantees that Post or the Active Nutrition business will realize the expected benefits of the potential IPO. Post does not intend to comment on or provide updates regarding these matters unless and until it determines that further disclosure is appropriate or required based on the then-current facts and circumstances. This release does not constitute an offer to sell or the solicitation of an offer to buy any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offering, solicitation or sale would be unlawful. **Selected Financial Data for Fiscal Year 2018** For the fiscal year ended September 30, 2018, Post’s Active Nutrition segment reported the following financial information: - Net sales of $827.5 million; - Net earnings of $101.2 million; and - Adjusted EBITDA of $159.3 million. This financial information does not include standalone and public company costs and corporate cost allocations, including interest expense allocations. Net earnings, interest expense and income tax expense on a standalone basis may differ materially from this presentation. Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measure” and “Explanation and Reconciliation of Non-GAAP Measure” later in this release. **Use of Non-GAAP Measure** Post uses Adjusted EBITDA, a non-GAAP measure, in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP). Adjusted EBITDA is not prepared in accordance with U.S. GAAP, as it excludes certain items as listed later in this release, and may not be comparable to similarly-titled measures of other companies. Post management uses certain non-GAAP measures, including Adjusted EBITDA, as key metrics in the evaluation of underlying Company and segment performance, in making financial, operating and planning decisions, and, in part, in the determination of cash bonuses for its executive officers and employees. Management believes the use of non-GAAP measures, including Adjusted EBITDA, provides increased transparency and assists investors in understanding the underlying operating performance of its Active Nutrition business and in the analysis of ongoing operating trends. **Conference Call** Post will host a conference call on Friday, November 16, 2018 at 9:00 a.m. EST to discuss financial results for the fourth quarter and fiscal year 2018, fiscal year 2019 outlook and the Active Nutrition IPO and to respond to questions. Robert V. Vitale, President and Chief Executive Officer, and Jeff A. Zadoks, Executive Vice President and Chief Financial Officer, will participate in the call. Interested parties may join the conference call by dialing (877) 540-0891 in the United States and (678) 408-4007 from outside of the United States. The conference identification number is 5686449. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of Post’s website at [www.postholdings.com](http://www.postholdings.com). A replay of the conference call will be available through Friday, November 30, 2018 by dialing (800) 585-8367 in the United States and (404) 537-3406 from outside of the United States and using the conference identification number 5686449. A webcast replay also will be available for a limited period on Post’s website in the Investor Relations section. **Forward Looking Statements** Certain matters discussed in this press release are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on the current expectations and assumptions of Post and are subject to uncertainty and changes in circumstances. These forward-looking statements include, among others, statements regarding the IPO of Post’s Active Nutrition business, the expected timetable for completing the IPO, the amount of equity Post expects to sell in the new public company, the future financial and operating performance of each company, strategic, operational and competitive advantages of the IPO and future opportunities for each company. These forward-looking statements are sometimes identified from the use of forward-looking terminology such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may,” “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include the following: - Post’s high leverage, Post’s ability to obtain additional financing (including both secured and unsecured debt) and Post’s ability to service its outstanding debt (including covenants that restrict the operation of its business); - Post’s ability to continue to compete in its product categories and Post’s ability to retain its market position and favorable perceptions of its brands; - Post’s ability to anticipate and respond to changes in consumer preferences and trends and introduce new products; - the possibility that Post may not be able to consummate the initial public offering of its Active Nutrition business on the expected timeline or at all, that Post may not be able to create value in its Active Nutrition business through such transaction or that the pursuit of such transaction could be disruptive to Post and its Active Nutrition business; - Post’s ability to identify, complete and integrate acquisitions and manage its growth; - Post’s ability to promptly and effectively realize the expected synergies of its acquisition of Bob Evans Farms, Inc. (“Bob Evans”) within the expected timeframe; - higher freight costs, significant volatility in the costs or availability of certain raw materials, commodities or packaging used to manufacture Post’s products or higher energy costs; - impairment in the carrying value of goodwill or other intangibles; - Post’s ability to successfully implement business strategies to reduce costs; - allegations that Post’s products cause injury or illness, product recalls and withdrawals and product liability claims and other litigation; - legal and regulatory factors, such as compliance with existing laws and regulations and changes to and new laws and regulations affecting Post’s business, including current and future laws and regulations regarding food safety, advertising and labeling and animal feeding and housing operations; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - consolidations in the retail and foodservice distribution channels; - losses incurred in the appraisal proceedings brought in connection with Post’s acquisition of Bob Evans by former Bob Evans stockholders who demanded appraisal of their shares; - the ultimate impact litigation or other regulatory matters may have on Post; - disruptions or inefficiencies in the supply chain, including as a result of Post’s reliance on third party manufacturers for certain of its products, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond Post’s control; - Post’s ability to successfully collaborate with the private equity firm Thomas H. Lee Partners, L.P., whose affiliates invested with Post in 8th Avenue Food & Provisions, Inc (“8th Avenue”); - costs associated with Bob Evans’s obligations in connection with the sale and separation of its restaurant business in April 2017, which occurred prior to Post’s acquisition of Bob Evans, including certain indemnification obligations under the restaurants sale agreement and Bob Evans’s payment and performance obligations as a guarantor for certain leases; - the ability of Post’s and Post’s customers’ private brand products to compete with nationally branded products; - Post’s ability to successfully operate its international operations in compliance with applicable laws and regulations; - changes in economic conditions, disruptions in the United States and global capital and credit markets, changes in interest rates and fluctuations in foreign currency exchange rates; - the impact of the United Kingdom’s exit from the European Union (commonly known as “Brexit”) on Post and its operations; - changes in estimates in critical accounting judgments, including those based on tax reform; - loss of key employees, labor strikes, work stoppages or unionization efforts; - losses or increased funding and expenses related to Post’s qualified pension or other postretirement plans; - costs, business disruptions and reputational damage associated with information technology failures, cybersecurity incidents or information security breaches; - Post’s ability to protect its intellectual property and other assets; - significant differences in Post’s and 8th Avenue’s actual operating results from Post’s guidance regarding its and 8th Avenue’s future performance; - Post’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; and - other risks and uncertainties described in Post’s filings with the SEC. These forward-looking statements represent Post’s judgment as of the date of this release. Post disclaims, however, any intent or obligation to update these forward-looking statements. **About Post Holdings, Inc.** Post Holdings, Inc., headquartered in St. Louis, Missouri, is a consumer packaged goods holding company operating in the center-of-the-store, refrigerated, foodservice, food ingredient, and active nutrition food categories. Through its Post Consumer Brands business, Post is a leader in the North American ready-to-eat cereal category offering a broad portfolio including recognized brands such as Honey Bunches of Oats®, Pebbles™, Great Grains® and Malt-O-Meal® bag cereal. Post also is a leader in the United Kingdom ready-to-eat cereal category with the iconic Weetabix® brand. As a leader in refrigerated foods, Post delivers innovative, value-added egg and refrigerated potato products to the foodservice channel and the retail refrigerated side dish category, offering side dishes and egg, sausage and cheese products through the Bob Evans®, Simply Potatoes®, All Whites®, Better’n Eggs® and Crystal Farms® brands. Post’s Active Nutrition platform brings good energy to a wide range of consumers looking to live healthy lives through brands such as Premier Protein®, PowerBar® and Dymatize®. Post participates in the private brand food category through its partnership with Thomas H. Lee Partners in 8th Avenue Food & Provisions, a leading, private brand centric, consumer products holding company. For more information, visit [www.postholdings.com](http://www.postholdings.com). **Contact:** Investor Relations Jennifer Meyer jennifer.meyer@postholdings.com (314) 644-7665 Media Relations Lisa Hanly lisa.hanly@postholdings.com (314) 665-3180 **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURE** Post uses Adjusted EBITDA, a non-GAAP measure, in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (GAAP). Adjusted EBITDA is not prepared in accordance with U.S. GAAP, as it excludes certain items as listed below, and may not be comparable to similarly-titled measures of other companies. Post believes that Adjusted EBITDA is useful to investors in evaluating its Active Nutrition business’s operating performance and liquidity because (i) Post believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of capital structure and the method by which the assets were acquired, and (iii) it is a financial indicator of a company’s ability to service its debt. Management uses Adjusted EBITDA to provide forward-looking guidance and uses Adjusted EBITDA to forecast future results. Adjusted EBITDA for Post’s Active Nutrition segment for the fiscal year ended September 30, 2018 reflects adjustments for income tax expense, depreciation and amortization and adjust for the following item: 1. Provision for legal settlement: Post has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as Post believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of its Active Nutrition business’s current operating performance or comparisons of its Active Nutrition business’s operating performance to other periods. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (1) (Unaudited)** **(in millions)** **Year Ended** **September 30, 2018** **Net Earnings** $ 101.2 Income tax expense 23.2 Depreciation and amortization 25.9 Provision for legal settlement 9.0 **Adjusted EBITDA** $ 159.3 (1) This presentation does not include standalone and public company costs and interest expense allocations. Furthermore, net earnings, interest expense and income tax expense on a standalone basis may differ materially from this presentation. Source: Post Holdings, Inc. --- # Corporate & Financial ## BellRing Brands Announces Timing of Second Quarter Fiscal Year 2026 Earnings Release and Conference Call Apr 9, 2026 ST. LOUIS, April 09, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will release its financial results for the second quarter of fiscal year 2026 and its fiscal year 2026 outlook on May 5, 2026 at 7:00 a.m. ET. The release will be followed by a conference call at 8:30 a.m. ET to discuss the results and outlook. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2026 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=_j5fQAm7TKMuiWMtQx87FxoD6D6yc6pC3ISWonj4yPZq9RqZMlyuXg0zI9Hb09UERXBR8tO6fxp9VWFu7lniYOpFTuN35uLxT07dQx43A_iopDyYvVLU6vbxrma5JpLZj86vxIGWG1hcH2oJbl_zgy2MUlT_950Jr5sy6BLQOGWBefo7SvJncqpwlPP-YjS-ej6-ZJvtgAWv3u5M_catnQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=Lzmx4juHAaOrxE2Hi24gVT2jJ1kDVLXk6Om6uNU7Sw3SghDr3xZea_ZVImbMqxC0eJNU_LrmXVg8Ug6NTN7QgWqxGsnLcPAfnF8LqFZXJV4=). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=Lzmx4juHAaOrxE2Hi24gVaS8Ab7JbVFQr3cLB-hyEkAh6kQTtjv3SOC-aINTq55S4baVeRXhCa21i4O6KRMdPlKfExvHOErMaxt-ya-iYB0=). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Reports Results for the Second Quarter of Fiscal Year 2026; Updates Fiscal Year 2026 Outlook May 5, 2026 ST. LOUIS, May 05, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global proactive wellness category, today reported results for the second fiscal quarter ended March 31, 2026. **Highlights:** - **Second quarter net sales of $598.7 million, up 2% year-over-year** - **Operating profit of $66.0 million, net earnings of $33.9 million and Adjusted EBITDA\* of $53.8 million, each of which were impacted by a pre-tax $11 million inventory-related charge** - **Updated fiscal year 2026 net sales outlook of $2.325-$2.365 billion and Adjusted EBITDA\* outlook of $315-$335 million** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “We are disappointed in our second quarter results. Heightened consumer price sensitivity together with a sustained promotional environment adversely impacted our sales mix. This unfavorable mix, along with higher freight costs and an inventory-related charge significantly pressured our margins. Even in this backdrop, *Premier Protein* brand metrics remain strong, evidenced by volume growth, strong brand equity scores and increases in household penetration. Looking ahead, we’re making the deliberate choice to continue investing to support our long-term growth. Our revised guidance incorporates promotional and consumer headwinds through the balance of the year, along with incremental inflation on protein and freight, while investing in advertising. While the current environment remains challenging, our category remains healthy and we are taking action to improve our long-term financial performance,” said Darcy Davenport, President and Chief Executive Officer of BellRing Brands. **Second Quarter Consumption Trends** Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes, *Premier Protein* powder products and *Dymatize* powder and RTD products increased 2.9%, 3.1% and 6.0%, respectively, in the 13-week period ended March 29, 2026, as compared to the same period in 2025 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Second Quarter Operating Results** Net sales were $598.7 million, an increase of 1.8%, or $10.7 million, compared to the prior year period, driven by 10.8% increase in volume and 9.0% decrease in price/mix. *Premier Protein* net sales increased 1.7%, driven by 11.3% increase in volume and 9.6% decrease in price/mix. *Premier Protein* RTD shake net sales increased 2.3%, driven by 11.7% increase in volume and 9.4% decrease in price/mix. Volume gains were driven by increased promotional activity and distribution gains. Price/mix was negatively impacted by incremental promotional investment and unfavorable mix. *Dymatize* net sales decreased 1.9%, driven by 6.8% decrease in volume, which was partly offset by 4.9% increase in price/mix. Net sales benefited from higher average net selling prices, with volumes impacted by elasticities due to inflation-driven price increases. Gross profit was $161.7 million, or 27.0% of net sales, a decrease of $28.1 million, compared to $189.8 million, or 32.3% of net sales, in the prior year period. Adjusted gross profit\* was $136.0 million, or 22.7% of net sales, a decrease of $66.7 million, compared to $202.7 million, or 34.5% of net sales in the prior year period. In the second quarter of 2026, gross profit and adjusted gross profit were impacted by significant input cost inflation (inclusive of tariffs), unfavorable price/mix and higher freight. In addition, gross profit and adjusted gross profit were impacted by an $11.3 million inventory-related charge associated with a third-party supplied ingredient that did not meet BellRing’s quality standards, with none of the finished goods released to customers; this represented a 190 unfavorable basis point impact to gross profit margin and adjusted gross profit margin. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* Selling, general and administrative (“SG&A”) expenses were $91.5 million, or 15.3% of net sales, an increase of $1.0 million compared to $90.5 million, or 15.4% of net sales, in the prior year period. Marketing and consumer advertising expenses were $36.3 million, an increase of $8.7 million compared to the prior year period, driven by increased *Premier Protein* spend. Operating profit was $66.0 million, a decrease of $29.1 million, compared to $95.1 million in the prior year period driven by lower gross profit. Interest expense, net was $20.1 million and $16.5 million in the second quarter of 2026 and 2025, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $12.0 million in the second quarter of 2026 compared to $19.9 million in the second quarter of 2025. The effective income tax rate was 26.1% and 25.3% in the second quarter of 2026 and 2025, respectively. Net earnings were $33.9 million, a decrease of $24.8 million, compared to $58.7 million in the prior year period, and were impacted by the current year $11.3 million inventory-related charge. Net earnings per diluted common share were $0.29 compared to $0.45 in the prior year period. Adjusted net earnings\* were $16.3 million, a decrease of $52.4 million, compared to $68.7 million in the prior year period. Adjusted diluted earnings per common share\* were $0.14 compared to $0.53 in the prior year period. Adjusted EBITDA\* was $53.8 million, a decrease of $64.8 million, compared to $118.6 million in the prior year period, and was impacted by the current year $11.3 million inventory-related charge. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Six Month Operating Results** Net sales were $1,136.0 million, an increase of 1.3%, or $15.1 million, compared to the prior year period, driven by 6.1% increase in volume and 4.8% decrease in price/mix. *Premier Protein* net sales increased 0.3%, driven by 6.0% increase in volume and 5.7% decrease in price/mix. *Premier Protein* RTD shake net sales increased 0.2%, driven by 6.2% increase in volume and 6.0% decrease in price/mix. *Dymatize* net sales increased 6.7%, driven by 10.4% increase in volume and 3.7% decrease in price/mix. Gross profit was $322.5 million, or 28.4% of net sales, a decrease of $66.9 million, compared to $389.4 million, or 34.7% of net sales, in the prior year period. Adjusted gross profit\* was $296.8 million, or 26.1% of net sales, a decrease of $104.0 million, compared to $400.8 million, or 35.8% of net sales in the prior year period. In the six months ended March 31, 2026, gross profit and adjusted gross profit were impacted by significant input cost inflation (inclusive of tariffs) and unfavorable price/mix. In addition, gross profit and adjusted gross profit were impacted by an $11.3 million inventory-related charge associated with a third-party supplied ingredient that did not meet BellRing's quality standards, with none of the finished goods released to customers; this represented a 100 unfavorable basis point impact to gross profit margin and adjusted gross profit margin. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* SG&A expenses were $169.5 million, or 14.9% of net sales, a decrease of $1.1 million, compared to $170.6 million, or 15.2% of net sales, in the prior year period. Marketing and consumer advertising expenses were $48.7 million, an increase of $6.0 million compared to the prior year period, driven by increased *Premier Protein* spend. Operating profit was $144.5 million, a decrease of $65.9 million, compared to $210.4 million in the prior year period driven by lower gross profit. Interest expense, net was $40.1 million and $30.9 million in the six months ended March 31, 2026 and 2025, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $26.8 million in the six months ended March 31, 2026 compared to $43.9 million in the six months ended March 31, 2025. The effective income tax rate was 25.7% and 24.5% in the six months ended March 31, 2026 and 2025, respectively. Net earnings were $77.6 million, a decrease of $58.0 million, compared to $135.6 million in the prior year period, and were impacted by the current year $11.3 million inventory-related charge. Net earnings per diluted common share were $0.65 compared to $1.04 in the prior year period. Adjusted net earnings\* were $61.0 million, a decrease of $83.9 million, compared to $144.9 million in the prior year period. Adjusted diluted earnings per common share\* were $0.51 compared to $1.11 in the prior year period. Adjusted EBITDA\* was $144.1 million, a decrease of $99.8 million, compared to $243.9 million in the prior year period, and was impacted by the current year $11.3 million inventory-related charge. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the second quarter of 2026, BellRing repurchased 1.2 million shares for $26.2 million at an average price of $22.11 per share. During the six months ended March 31, 2026, BellRing repurchased 4.2 million shares for $123.1 million at an average price of $29.18 per share. As of March 31, 2026, BellRing had $516.9 million remaining under its share repurchase authorization. **Chief Executive Officer Transition Update** The previously announced Chief Executive Officer external search, led by the Board of Directors, is progressing well. The Board is encouraged by the quality of candidates and will provide updates as appropriate. **Outlook** For fiscal year 2026, BellRing management has updated its previously issued guidance, as shown in the table below. As a reminder, Adjusted EBITDA in fiscal year 2026 was impacted by an $11 million inventory-related charge; BellRing management has not incorporated any recovery of this charge into its outlook for fiscal year 2026. **Metric** **Fiscal Year 2026** Net Sales $2.325-$2.365 billion Net Sales Growth 0% to 2% Adjusted EBITDA $315-$335 million Adjusted EBITDA as a percentage of Net Sales Approximately 14% Capital Expenditures $8 million BellRing provides Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges, office relocation costs, executive transition costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, May 5, 2026 at 8:30 a.m. ET to discuss financial results for the second quarter of fiscal year 2026 and fiscal year 2026 outlook and to respond to questions. Darcy H. Davenport, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q2 2026 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=bvz5dCisE944r54pqRW3M0bgVB6RRuewp-xmBwQpXlS3Wr5tYtGxxz0N5EdxrbYB21RP0r_NXbhPtYXqpHb7Xt3HQGnrCDDKPgDG7XGwAGlhkHwaH7C1wGfvS5Al9W1Vt6CZgdYCKlMglFn-cSnYs38g5Aykg9PIxE9PPjSjE648_ssKvB1hpgqt22DPqfCUxQuwsa2JUARCBCq8hLoHOw==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA, Adjusted EBITDA as a percentage of net sales and capital expenditures outlook for fiscal year 2026. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies), including as a result of tariffs or inflationary pressures; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - BellRing’s ability to expand existing market penetration and enter into new markets; - consolidation in BellRing’s distribution channels; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (“the Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets or other long-lived assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer [jennifer.meyer@bellringbrands.com](https://www.globenewswire.com/Tracker?data=FYxeR88v0VSDub6M_IOyVQuHdMNZatf1SUn7RhxBUr-R-wdsj4qxg3_zPIQ55G7PCo59hcCP2vfMlFmzuue2tqi-cmS4vSw2BAOtc-tInt0eC8brl-1OtLB2q5yMR4K2SqLwrJwS5kPHPdWzJZs3rA==) (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited)** **(in millions, except for per share data)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2026** **2025** **2026** **2025** **Net Sales** $ 598.7 $ 588.0 $ 1,136.0 $ 1,120.9 Cost of goods sold 437.0 398.2 813.5 731.5 **Gross Profit** 161.7 189.8 322.5 389.4 Selling, general and administrative expenses 91.5 90.5 169.5 170.6 Amortization of intangible assets 4.2 4.2 8.5 8.4 **Operating Profit** 66.0 95.1 144.5 210.4 Interest expense, net 20.1 16.5 40.1 30.9 **Earnings before Income Taxes** 45.9 78.6 104.4 179.5 Income tax expense 12.0 19.9 26.8 43.9 **Net Earnings** $ 33.9 $ 58.7 $ 77.6 $ 135.6 **Earnings per Common Share:** Basic $ 0.29 $ 0.46 $ 0.66 $ 1.06 Diluted $ 0.29 $ 0.45 $ 0.65 $ 1.04 **Weighted-Average Common Shares Outstanding:** Basic 117.3 128.2 118.3 128.5 Diluted 117.5 129.9 118.7 130.5 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited)** **(in millions)** **March 31, 2026** **September 30, 2025** **ASSETS** **Current Assets** Cash and cash equivalents $ 32.6 $ 71.8 Restricted cash 0.6 17.3 Receivables, net 272.1 223.4 Inventories 409.1 330.4 Prepaid expenses and other current assets 41.4 22.6 **Total Current Assets** 755.8 665.5 Property, net 29.7 19.0 Goodwill 65.9 65.9 Intangible assets, net 116.5 125.0 Deferred income taxes 17.7 32.4 Other assets 39.8 33.2 **Total Assets** $ 1,025.4 $ 941.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 140.8 $ 119.5 Other current liabilities 159.7 163.3 **Total Current Liabilities** 300.5 282.8 Long-term debt 1,185.0 1,084.3 Deferred income taxes 0.4 0.4 Other liabilities 37.3 27.4 **Total Liabilities** 1,523.2 1,394.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 52.0 48.7 Retained earnings 350.2 272.6 Accumulated other comprehensive loss (1.4 ) (1.0 ) Treasury stock, at cost (900.0 ) (775.6 ) **Total Stockholders’ Deficit** (497.8 ) (453.9 ) **Total Liabilities and Stockholders’ Deficit** $ 1,025.4 $ 941.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited)** **(in millions)** **Six Months Ended March 31,** **2026** **2025** **Cash (used in) provided by:** Operating activities $ (14.3 ) $ 51.2 Investing activities (6.0 ) (1.9 ) Financing activities (35.5 ) (76.3 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash (0.1 ) 0.1 **Net decrease in cash, cash equivalents and restricted cash** $ (55.9 ) $ (26.9 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted gross profit and Adjusted gross profit margin BellRing believes Adjusted gross profit is useful to investors in evaluating BellRing’s underlying profitability of its revenue-generating activities as it excludes mark-to-market adjustments on commodity hedges (which are primarily non-cash and not consistent across periods; see the explanation below for more information). BellRing believes Adjusted gross profit margin (Adjusted gross profit as a percentage of net sales) is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: 1. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 2. *Office relocation costs*: BellRing has excluded certain duplicative costs associated with new office moves as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 3. *Separation costs*: BellRing has excluded certain expenses incurred to transition services to BellRing from Post prior to the expiration of the master services agreement with Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 4. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Executive transition costs*: BellRing has excluded certain advisory, hiring and other transition related costs associated with its Chief Executive Officer transition, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 6. *Reorganization costs*: BellRing has excluded certain one-time costs associated with an internal reorganization of one of its business units, as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 7. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 8. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization, and the following adjustments discussed above: mark-to-market adjustments on commodity hedges, office relocation costs, separation costs, provision for legal matters, executive transition costs, reorganization costs and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects an adjustment for the following item: i. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2026** **2025** **2026** **2025** **Gross Profit** $ 161.7 $ 189.8 $ 322.5 $ 389.4 Mark-to-market adjustments on commodity hedges (25.7 ) 12.9 (25.7 ) 11.4 **Adjusted Gross Profit** $ 136.0 $ 202.7 $ 296.8 $ 400.8 **Gross Profit as a percentage of Net Sales** 27.0 % 32.3 % 28.4 % 34.7 % **Adjusted Gross Profit as a percentage of Net Sales** 22.7 % 34.5 % 26.1 % 35.8 % **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2026** **2025** **2026** **2025** **Net Earnings** $ 33.9 $ 58.7 $ 77.6 $ 135.6 **Adjustments:** Mark-to-market adjustments on commodity hedges (25.7 ) 12.9 (25.7 ) 11.4 Office relocation costs 0.4 — 1.3 — Separation costs 0.6 — 1.0 — Provision for legal matters — 0.9 — 0.9 Executive transition costs 0.5 — 0.5 — Reorganization costs 0.5 — 0.5 — Foreign currency loss (gain) on intercompany loans 0.5 (0.6 ) 0.5 — **Total Net Adjustments** (23.2 ) 13.2 (21.9 ) 12.3 Income tax effect on adjustments(1) 5.6 (3.2 ) 5.3 (3.0 ) **Adjusted Net Earnings** $ 16.3 $ 68.7 $ 61.0 $ 144.9 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE** **TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2026** **2025** **2026** **2025** **Diluted Earnings per Common Share** $ 0.29 $ 0.45 $ 0.65 $ 1.04 **Adjustments:** Mark-to-market adjustments on commodity hedges (0.22 ) 0.10 (0.22 ) 0.09 Office relocation costs — — 0.01 — Separation costs 0.01 — 0.01 — Executive transition costs 0.01 — 0.01 — **Total Net Adjustments** (0.20 ) 0.10 (0.19 ) 0.09 Income tax effect on adjustments(1) 0.05 (0.02 ) 0.05 (0.02 ) **Adjusted Diluted Earnings per Common Share** $ 0.14 $ 0.53 $ 0.51 $ 1.11 (1) Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited)** **(in millions)** **Three Months Ended March 31,** **Six Months Ended March 31,** **2026** **2025** **2026** **2025** **Net Earnings** $ 33.9 $ 58.7 $ 77.6 $ 135.6 Income tax expense 12.0 19.9 26.8 43.9 Interest expense, net 20.1 16.5 40.1 30.9 Depreciation and amortization 4.9 4.6 9.8 9.2 Mark-to-market adjustments on commodity hedges (25.7 ) 12.9 (25.7 ) 11.4 Stock-based compensation 6.1 5.7 11.7 12.0 Office relocation costs 0.4 — 1.3 — Separation costs 0.6 — 1.0 — Provision for legal matters — 0.9 — 0.9 Executive transition costs 0.5 0.5 — Reorganization costs 0.5 — 0.5 — Foreign currency loss (gain) on intercompany loans 0.5 (0.6 ) 0.5 — **Adjusted EBITDA** $ 53.8 $ 118.6 $ 144.1 $ 243.9 **Net Earnings as a percentage of Net Sales** 5.7 % 10.0 % 6.8 % 12.1 % **Adjusted EBITDA as a percentage of Net Sales** 9.0 % 20.2 % 12.7 % 21.8 % Source: BellRing Brands, Inc. --- # Corporate & Financial ## BellRing Brands Appoints Michael Axelrod as Chief Executive Officer Jul 8, 2026 ST. LOUIS, July 08, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”) today announced that Michael Axelrod has been appointed as the company’s next President and Chief Executive Officer, effective July 29, 2026. He will also be appointed to the Company’s Board of Directors. Darcy Davenport, who announced her intention to retire from the Company earlier this year, will serve in a senior advisory capacity to support a seamless leadership transition and provide strategic support. Mr. Axelrod is an accomplished executive with more than 30 years of experience in the consumer packaged goods industry, including serving as CEO of several consumer companies. He has a demonstrated track record of driving profitable growth, leading business transformation and creating long-term shareholder value across both entrepreneurial and large-scale consumer businesses. Throughout his career, he has built strong customer partnerships, accelerated innovation, improved operational performance and built high-performing teams. He joins BellRing from Snak King, a leading manufacturer of salty snacks, where he served as CEO. He was previously the CEO of Del Real Foods where he oversaw significant revenue growth, national expansion and operational improvements. Earlier in his career, he held senior leadership roles at Passport Food Group, TreeHouse Foods and Kraft Foods. Prior to his operating leadership roles, he began his career at Boston Consulting Group, where he advised consumer and retail clients. “We conducted an extensive search and determined that Mike is uniquely qualified to lead BellRing. His record of strategic insight, strong customer relationships and operational excellence will be invaluable as we embark on the next chapter of growth,” said Robert V. Vitale, Chairman of the Board of Directors. “On behalf of the Board of Directors, I want to thank Darcy for her many years of dedicated service to BellRing through a significant period of growth to over $2.3 billion in sales. We are grateful for her leadership, her many contributions to BellRing, and her partnership in ensuring a successful transition.” “I am honored to be chosen as the next leader of BellRing,” said Mike Axelrod. “Consumer demand for protein remains exceptionally strong. With the #1 ready-to-drink protein brand, deep category expertise and strong retailer relationships, BellRing is well positioned to drive long-term growth through customer focus, innovation and operational rigor. I look forward to partnering with the Board and the team to capitalize on the significant opportunities ahead, further strengthen our market position and deliver long-term value for stakeholders.” **About Michael Axelrod** Michael Axelrod most recently served as CEO of Snak King, a leading manufacturer of branded and private label salty snacks. He was previously the CEO of Del Real Foods, where he oversaw significant revenue growth, national expansion and operational improvements. Prior to Del Real Foods, he spent two years as CEO of Passport Food Group and five years at TreeHouse Foods as President, Condiments Division and Chief Operating Officer, Bay Valley Foods. Earlier in his career he held executive roles at Whirlpool Corporation, Kraft Foods, McCain Foods and Pactiv Corporation (acquired by Reynolds Consumer Products). He began his career at Boston Consulting Group leading strategy engagements for consumer and retail clients. He holds an honors bachelor’s degree from the University of Western Ontario Ivey Business School and a Master of Business Administration from the Northwestern University Kellogg School of Management. **Forward-Looking Statements** Forward-looking statements, within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, are made in this press release. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions elsewhere in this press release. All forward-looking statements are subject to a number of important factors, risks, uncertainties and assumptions that could cause actual results to differ materially from those described in any forward-looking statements. These factors and risks include, but are not limited to, financial, operational and legal risks and uncertainties detailed from time to time in BellRing’s cautionary statements contained in its filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this press release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=B0yixj1aT2PnTqLtk07qOhS9dxexwUswU7IRnvKozEMD9Dmvq5ZUjUGrqS89QqItW68YdVYKLsZkQtySpgJ1OzfseU77-6HZiOnleFVReVI=). **Contact:** Investor Relations Jennifer Meyer jennifer.meyer@bellringbrands.com (415) 814-9388 --- # Corporate & Financial ## BellRing Brands Announces Timing of Third Quarter Fiscal Year 2026 Earnings Release and Conference Call Jul 8, 2026 ST. LOUIS, July 08, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) today announced it will release its financial results for the third quarter of fiscal year 2026 and its fiscal year 2026 outlook on August 4, 2026, at 7:00 a.m. ET. The release will be followed by a conference call at 8:30 a.m. ET to discuss the results and outlook. Michael C. Axelrod, announced today as the Company’s next President and Chief Executive Officer effective July 29, 2026, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2026 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=wtgnjYH96R9iBrJN93CJT8d0FybtFGq49AnYpA5LTlrnct7Hf8bUWjM3GMVnANXlQRpQzE6YR6UQ8iBWzoM5xOX2CYtMyHneQqTaulM1TCFZFfY_7EK4vJkICepTIJkfNoKAhG_SyDXKbFTMF8s5hVI4oEDi-fltT-VTNsM90cDpfgyepp0gRddrElEyYPysKfaft86Y4khDgRt2NqmuZg==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](https://www.globenewswire.com/Tracker?data=Y1UyamdSIUQpymxgR6Z3BuB4ClrSuLAJkMfNaCqqSS4rZovKKQsrkRDLeUbnJI-9NOqWC4wuIblHOQrFaH4TLC4iixktm0GyFHIXkXB2xaQ=). A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](https://www.globenewswire.com/Tracker?data=Y1UyamdSIUQpymxgR6Z3BsqCdIATP6jArEHcrD2TP5fHt1PL8lWVRm7JiwKZ8ZZEGO16WRTx4OIwbOIDR87V94ixl9HRbZhnmYa1K9-V6aA=). **Contact:** Investor Relations Jennifer Meyer jennifer.meyer@bellringbrands.com (415) 814-9388 --- # News, Brand & Articles ## Ready For More? New Premier Protein Ultimate Protein Shakes Pack 42g of Protein in Every Bottle Jul 15, 2026 New Protein Shake Provides More Protein to Power Your Day, So You Can Go Get ​‘Em! - [Premier Protein](https://www.premierprotein.com/) is launching a new high-protein shake, Premier Protein Ultimate, with 42g of protein (40% more than Premier Protein’s classic 30g shake in an 11.5oz bottle), 220 calories, 2g of sugar, and antioxidants vitamins C and E in a 14 oz bottle. - Premier Protein Ultimate comes in four craveable flavors: Chocolate, Vanilla, Strawberry and Café Latte. - Premier Protein Ultimate is available at retailers nationwide starting this July. **EMERYVILLE, Calif., July 6, 2026 –** More than one-third (34%) of US consumers now say they care more about their protein intake than they did six months ago\*, with 24% agreeing ​“I’m afraid I’m not getting enough protein in my diet.”\* To address this increasing demand, this month, Premier Protein is introducing a new high-protein shake with 42g of high-quality protein: Premier Protein Ultimate! Premier Protein is expanding their line of ready-to-drink protein shakes with a new shake that packs more protein in every sip. Premier Protein Ultimate has 42g of protein, 220 calories and 2 grams of sugar in every 14oz bottle, giving you more protein to power your day and keeping you feeling fuller, longer. “Premier Protein has always prided itself on providing fuel that fits into real life with our classic 30g protein shakes. We heard our consumers asking for even easier ways to get more protein into their days and know that Premier Protein Ultimate is a fantastic solution that delivers on flavor and satiety,” said Becca Hart, Brand Director at Premier Protein. ​“With 42g of protein in every bottle, we believe that Premier Protein Ultimate will take one more thing off our customers’ mental to-do list, giving them the freedom to Go Get ​‘Em in whatever their day brings.” Premier Protein Ultimate comes in four fan-favorite, irresistible flavors: Chocolate, Vanilla, Strawberry and Café Latte (which contains the caffeine equivalent of one cup of coffee). It also contains vitamins C and E, fueling more than just your muscles by delivering crucial antioxidants to give your immune system the defense it needs to tackle busy days. Premier Protein Ultimate is available at retailers nationwide including Walmart and Amazon this July. To learn more and find out where to purchase, visit [www​.Pre​mier​Pro​tein​.com](http://www.PremierProtein.com). Follow Premier Protein on [Instagram](https://www.instagram.com/premierprotein/?hl=en), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein), and [Pinterest](https://www.pinterest.com/premierprotein/) for more news and recipe inspiration. *\* According to data from Mintel released in June 2026* **BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [**www​.bell​ring​.com**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=3957532826&u=http%3A%2F%2Fwww.bellring.com%2F&a=www.bellring.com). Media Contact: Kelsey Zibell, [kzibell@​hunterpr.​com](mailto:kzibell@hunterpr.com) --- # News, Brand & Articles ## Premier Protein Introduces Sparkling Protein Soda, Where Refreshing Fizz Meets 15g of Protein Aug 3, 2026 Crisp, fruity and lightly carbonated, the new clear beverage delivers a soda-like experience with 15g of protein. - Premier Protein is introducing a new, enjoyable way to add protein to your daily routine. - The brand new Sparkling Protein Soda is made with five ingredients and contains 90 calories and 3g of sugar. It is sweetened with cane sugar and stevia extract and has no artificial colors - Available in four irresistible fruity flavors: Lemon Lime, Grapefruit, Black Cherry and Pineapple Orange (Walmart Exclusive) - Premier Protein Sparkling Protein Soda is available at retailers nationwide starting this August **EMERYVILLE, Calif., August 4, 2026** – Premier Protein is introducing a sparkling new way to meet your protein goals. [NEW Sparkling Protein Soda](https://www.premierprotein.com/sparkling-protein-soda) delivers the refreshing, fruity fizz you want, with the protein you need. Is it protein or is it soda? Yes, it’s both! Sparkling Protein Soda is a bubbly clear beverage that also delivers 15g of whey protein isolate in every can, giving you the fuel you need to go get ​‘em! It’s made with five ingredients with 90 calories and 3g of sugar. It is sweetened with cane sugar and stevia extract and has no artificial colors. “Protein drinks have traditionally been associated with thick, creamy shakes, and while our core business delivers on that important category, we saw an opportunity to be one of the first major brands that creates something entirely different,” said Chelsie Niehoff, Associate Director of Innovation. ​“With so many protein products on the market, our new Sparkling Protein Soda offers a light, vibrant and genuinely enjoyable to sip option, opening up an entirely new way for people to enjoy protein throughout their day, beyond traditional morning and post-workout routines.” 53% of soda drinkers report they rely on soda for an afternoon pick-me-up\*. Premier Protein Sparkling Protein Soda was created for the moments when people want something cold, crisp and refreshing, and yet still protein-forward. It offers a new option for midday breaks, afternoons on the go, time outdoors or whenever the mood calls for a refreshing sip. Premier Protein Sparkling Protein Soda is available in four irresistible fruity flavors: Lemon Lime, Grapefruit, Black Cherry and Pineapple Orange (Walmart Exclusive). No matter which flavor you’re sipping, it is the perfect afternoon reset to give your day a refresh and keep you ready for what’s next. Premier Protein Sparkling Protein Soda is available at retailers nationwide including [Walmart](https://www.walmart.com/ip/Premier-Protein-Sparkling-Protein-Soda-15g-Protein-Lemon-Lime-12-Fl-Oz-4-Ct/19923201932?filters=%5B%7B%22intent%22:%22retailer%22,%22values%22:%5B%22Walmart%22%5D%7D%5D&clickid=wtIU83UEyxyZWNrQnQ1GmwzxUkuXAN24Qy%3AxU80&irgwc=1&afsrc=1&sourceid=imp_wtIU83UEyxyZWNrQnQ1GmwzxUkuXAN24Qy%3AxU80&veh=aff&wmlspartner=imp_392844&affiliates_ad_id=565706&campaign_id=9383&sharedid=6a61202f7b92f7f35ba14a99) and [Amazon](https://www.amazon.com/dp/B0GS7MTX1B?lv=shuf&smid=ATVPDKIKX0DER&th=1gp&tag=mikmak3-us0428-20&channelId=1&plpRedirect=mhFallback) this August. To learn more and find out where to purchase, visit [Pre​mier​Pro​tein​.com](https://premierprotein.com). Follow Premier Protein on [Instagram](https://www.instagram.com/premierprotein/?hl=en), [Facebook](https://www.facebook.com/PremierProtein/), [TikTok](https://www.tiktok.com/@premierprotein) and [Pinterest](https://www.pinterest.com/premierprotein/) for more news and recipe inspiration. *\* According to data from Mintel released in July 2026* **BellRing Brands, Inc.** BellRing Brands, Inc. is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the convenient nutrition category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and convenient nutrition brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [**www​.bell​ring​.com**](https://c212.net/c/link/?t=0&l=en&o=4475449-1&h=3957532826&u=http%3A%2F%2Fwww.bellring.com%2F&a=www.bellring.com). Media Contact: Kelsey Zibell, [kzibell@​hunterpr.​com](mailto:kzibell@hunterpr.com) --- # Corporate & Financial ## BellRing Brands Reports Results for the Third Quarter of Fiscal Year 2026; Updates Fiscal Year 2026 Outlook Aug 4, 2026 ST. LOUIS, Aug. 04, 2026 (GLOBE NEWSWIRE) -- BellRing Brands, Inc. (NYSE:BRBR) (“BellRing”), a holding company operating in the global proactive wellness category, today reported results for the third fiscal quarter ended June 30, 2026. **Highlights:** - **Third quarter net sales of $570.4 million, up 4% year-over-year** - **Operating profit of $65.4 million, net earnings of $34.2 million and Adjusted EBITDA\* of $78.3 million, each of which included a pre-tax $10 million inventory-related charge** - **Updated fiscal year 2026 net sales outlook of $2.335-$2.375 billion and Adjusted EBITDA\* outlook of $275-$295 million, inclusive of full year pre-tax $28 million unfavorable impact of inventory-related actions** *\*Adjusted EBITDA is a non-GAAP measure. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release. BellRing provides Adjusted EBITDA guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA non-GAAP guidance measure to the most directly comparable GAAP measure due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including the adjustments described under “Outlook” later in this release.* “I am honored to lead BellRing into its next chapter of growth and value creation in a category with attractive long-term fundamentals,” said Michael Axelrod, President and Chief Executive Officer of BellRing, effective July 29, 2026. “*Premier Protein* is the clear leader in ready-to-drink shakes backed by a powerful brand and deep consumer loyalty. We have a strong foundation and meaningful opportunity to strengthen execution, reinforce our market leadership and deliver more consistent, profitable growth over time. As I begin meeting with our employees, customers and partners, I am energized by the talent across the organization and confident in our ability to create long-term value for shareholders.” “Our third quarter revenue exceeded our expectations, driven by strong performance from both *Premier Protein* and *Dymatize*,” said Paul Rode, Chief Financial Officer of BellRing. “While profitability was impacted by inventory-related charges and continued input cost pressures, the underlying demand trends for our brands remain healthy. Our updated fiscal 2026 outlook reflects these factors, and we are taking decisive actions through pricing, productivity initiatives and disciplined cost management to improve profitability while continuing to invest behind our brands to support long-term growth.” **Third Quarter Consumption Trends** Dollar consumption of *Premier Protein* ready-to-drink (“RTD”) shakes increased 6.0%, *Premier Protein* powder products decreased 4.2% and *Dymatize* powder and RTD products increased 2.7% in the 13-week period ended June 28, 2026, as compared to the same period in 2025 (inclusive of Circana United States (“U.S.”) Multi Outlet Plus with Convenience and management estimates of untracked channels). For additional information regarding consumption metrics, see the supplemental presentation on BellRing’s website, which can be accessed by visiting the Investor Relations section. **Third Quarter Operating Results** Net sales were $570.4 million, an increase of 4.2%, or $22.9 million, compared to the prior year period, driven by 1.7% increase in volume and 2.5% increase in price/mix. *Premier Protein* net sales increased 0.7%, driven by 1.5% increase in volume and 0.8% decrease in price/mix. *Premier Protein* RTD shake net sales increased 1.2%, driven by 3.1% increase in volume and 1.9% decrease in price/mix. Volume gains were driven by distribution gains. Price/mix was negatively impacted by incremental promotional investment. *Dymatize* net sales increased 26.7%, driven by 6.0% increase in volume and 20.7% increase in price/mix. Net sales benefited from higher average net selling prices in connection with inflation-driven price increases and international distribution gains. Gross profit was $163.3 million, or 28.6% of net sales, a decrease of $30.3 million, compared to $193.6 million, or 35.4% of net sales, in the prior year period. Adjusted gross profit\* was $157.9 million, or 27.7% of net sales, a decrease of $34.5 million, compared to $192.4 million, or 35.1% of net sales in the prior year period. In the third quarter of 2026, gross profit and adjusted gross profit were impacted by significant input cost inflation (inclusive of tariffs) and higher freight. In addition, gross profit and adjusted gross profit were impacted by a $10.0 million charge for excess shake bottle inventory; this reflected a 180 unfavorable basis point impact to gross margin and adjusted gross margin. *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* Selling, general and administrative (“SG&A”) expenses were $93.7 million, or 16.4% of net sales, a decrease of $50.8 million compared to $144.5 million, or 26.4% of net sales, in the prior year period. SG&A expenses included $5.4 million in reorganization charges in the third quarter of 2026 and a $68.1 million provision for legal matters in the third quarter of 2025, both of which were treated as adjustments for non-GAAP measures. Marketing and consumer advertising expenses were $23.1 million, an increase of $6.7 million compared to the prior year period, driven by increased *Premier Protein* spend. Operating profit was $65.4 million, an increase of $20.6 million, compared to $44.8 million in the prior year period with reduced SG&A expenses partly offset by lower gross profit. Interest expense, net was $19.9 million and $18.4 million in the third quarter of 2026 and 2025, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $11.3 million in the third quarter of 2026 compared to $5.4 million in the third quarter of 2025. The effective income tax rate was 24.8% and 20.5% in the third quarter of 2026 and 2025, respectively, with the increase primarily attributable to discrete tax benefits recognized in the prior year period. Net earnings were $34.2 million, an increase of $13.2 million, compared to $21.0 million in the prior year period, and were impacted by the current year $10.0 million excess inventory charge. Net earnings per diluted common share were $0.29 compared to $0.16 in the prior year period. Adjusted net earnings\* were $35.0 million, a decrease of $35.8 million, compared to $70.8 million in the prior year period. Adjusted diluted earnings per common share\* were $0.30 compared to $0.55 in the prior year period. Adjusted EBITDA\* was $78.3 million, a decrease of $42.0 million, compared to $120.3 million in the prior year period, and was impacted by the current year $10.0 million excess inventory charge. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Nine Month Operating Results** Net sales were $1,706.4 million, an increase of 2.3%, or $38.0 million, compared to the prior year period, driven by 4.7% increase in volume and 2.4% decrease in price/mix. *Premier Protein* net sales increased 0.4%, driven by 4.6% increase in volume and 4.2% decrease in price/mix. *Premier Protein* RTD shake net sales increased 0.5%, driven by 5.2% increase in volume and 4.7% decrease in price/mix. *Dymatize* net sales increased 13.7%, driven by 9.0% increase in volume and 4.7% increase in price/mix. Gross profit was $485.8 million, or 28.5% of net sales, a decrease of $97.2 million, compared to $583.0 million, or 34.9% of net sales, in the prior year period. Adjusted gross profit\* was $454.7 million, or 26.6% of net sales, a decrease of $138.5 million, compared to $593.2 million, or 35.6% of net sales in the prior year period. In the nine months ended June 30, 2026, gross profit and adjusted gross profit were impacted by significant input cost inflation (inclusive of tariffs), unfavorable price/mix and higher freight. In addition, gross profit and adjusted gross profit were impacted by a $10.0 million charge for excess bottle inventory recorded in the third quarter and an $11.3 million inventory-related charge recorded in the second quarter associated with a third-party supplied ingredient that did not meet BellRing’s quality requirements (the combination of which represented an unfavorable 120 basis point impact to gross profit margin and adjusted gross profit margin.) *\*Adjusted gross profit and adjusted gross profit margin are non-GAAP measures that exclude mark-to-market adjustments on commodity hedges. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* SG&A expenses were $263.2 million, or 15.4% of net sales, a decrease of $51.9 million, compared to $315.1 million, or 18.9% of net sales, in the prior year period. SG&A expenses included $5.9 million in reorganization charges in the nine months ended June 30, 2026 and a $69.0 million provision for legal matters in the nine months ended June 30, 2025, both of which were treated as adjustments for non-GAAP measures. Marketing and consumer advertising expenses were $71.8 million, an increase of $12.7 million compared to the prior year period, driven by increased *Premier Protein* spend. Operating profit was $209.9 million, a decrease of $45.3 million, compared to $255.2 million in the prior year period driven by lower gross profit. Interest expense, net was $60.0 million and $49.3 million in the nine months ended June 30, 2026 and 2025, respectively, with the increase primarily driven by higher outstanding borrowings under BellRing’s revolving credit facility. Income tax expense was $38.1 million in the nine months ended June 30, 2026 compared to $49.3 million in the nine months ended June 30, 2025. The effective income tax rate was 25.4% and 23.9% in the nine months ended June 30, 2026 and 2025, respectively. Net earnings were $111.8 million, a decrease of $44.8 million, compared to $156.6 million in the prior year period, and were impacted by the current year $21.3 million inventory-related charges as described above. Net earnings per diluted common share were $0.95 compared to $1.21 in the prior year period. Adjusted net earnings\* were $96.0 million, a decrease of $119.7 million, compared to $215.7 million in the prior year period. Adjusted diluted earnings per common share\* were $0.81 compared to $1.66 in the prior year period. Adjusted EBITDA\* was $222.4 million, a decrease of $141.8 million, compared to $364.2 million in the prior year period, and was impacted by the current year $21.3 million inventory-related charges as described above. *\*Adjusted net earnings, Adjusted diluted earnings per common share and Adjusted EBITDA are non-GAAP measures. For additional information regarding non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures” later in this release.* **Share Repurchases** During the nine months ended June 30, 2026, BellRing repurchased 4.9 million shares for $133.1 million at an average price of $27.41 per share. As of June 30, 2026, BellRing had $506.9 million remaining under its share repurchase authorization. **Outlook** For fiscal year 2026, BellRing management has updated its previously issued guidance, as shown in the table below. Adjusted EBITDA outlook includes $28 million of unfavorable inventory-related impacts, of which $21.3 million were recorded in the second and third quarters, including an $11.3 million inventory-related charge associated with a third-party supplied ingredient that did not meet BellRing’s quality requirements (recovery of which has not been incorporated into this outlook) and a $10.0 million charge for excess shake bottle inventory. In addition, Adjusted EBITDA is expected to be unfavorably impacted by approximately $7 million in the fourth quarter, primarily from targeted trade spend to support sell-through of excess shake bottle inventory and optimize inventory levels ahead of fiscal year end. **Metric** **Fiscal Year 2026** Net Sales $2.335-$2.375 billion Net Sales Growth 1% to 3% Adjusted EBITDA $275-$295 million Adjusted EBITDA as a percentage of Net Sales Approximately 12% Capital Expenditures $10 million BellRing provides Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales guidance only on a non-GAAP basis and does not provide a reconciliation of its forward-looking Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales non-GAAP guidance measures to the most directly comparable GAAP measures due to the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliation, including adjustments that could be made for mark-to-market adjustments on commodity hedges, office relocation costs, executive transition costs and other charges reflected in BellRing’s reconciliation of historical numbers, the amounts of which, based on historical experience, could be significant. For additional information regarding BellRing’s non-GAAP measures, see the related explanations presented under “Use of Non-GAAP Measures.” **Use of Non-GAAP Measures** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided later in this release under “Explanation and Reconciliation of Non-GAAP Measures.” Management uses certain of these non-GAAP measures, including Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales, as key metrics in the evaluation of underlying company performance, in making financial, operating and planning decisions and, in part, in the determination of bonuses for its executive officers and employees. Additionally, BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management believes the use of these non-GAAP measures provides increased transparency and assists investors in understanding the underlying operating performance of BellRing and in the analysis of ongoing operating trends. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described later in this release. These non-GAAP measures may not be comparable to similarly titled measures of other companies. For additional information regarding BellRing’s non-GAAP measures, see the related explanations provided under “Explanation and Reconciliation of Non-GAAP Measures” later in this release. **Conference Call to Discuss Earnings Results and Outlook** BellRing will host a conference call on Tuesday, August 4, 2026 at 8:30 a.m. ET to discuss financial results for the third quarter of fiscal year 2026 and fiscal year 2026 outlook and to respond to questions. Michael C. Axelrod, President and Chief Executive Officer, and Paul A. Rode, Chief Financial Officer, will participate in the call. Interested parties may join the conference call by registering in advance at the following link: [BellRing Q3 2026 Earnings Conference Call](https://www.globenewswire.com/Tracker?data=qLCsiPCbhXe1J9SmvGGZX5afD0uB2fr198-KKgOHpQxKVnkP0CmACzv_wfs3spOrw5mRm41VeSJYH_twbUgISj51CQ6udq8OpGxLIf6WvNo7GD4rzrSu3dVTGG5VmzYE1MaC8knRAbPx4b8nHHePOlGAy8022gGomEuxlspmlJTLa4Iz2Fnf2HJBX5izbhgQ4tzONQB4xug18redClMFnQ==). Upon registration, participants will receive a dial-in number and a unique passcode to access the conference call. Interested parties are invited to listen to the webcast of the conference call, which can be accessed by visiting the Investor Relations section of BellRing’s website at [www.bellring.com](http://www.bellring.com). A slide presentation containing supplemental material will also be available at the same location on BellRing’s website. A webcast replay also will be available for a limited period on BellRing’s website in the Investor Relations section. **Prospective Financial Information** Prospective financial information is necessarily speculative in nature, and it can be expected that some or all of the assumptions underlying the prospective financial information described above will not materialize or will vary significantly from actual results. For further discussion of some of the factors that may cause actual results to vary materially from the information provided above, see “Forward-Looking Statements” below. Accordingly, the prospective financial information provided above is only an estimate of what BellRing’s management believes is realizable as of the date of this release. It also should be recognized that the reliability of any forecasted financial data diminishes the farther in the future that the data is forecasted. In light of the foregoing, the information should be viewed in context and undue reliance should not be placed upon it. **Forward-Looking Statements** Certain matters discussed in this release and on BellRing’s conference call are forward-looking statements, including BellRing’s net sales, Adjusted EBITDA, Adjusted EBITDA as a percentage of net sales and capital expenditures outlook for fiscal year 2026. These forward-looking statements are sometimes identified from the use of forward-looking words such as “believe,” “should,” “could,” “potential,” “continue,” “expect,” “project,” “estimate,” “predict,” “anticipate,” “aim,” “intend,” “plan,” “forecast,” “target,” “is likely,” “will,” “can,” “may” or “would” or the negative of these terms or similar expressions, and include all statements regarding future performance, earnings projections, events or developments. There are a number of risks and uncertainties that could cause actual results to differ materially from the forward-looking statements made herein. These risks and uncertainties include, but are not limited to, the following: - BellRing’s dependence on sales from its RTD protein shakes; - BellRing’s ability to continue to compete in its product categories and its ability to retain its market position and favorable perceptions of its brands; - disruptions or inefficiencies in BellRing’s supply chain, including as a result of BellRing’s reliance on third-party suppliers or manufacturers for the manufacturing of many of its products, pandemics and other outbreaks of contagious diseases, labor shortages, fires and evacuations related thereto, changes in weather conditions, natural disasters, agricultural diseases and pests and other events beyond BellRing’s control; - BellRing’s dependence on third-party contract manufacturers for the manufacture of most of its products, including one manufacturer for nearly half of its RTD protein shakes; - the ability of BellRing’s third-party contract manufacturers to produce an amount of BellRing’s products that enables BellRing to meet customer and consumer demand for the products; - BellRing’s reliance on a limited number of third-party suppliers to provide certain ingredients and packaging; - significant volatility in the cost or availability of inputs to BellRing’s business (including freight, raw materials, packaging, energy, labor and other supplies), including as a result of tariffs or inflationary pressures; - BellRing’s ability to anticipate and respond to changes in consumer and customer preferences and behaviors and introduce new products; - BellRing’s ability to expand existing market penetration and enter into new markets; - consolidation in BellRing’s distribution channels; - the loss of, a significant reduction of purchases by or the bankruptcy of a major customer; - legal and regulatory factors, such as compliance with existing laws and regulations, as well as new laws and regulations and changes to existing laws and regulations and interpretations thereof, affecting BellRing’s business, including current and future laws and regulations regarding food safety, advertising, labeling, tax matters and environmental matters; - fluctuations in BellRing’s business due to changes in its promotional activities and seasonality; - BellRing’s ability to maintain the net selling prices of its products and manage promotional activities with respect to its products; - BellRing’s ability to obtain additional financing (including both secured and unsecured debt) and its ability to service its outstanding debt (including covenants that restrict the operation of its business); - the ultimate impact litigation or other regulatory matters may have on BellRing; - the accuracy of BellRing’s market data and attributes and related information; - changes in critical accounting estimates; - uncertain or unfavorable economic conditions that limit customer and consumer demand for BellRing’s products or increase its costs; - risks related to BellRing’s ongoing relationship with Post Holdings, Inc. (“Post”) following BellRing’s separation from Post and Post’s distribution of BellRing stock to Post’s shareholders (“the Spin-off”), including BellRing’s obligations under various agreements with Post; - conflicting interests or the appearance of conflicting interests resulting from certain of BellRing’s directors also serving as officers and/or directors of Post; - risks related to the previously completed Spin-off; - risks associated with BellRing’s international business; - BellRing’s ability to protect its intellectual property and other assets and to continue to use third-party intellectual property subject to intellectual property licenses; - costs, business disruptions and reputational damage associated with technology failures, cybersecurity incidents and corruption of BellRing’s data privacy protections; - impairment in the carrying value of goodwill or other intangible assets or other long-lived assets; - BellRing’s ability to identify, complete and integrate or otherwise effectively execute acquisitions or other strategic transactions and effectively manage its growth; - BellRing’s ability to hire and retain talented personnel, employee absenteeism, labor strikes, work stoppages or unionization efforts; - BellRing’s ability to satisfy the requirements of Section 404 of the Sarbanes-Oxley Act of 2002; - significant differences in BellRing’s actual operating results from any guidance BellRing may give regarding its performance; and - other risks and uncertainties described in BellRing’s filings with the Securities and Exchange Commission. These forward-looking statements represent BellRing’s judgment as of the date of this release. BellRing disclaims, however, any intent or obligation to update these forward-looking statements. **About BellRing Brands, Inc.** BellRing Brands, Inc. (NYSE: BRBR) is a dynamic and fast-growing consumer brands business with the purpose of Changing Lives with Good Energy. Focused on growing the proactive wellness category, the company’s brands include *Premier Protein*, the #1 ready-to-drink protein and proactive wellness brand, and *Dymatize*, the brand behind the #1 hydrolyzed protein powder. A culture-driven, pure-play company, BellRing Brands believes nutrition is at the core of a healthy world and produces products with best-in-class nutritional profiles and exceptional flavors. Its products are distributed in over 90 countries across club, mass, food, eCommerce, specialty, drug and convenience. To learn more visit [www.bellring.com](http://www.bellring.com). **Contact:** Investor Relations Jennifer Meyer (415) 814-9388 **CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS(Unaudited)** **(in millions, except for per share data)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2026** **2025** **2026** **2025** **Net Sales** $ 570.4 $ 547.5 $ 1,706.4 $ 1,668.4 Cost of goods sold 407.1 353.9 1,220.6 1,085.4 **Gross Profit** 163.3 193.6 485.8 583.0 Selling, general and administrative expenses 93.7 144.5 263.2 315.1 Amortization of intangible assets 4.2 4.3 12.7 12.7 **Operating Profit** 65.4 44.8 209.9 255.2 Interest expense, net 19.9 18.4 60.0 49.3 **Earnings before Income Taxes** 45.5 26.4 149.9 205.9 Income tax expense 11.3 5.4 38.1 49.3 **Net Earnings** $ 34.2 $ 21.0 $ 111.8 $ 156.6 **Earnings per Common Share:** Basic $ 0.29 $ 0.17 $ 0.95 $ 1.22 Diluted $ 0.29 $ 0.16 $ 0.95 $ 1.21 **Weighted-Average Common Shares Outstanding:** Basic 116.4 126.6 117.7 127.9 Diluted 116.6 128.0 118.0 129.7 **CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (in millions)** **June 30, 2026** **September 30, 2025** **ASSETS** **Current Assets** Cash and cash equivalents $ 50.4 $ 71.8 Restricted cash 0.6 17.3 Receivables, net 216.3 223.4 Inventories 480.6 330.4 Prepaid expenses and other current assets 31.6 22.6 **Total Current Assets** 779.5 665.5 Property, net 30.5 19.0 Goodwill 65.9 65.9 Intangible assets, net 112.2 125.0 Deferred income taxes 24.9 32.4 Other assets 39.1 33.2 **Total Assets** $ 1,052.1 $ 941.0 **LIABILITIES AND STOCKHOLDERS’ DEFICIT** **Current Liabilities** Accounts payable $ 167.7 $ 119.5 Other current liabilities 178.1 163.3 **Total Current Liabilities** 345.8 282.8 Long-term debt 1,135.3 1,084.3 Deferred income taxes 0.4 0.4 Other liabilities 37.8 27.4 **Total Liabilities** 1,519.3 1,394.9 **Stockholders’ Deficit** Common stock 1.4 1.4 Additional paid-in capital 58.6 48.7 Retained earnings 384.4 272.6 Accumulated other comprehensive loss (1.5 ) (1.0 ) Treasury stock, at cost (910.1 ) (775.6 ) **Total Stockholders’ Deficit** (467.2 ) (453.9 ) **Total Liabilities and Stockholders’ Deficit** $ 1,052.1 $ 941.0 **SELECTED CONDENSED CONSOLIDATED CASH FLOWS INFORMATION (Unaudited) (in millions)** **Nine Months Ended June 30,** **2026** **2025** **Cash provided by (used in):** Operating activities $ 65.0 $ 91.5 Investing activities (8.1 ) (3.7 ) Financing activities (95.5 ) (104.4 ) Effect of exchange rate changes on cash, cash equivalents and restricted cash 0.5 0.4 **Net decrease in cash, cash equivalents and restricted cash** $ (38.1 ) $ (16.2 ) **EXPLANATION AND RECONCILIATION OF NON-GAAP MEASURES** BellRing uses certain non-GAAP measures in this release to supplement the financial measures prepared in accordance with U.S. generally accepted accounting principles (“GAAP”). These non-GAAP measures include Adjusted gross profit, Adjusted gross profit margin, Adjusted net earnings, Adjusted diluted earnings per common share, Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales. The reconciliation of each of these non-GAAP measures to the most directly comparable GAAP measure is provided in the tables following this section. Non-GAAP measures are not prepared in accordance with GAAP, as they exclude certain items as described below. These non-GAAP measures may not be comparable to similarly titled measures of other companies. Adjusted gross profit and Adjusted gross profit margin BellRing believes Adjusted gross profit is useful to investors in evaluating BellRing’s underlying profitability of its revenue-generating activities as it excludes mark-to-market adjustments on commodity hedges (which are primarily non-cash and not consistent across periods; see the explanation below for more information). BellRing believes Adjusted gross profit margin (Adjusted gross profit as a percentage of net sales) is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted net earnings and Adjusted diluted earnings per common share BellRing believes Adjusted net earnings and Adjusted diluted earnings per common share are useful to investors in evaluating BellRing’s operating performance because they exclude items that affect the comparability of BellRing’s financial results and could potentially distort an understanding of the trends in business performance. Adjusted net earnings and Adjusted diluted earnings per common share are adjusted for the following items: 1. *Provision for legal matters*: BellRing has excluded gains and losses recorded to recognize the anticipated or actual resolution of certain litigation as BellRing believes such gains and losses do not reflect expected ongoing future operating income and expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 2. *Mark-to-market adjustments on commodity hedges*: BellRing has excluded the impact of mark-to-market adjustments on commodity hedges due to the inherent uncertainty and volatility associated with such amounts based on changes in assumptions with respect to fair value estimates. Additionally, these adjustments are primarily non-cash items and the amount and frequency of such adjustments are not consistent. 3. *Reorganization costs*: BellRing has excluded certain one-time costs associated with internal reorganizations, as the amount and frequency of such adjustments are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 4. *Office relocation costs*: BellRing has excluded certain duplicative costs associated with new office moves as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 5. *Executive transition costs*: BellRing has excluded certain advisory, hiring and other transition related costs associated with its Chief Executive Officer transition, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 6. *Separation costs*: BellRing has excluded certain expenses incurred to transition services to BellRing from Post prior to the expiration of the master services agreement with Post, as the amount and frequency of such expenses are not consistent. Additionally, BellRing believes that these costs do not reflect expected ongoing future operating expenses and do not contribute to a meaningful evaluation of BellRing’s current operating performance or comparisons of BellRing’s operating performance to other periods. 7. *Foreign currency gain/loss on intercompany loans*: BellRing has excluded the impact of foreign currency fluctuations related to intercompany loans denominated in currencies other than the functional currency of the respective legal entity in evaluating BellRing’s performance to allow for more meaningful comparisons of performance to other periods. 8. *Income tax effect on adjustments*: BellRing has included the income tax impact of the non-GAAP adjustments using a rate described in the applicable footnote of the reconciliation tables, as BellRing believes that its GAAP effective income tax rate as reported is not representative of the income tax expense impact of the adjustments. Adjusted EBITDA and Adjusted EBITDA as a percentage of net sales BellRing believes that Adjusted EBITDA is useful to investors in evaluating BellRing’s operating performance and liquidity because (i) BellRing believes it is widely used to measure a company’s operating performance without regard to items such as depreciation and amortization, which can vary depending upon accounting methods and the book value of assets, (ii) it presents a measure of corporate performance exclusive of BellRing’s capital structure and the method by which the assets were acquired and (iii) it is a financial indicator of a company’s ability to service its debt, as BellRing is required to comply with certain covenants and limitations that are based on variations of EBITDA in its financing documents. Management uses Adjusted EBITDA to provide forward-looking guidance and to forecast future results. BellRing believes that Adjusted EBITDA as a percentage of net sales is useful to investors in evaluating BellRing’s operating performance because it allows for more meaningful comparison of operating performance across periods. Adjusted EBITDA reflects adjustments for income tax expense, interest expense, net and depreciation and amortization, and the following adjustments discussed above: provision for legal matters, mark-to-market adjustments on commodity hedges, reorganization costs, office relocation costs, executive transition costs, separation costs and foreign currency gain/loss on intercompany loans. Additionally, Adjusted EBITDA reflects an adjustment for the following item: 1. *Stock-based compensation*: BellRing’s compensation strategy includes the use of BellRing stock-based compensation to attract and retain executives and employees by aligning their long-term compensation interests with BellRing’s stockholders’ investment interests. BellRing’s director compensation strategy includes an election by any director who earns retainers in which the director may elect to defer compensation granted as a director to BellRing common stock, earning a match on the deferral, both of which are stock-settled upon the director’s retirement from the BellRing board of directors. BellRing has excluded stock-based compensation as stock-based compensation can vary significantly based on reasons such as the timing, size and nature of the awards granted and subjective assumptions which are unrelated to operational decisions and performance in any particular period and does not contribute to meaningful comparisons of BellRing’s operating performance to other periods. **RECONCILIATION OF GROSS PROFIT TO ADJUSTED GROSS PROFIT (Unaudited) (in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2026** **2025** **2026** **2025** **Gross Profit** $ 163.3 $ 193.6 $ 485.8 $ 583.0 Mark-to-market adjustments on commodity hedges (5.4 ) (1.2 ) (31.1 ) 10.2 **Adjusted Gross Profit** $ 157.9 $ 192.4 $ 454.7 $ 593.2 **Gross Profit as a percentage of Net Sales** 28.6 % 35.4 % 28.5 % 34.9 % **Adjusted Gross Profit as a percentage of Net Sales** 27.7 % 35.1 % 26.6 % 35.6 % **RECONCILIATION OF NET EARNINGS TO ADJUSTED NET EARNINGS (Unaudited)** **(in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2026** **2025** **2026** **2025** **Net Earnings** $ 34.2 $ 21.0 $ 111.8 $ 156.6 **Adjustments:** Provision for legal matters — 68.1 — 69.0 Mark-to-market adjustments on commodity hedges (5.4 ) (1.2 ) (31.1 ) 10.2 Reorganization costs 5.4 — 5.9 — Office relocation costs 0.4 — 1.7 — Executive transition costs 0.7 — 1.2 — Separation costs — — 1.0 — Foreign currency (gain) loss on intercompany loans — (1.4 ) 0.5 (1.4 ) **Total Net Adjustments** 1.1 65.5 (20.8 ) 77.8 Income tax effect on adjustments(1) (0.3 ) (15.7 ) 5.0 (18.7 ) **Adjusted Net Earnings** $ 35.0 $ 70.8 $ 96.0 $ 215.7 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF DILUTED EARNINGS PER COMMON SHARE TO ADJUSTED DILUTED EARNINGS PER COMMON SHARE (Unaudited)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2026** **2025** **2026** **2025** **Diluted Earnings per Common Share** $ 0.29 $ 0.16 $ 0.95 $ 1.21 **Adjustments:** Provision for legal matters — 0.53 — 0.53 Mark-to-market adjustments on commodity hedges (0.05 ) (0.01 ) (0.26 ) 0.07 Reorganization costs 0.05 — 0.05 — Office relocation costs — — 0.01 — Executive transition costs 0.01 — 0.01 — Separation costs — — 0.01 — Foreign currency (gain) loss on intercompany loans — (0.01 ) — (0.01 ) **Total Net Adjustments** 0.01 0.51 (0.18 ) 0.59 Income tax effect on adjustments(1) — (0.12 ) 0.04 (0.14 ) **Adjusted Diluted Earnings per Common Share** $ 0.30 $ 0.55 $ 0.81 $ 1.66 (1)Income tax effect on adjustments was calculated on all items using a rate of 24.0%. **RECONCILIATION OF NET EARNINGS TO ADJUSTED EBITDA (Unaudited) (in millions)** **Three Months Ended** **June 30,** **Nine Months Ended** **June 30,** **2026** **2025** **2026** **2025** **Net Earnings** $ 34.2 $ 21.0 $ 111.8 $ 156.6 Income tax expense 11.3 5.4 38.1 49.3 Interest expense, net 19.9 18.4 60.0 49.3 Depreciation and amortization 5.2 4.6 15.0 13.8 Provision for legal matters — 68.1 — 69.0 Mark-to-market adjustments on commodity hedges (5.4 ) (1.2 ) (31.1 ) 10.2 Stock-based compensation 6.6 5.4 18.3 17.4 Reorganization costs 5.4 — 5.9 — Office relocation costs 0.4 — 1.7 — Executive transition costs 0.7 — 1.2 — Separation costs — — 1.0 — Foreign currency (gain) loss on intercompany loans — (1.4 ) 0.5 (1.4 ) **Adjusted EBITDA** $ 78.3 $ 120.3 $ 222.4 $ 364.2 **Net Earnings as a percentage of Net Sales** 6.0 % 3.8 % 6.6 % 9.4 % **Adjusted EBITDA as a percentage of Net Sales** 13.7 % 22.0 % 13.0 % 21.8 % Source: BellRing Brands, Inc. --- # Privacy Policy **Effective Date: August 16, 2021** At BellRing Brands, Inc. and our subsidiaries, Premier Nutrition Company, LLC, Dymatize Enterprises, LLC and Supreme Protein, LLC (“BellRing,” “we” or “our”), we want you to be familiar with how and why we collect, use and disclose information about you. This includes information we collect through our website, [www.bellring.com](http://www.bellring.com/), [www.premierprotein.com](https://premierprotein.com), [www.dymatize.com](https://www.dymatize.com), and [www.powerbar.com](http://www.powerbar.com/) (our “Site”) and in connection with the operation of our business and the offering of our subsidiaries’ products and services. Some of this information may individually identify you. This Privacy Policy explains our information practices with respect to the information collected and the choices you can make about the collection, access and use of your information. This Privacy Policy also applies to our targeted content, including online offers and advertisements for our subsidiaries’ products and services, which we (or a service provider acting on our behalf) may send to you on our subsidiaries’ or third party websites, platforms and applications (collectively, “Third Party Sites”) based on your use of the Internet. These Third Party Sites may have their own privacy policies and terms and conditions. We encourage you to read each such privacy policy and terms and conditions before using those Third Party Sites. If you wish to opt out of interest-based advertising, please visit or [http://optout.aboutads.info](http://optout.aboutads.info/) to manage your preferences. Alternatively, if you are located in the European Union, you may visit . Please note that you may continue to receive generic ads. This Privacy Policy does not apply to any personal data collected from or about any of our employees or our subsidiaries’ employees. We are committed to safeguarding your privacy, ensuring that your personal data is protected and complying with all United States (“U.S.”) federal and state laws, as well as all international laws, applicable to our processing of personal data. As part of this commitment, we train our employees about the importance of privacy and how to handle and manage personal data appropriately and securely. **WHAT PERSONAL DATA DO WE COLLECT AND HOW DO WE USE IT?** We collect information that identifies you or from which you are identifiable (“Personal Data”) from you if you provide it to us. BellRing collects and processes Personal Data solely to the extent (i) that it has a legitimate, lawful basis for processing and (ii) that such Personal Data is relevant to the purposes for which it was collected or disclosed. BellRing collects and processes Personal Data only to the extent such Personal Data is relevant to the purposes for which it is collected or disclosed. In particular, we process personal data for the specific purposes listed in Subsections A-H below; the following explains which Personal Data we collect for each purpose, the exact nature of the purpose, the length such data is stored, the basis for collection, and any further relevant information. **A.** ***Surfing** **on our Website – with or without Cookies*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: information about the type of browser you use, the size of the browser window, the screen resolution, the URL of the page that you are viewing, the title and other details of the web pages you have viewed, your location from IP address (not the IP address itself), your device address, your Cookie ID, hyperlinks that you have clicked, whether or not your browser has Java enabled, what version of Flash software your browser uses, the language settings from your browser and any other information you choose to share when using Third Party Sites (such as when you use the “Like” functionality on Facebook or the +1 functionality on Google+), and the websites you visited before arriving at our relevant Site. 2. **What is the Purpose of Processing your Personal Data?** We (and third party service providers acting on our behalf or on their own behalf) use cookies and similar technologies to process data about you when you visit our Site. Cookies are files that store information on your computer hard drive or browser that mean that we can recognize that you have visited us before. We use cookies and similar technologies to improve our products and your experience on our Sites by evaluating the use of our Site, products and services to personalize content and ads, to provide social media features and to analyze our traffic. You can view more information on the cookies used and adjust your cookie preferences via the Cookie Consent Tool on our Site. Do Not Track (“DNT”) is a privacy preference that users can set in their web browsers. When our site receives a DNT code, except in the case of certain scenarios where a user actively and knowingly provides Personal Data (e.g. contact forms), our Site will not track your use across multiple websites other than the affiliated websites listed at [www.bellringbrands.com/certified](http://www.bellringbrands.com/certified), but other websites (including, without limitation, certain of our subsidiaries’, affiliates’ and third party providers’ websites) to which we link may continue to track you. When we receive web requests from a user who enables DNT by actively choosing an opt-out setting in the user’s browser, we will also take reasonable efforts to disable tracking cookies/scripts (e.g. Google Analytics, Google Adwords, Facebook, Twitter and/or other third party scripts). **How long do we store your Personal Data?** Please check our Cookie Policy () to learn about the storage periods for each cookie. 1. **What is the Basis for Processing your Personal Data?** Your consent through our Cookie Consent Banner. 2. **Additional Comments:** It is always possible for you to visit our Site without disclosing your Personal Data. This requires that you have disabled cookies. You can opt out of the processing of such information via the Cookie Consent Banner displayed at the bottom of the relevant Site. Please note, however, that without cookies you may not be able to use all of the features of our Site or online services. **B.** ***Contact to Deal with Requests, Provide Information about Products, Services or Promotions, and Provide News Releases*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first and last names and your email address. 2. **What is the Purpose of Processing your Personal Data?** We process your Personal Data whenever you contact us in order to respond to your inquiries and comments. We process your Personal Data that you enter when registering for our Site or products or that you subsequently update or amend in your user account. We process Personal Data to provide you with the information that you request from us, including responding to your queries or comments and sending you products or samples that you have requested. We look at the products you have viewed on our Site. 3. **How long do we store your Personal Data?** We store your Personal Data for forty-five (45) days after you provide the Personal Data to us, unless we are required by law to store the Personal Data for a longer period in which case we store the Personal Data for the period required by applicable law. 4. **What is the Basis for Processing your Personal Data?** Performance of the contract with, or request by, you; if you provide to us Personal Data that is considered sensitive (e.g. information on your health or ethnic origin), your consent. If you wish to discontinue receiving this information, you may update your preferences by using the “Unsubscribe” link found in the emails that we send to you or by contacting us at . ***C. Consider Your Job Application and Communicate with You Regarding Your Job Application*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first, middle, and last names, your mailing address, including city, state, and zip code, your email address, your phone number, including primary and secondary phone numbers, your gender, your ethnic origin, your veteran status, your voluntary self-identification of disability, your work experience, including job titles, company names, and dates of employment, and your education, including the names of the schools you attended, your level of education, your degree, including majors and minors, and the dates of your school attendance. 2. **What is the Purpose of Processing your Personal Data?** We process your Personal Data in order to make employment decisions. 3. **How long do we store your Personal Data?** We store your Personal Data for three years after you provide the Personal Data to us, unless we are required by law to store the Personal Data for a longer period in which case we store the Personal Data for the period required by applicable law. 4. **What is the Basis for Processing your Personal Data?** Your consent. **D. There are additional disclosures for California residents in the CALIFORNIA PRIVACY RIGHTS Section below.** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first and last names, your mailing address, and number of shares of BellRing stock owned. We or our processors may also have banking information for the purposes of depositing dividend checks and this information includes the shareholder’s bank account number, email address, employee identification number, social security number and/or other tax identification number. 2. **What is the Purpose of Processing your Personal Data?** We process your Personal Data in order to record and manage our shareholders and to provide you with information about our stock, shareholder meetings, dividends, and operation and business of our company and its subsidiaries. We also use this information for the payment of dividends. 3. **How long do we store your Personal Data?** We store your Personal Data for so long as we or our processors, including, without limitation, our transfer agents, are required by law to store the Personal Data or for such longer period of time that we may be required to keep the Personal Data in order to protect the public interest. 4. **What is the Basis for Processing your Personal Data?** Purchase of our stock and our legal obligations to you as a result of being a shareholder of our company and/or performance of a request by you to receive information about our stock and operation of our company and its subsidiaries. ***E. Performance of Relevant Administrative Services Requested or Necessary to Facilitate our Relationship*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first and last names, your address, your email address and your criminal or credit history. 2. **What is the Purpose of Processing your Personal Data?** We will process your Personal Data for the purposes of performing administrative services requested or necessary to facilitate our relationship (e.g., facilitating payments or deliveries of products, services, information or materials) or to fulfill requests you have made (e.g., registration). 3. **How long do we store your Personal Data?** We store your Personal Data for three years after you provide the Personal Data to us, unless we are required by law to store the Personal Data for a longer period in which case we store the Personal Data for the period required by applicable law. 4. **What is the Basis for Processing your Personal Data?** Performance of the contract with, or request by, you; if you provide to us Personal Data that is considered sensitive (e.g. information on your health or religious affiliation), your consent. ***F. Respond to Consumer Complaints and Reports of Business Concerns*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first and last names, your mailing address, your email address and relevant information about (i) the complaint or business concern, (ii) the situation or circumstances giving rise to the complaint or business concern and/or (iii) any other Personal Data that you volunteer in your report or follow up communications. 2. **What is the Purpose of Processing your Personal Data?** We will process your Personal Data for the purposes of responding to any consumer complaints or responding to reports from consumers about business concerns related to our businesses and operations. 3. **How long do we store your Personal Data?** We store your Personal Data for no more than three years after you provide the Personal Data to us, unless (i) we are required by law to store the Personal Data for a longer period in which case we store the Personal Data for the period required by applicable law or (ii) unless we reasonably anticipate litigation with regard to the matter in which case we would retain relevant Personal Data until such time as the litigation is concluded or is no longer reasonably anticipated. 4. **What is the Basis for Processing your Personal Data?** Our basis for processing is (i) your consent with regard to Personal Data you volunteer with regard to your complaint or business concern or (ii) a legal obligation to which we are subject. ***G. Prevention of Harm to Us, Our Products or Services or a Person or Property (e.g., Fraud Prevention) or Defend Ourselves against Claims or Potential Claims*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first and last names, your address, your email address, your criminal or credit history and relevant information about (i) the harm or potential harm, (ii) the claim or potential claim or (iii) the situation or circumstances giving rise to harm, potential harm, claim or potential claim. 2. **What is the Purpose of Processing your Personal Data?** We will process your Personal Data for the purposes of preventing harm to BellRing or any of its subsidiaries, their products or services or to any person or property (e.g., fraud prevention) and/or in the bringing or prosecution of a claim or potential claim against you. In addition, we may process your Personal Data for the purposes of defending BellRing and/or its subsidiaries against claims or potential claims made against one or more of them. 3. **How long do we store your Personal Data?** We store your Personal Data for six years after you provide the Personal Data to us, unless (i) we are required by law to store the Personal Data for a longer period in which case we store the Personal Data for the period required by applicable law or (ii) unless we reasonably anticipate litigation with regard to the matter in which case we would retain relevant Personal Data until such time as the litigation is concluded or is no longer reasonably anticipated. 4. **What is the Basis for Processing your Personal Data?** Our basis for processing is (i) a legal obligation to which we are subject or (ii) the processing is necessary for the purposes of our legitimate interests in protecting our business, products, services or a person or property or to defend ourselves against claims or potential claims. ***H. Communicate with You regarding our Site and Privacy Policy*** 1. **Which Personal Data do we collect about you?** For this purpose, we process the following Personal Data: your first and last names, your email address and your mailing address. 2. **What is the Purpose of Processing your Personal Data?** We process your Personal Data whenever there are material changes to our Site and Privacy Policy for the purposes of informing you of those material changes and obtaining your consent, if necessary. 3. **How long do we store your Personal Data?** We store your Personal Data for seven years after you provide the Personal Data to us, unless we are required by law to store the Personal Data for a longer period period in which case we store the Personal Data for the period required by applicable law. 4. **What is the Basis for Processing your Personal Data?** Performance of the contract with, or request by, you. If your consent was initially required, then your consent is the basis for this processing. There are additional disclosures for California residents in the **CALIFORNIA PRIVACY RIGHTS** Section below. **HOW DO WE SHARE PERSONAL DATA?** We engage other companies, including, without limitation, certain of our affiliates and subsidiaries (“Agents”), to perform certain services on our behalf. Pursuant to written agreements with these Agents, which agreements afford appropriate, and all required, protections of your Personal Data, we use these Agents to provide the following services on our behalf: - provide email services; - consumer relations, including consumer complaint response services; - employee recruitment services; - legal representation, including with regard to prevention harm to our company, its subsidiaries, our products or services or a person or property (e.g., fraud prevention); and - shareholder record-keeping, notice, transfer agent and other investor relation services. All of our Agents are bound by contract to refrain from using your Personal Data for any purpose other than providing the applicable service to us. We are liable to you for our Agents appropriate processing of your Personal Data in a manner consistent with this Privacy Policy and applicable data privacy laws and regulations. As described above, we use Agents to manage our advertising on other websites. These Agents may use cookies or similar technologies in order to provide you with advertising based upon your browsing activities and interests. Any personally identifiable information gathered by these Agents is not provided by the Agents to BellRing. It is only used by the applicable Agent pursuant to its own privacy policies. If you wish to opt out of interest-based advertising, please visit or [http://optout.aboutads.info](http://optout.aboutads.info/) to manage your preferences. Alternatively, if you are located in the European Union, you may visit . Please note that you may continue to receive generic ads. In addition to disclosures described above, we may disclose or transfer Personal Data in connection with, or during negotiations of, any merger, acquisition, spin-off, sale of company assets, product lines or divisions, any financing or any similar transaction. We may also disclose Personal Data to prevent damage or harm to us, our services or any person or property, if we believe that disclosure is required to meet national security or law enforcement requirements, or in response to a lawful request by public authorities. Except as described in this Privacy Policy, we will not otherwise disclose Personal Data to any third parties unless you have been provided with an opportunity to opt in to such disclosure. BellRing does not sell or share the Personal Data it collects from you to any unrelated third parties (who are not Agents) so that they may send you commercial promotions or unsolicited offers for unrelated products or services. If you would like more information about our disclosure of your Personal Data to third parties, please contact us at . When BellRing transfers Personal Data to countries other than the country where it was provided, we do so in compliance with applicable data privacy or data protection laws and/or regulations, including, as applicable, the European Union General Data Protection Regulation 2016/679 (the “GDPR”), the European Union retained law version of the GDPR (as adopted by the United Kingdom (the “U.K.”)) and the U.K. Data Protection Act 2018 (c.12) (collectively, the “U.K. Data Protection Laws”), Switzerland’s Federal Act on Data Protection (“FADP”) and/or the standard contractual clauses for controller to processor transfers and/or for controller to controller transfers, all as set out in the European Commission Decision of 5 February 2010 (2010/87/EU), or any variation thereof that is required, as a result of any change or difference in applicable data protection law(s) or regulation(s) or a change in a decision of a competent authority under any applicable data privacy or data protection law or regulation, to allow such transfers to be made (or continue to be made) without breach of any applicable data privacy or data protection law or regulation, (collectively, the “Standard Contractual Clauses”). We may transfer Personal Data from persons outside of the U.S. to affiliates or other third parties located either in the U.S. or otherwise; provided that such transfers to the U.S. or other countries from any of the European Economic Area (the “E.E.A.”) member states, the U.K. or Switzerland will comply, as applicable, with the GDPR, U.K. Data Protection Laws, FADP, and/or the Standard Contractual Clauses in all respects. California residents may have additional rights and choices regarding your Personal Data. Please see the **CALIFORNIA PRIVACY RIGHTS** Section below for more information. **LINKS TO OTHER WEBSITES** Our Site may contain links to the websites of our subsidiaries and affiliates (some of which do not fall under the jurisdiction of the GDPR, the U.K. Data Protection Laws and/or the FADP) and to websites that are owned and operated by third parties. These other websites may have their own privacy policies and are not governed by this Privacy Policy. We are not responsible for the privacy practices or the content of websites owned and operated by any such third parties. Other websites may collect and treat information collected differently. **YOUR RIGHTS WITH REGARD TO YOUR PERSONAL DATA** As provided under applicable data privacy or data protection laws or regulations, you may have the following rights with regard to your Personal Data: (i) the right to access; (ii) the right to rectification; (iii) the right to erasure; (iv) the right to restrict processing; (v) the right to object to processing; (vi) the right to data portability; (vii) the right to withdraw consent and (viii) the right to lodge complaints. If you have such rights, you may exercise any of these rights by contacting us at . You may also have the right to lodge your complaints with the applicable legal authorities, including, without limitation, the applicable E.U. supervisory authority(ies), the U.K. Information Commissioner and/or the Swiss Federal Data Protection and Information Commissioner. BellRing will respond to your requests in accordance with, and within the appropriate timeframe determined by, the applicable law and/or regulation governing the use of the given Personal Data. In most cases, BellRing will respond to requests within one month; provided, however, if the request is complex, BellRing may extend its response time in accordance with applicable law and regulation. BellRing will contact users whose Personal Data is within the scope of the GDPR, the U.K. Data Protection Laws, the FADP and/or the Standard Contractual Clauses to obtain prior affirmative express consent when the same is required. For example, BellRing will receive your affirmative express consent before any sensitive or special category Personal Data is processed, is disclosed to a third party, or is used for a purpose other than those for which it was originally collected or subsequently authorized by you. California residents may have additional rights and choices with regard to your Personal Data. Please see the **CALIFORNIA PRIVACY RIGHTS** Section below for more information. **CHILDREN’S PRIVACY** This website is not directed to children under age 16, and we have no intention of collecting information from children under age 16, via this website or otherwise. **CALIFORNIA PRIVACY RIGHTS** California Civil Code Section § 1798.83 permits users of this website that are California residents to request certain information regarding our disclosure of personal data to third parties for their direct marketing purposes. To make such a request, please send an email to or by mail to BellRing’s Privacy Officer at 1400 65th Street, Suite 105, Emeryville, CA, 94608. Through our Site, we collect information that constitutes “personal information” under the California Consumer Privacy Protection Act (the “CCPA”) as we collect information that identifies, relates to, describes, references, is reasonably capable of being associated with, or could reasonably be linked, directly or indirectly, with a particular consumer or device. In particular, our Site has collected the following categories of personal information from its users (whether directly, indirectly (e.g., by observing your actions on the Site) or from third parties) within the last twelve (12) months: **Category** **Examples** **Collected** A. Identifiers. A real name, alias, postal address, unique personal identifier, online identifier, Internet Protocol address, email address, account name, Social Security number, driver’s license number, passport number, or other similar identifiers. YES B. Personal information categories listed in the California Customer Records statute (Cal. Civ. Code § 1798.80(e)). A name, signature, Social Security number, physical characteristics or description, address, telephone number, passport number, driver’s license or state identification card number, insurance policy number, education, employment, employment history, bank account number, credit card number, debit card number, or any other financial information, medical information, or health insurance information. Some personal information included in this category may overlap with other categories. YES C. Protected classification characteristics under California or federal law. Age (40 years or older), race, color, ancestry, national origin, citizenship, religion or creed, marital status, medical condition, physical or mental disability, sex (including gender, gender identity, gender expression, pregnancy or childbirth and related medical conditions), sexual orientation, veteran or military status, genetic information (including familial genetic information). YES D. Commercial information. Records of personal property, products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies. YES E. Biometric information. Genetic, physiological, behavioral, and biological characteristics, or activity patterns used to extract a template or other identifier or identifying information, such as, fingerprints, faceprints, and voiceprints, iris or retina scans, keystroke, gait, or other physical patterns, and sleep, health, or exercise data. NO F. Internet or other similar network activity. Browsing history, search history, information on a consumer’s interaction with a website, application, or advertisement. YES G. Geolocation data. Physical location or movements. YES H. Sensory data. Audio, electronic, visual, thermal, olfactory, or similar information. NO I. Professional or employment-related information. Current or past job history or performance evaluations. YES J. Non-public education information (per the Family Educational Rights and Privacy Act (20 U.S.C. Section 1232g, 34 C.F.R. Part 99)). Education records directly related to a student maintained by an educational institution or party acting on its behalf, such as grades, transcripts, class lists, student schedules, student identification codes, student financial information, or student disciplinary records. YES K. Inferences drawn from other personal information. Profile reflecting a person’s preferences, characteristics, psychological trends, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes. YES For the purposes of this Section and our compliance with the CCPA, “personal information” does not include publicly available information from government records, deidentified or aggregated consumer information or information specifically excluded from the CCPA’s scope, such as health or medical information covered by the Health Insurance Portability and Accountability Act of 1996 (HIPAA) and the California Confidentiality of Medical Information Act (CMIA) or clinical trial data or personal information covered by certain sector-specific privacy laws, including the Fair Credit Reporting Act (FRCA), the Gramm-Leach-Bliley Act (GLBA) or California Financial Information Privacy Act (FIPA), and the Driver’s Privacy Protection Act of 1994. In the preceding twelve (12) months, BellRing has disclosed the following categories of personal information for a business purpose: Category A: Identifiers. Category B: California Customer Records personal information categories. Category C: Protected classification characteristics under California or federal law.\] Category D: Commercial information. Category F: Internet or other similar network activity. Category G: Geolocation data. Category I: Professional or employment-related information. Category J: Non-public education information. Category K: Inferences drawn from other personal information. We disclosed this personal information for a business purpose to the following categories of third parties Agents: - provide email services; - consumer relations, including consumer complaint response services; - employee recruitment services; - legal representation, including with regard to prevention harm to our company, its subsidiaries, our products or services or a person or property (e.g., fraud prevention); and - shareholder record-keeping, notice, transfer agent and other investor relation services. The CCPA provides consumers (California residents) with specific rights regarding their personal information. This section describes your CCPA rights and explains how to exercise those rights. - ***Access to Specific Information and Data Portability Rights.*** You have the right to request that we disclose certain information to you about our collection and use of your personal information over the past twelve (12) months. Once we receive and confirm your verifiable consumer request (please see Subsection ***Exercising Access, Data Portability, and Deletion Rights*** below for more information), we will disclose to you: - The categories of personal information we collected about you. - The categories of sources for the personal information we collected about you. - Our business or commercial purpose for collecting or selling that personal information. - The categories of third parties with whom we share that personal information. - The specific pieces of personal information we collected about you (also called a data portability request). - If we sold or disclosed your personal information for a business purpose, two separate lists disclosing: - sales, identifying the personal information categories that each category of recipient purchased; and - disclosures for a business purpose, identifying the personal information categories that each category of recipient obtained. - ***Deletion Request Rights.*** You have the right to request that we delete any of your personal information that we collected from you and retained, subject to certain exceptions. Once we receive and confirm your verifiable consumer request (please see Subsection ***Exercising Access, Data Portability, and Deletion Rights*** below for more information), we will delete (and direct our service providers to delete) your personal information from our records, unless an exception applies. We may deny your deletion request if retaining the information is necessary for us, or our service provider(s), to: - Complete the transaction for which we collected the personal information, provide a good or service that you requested, take actions reasonably anticipated within the context of our ongoing business relationship with you, or otherwise perform our contract with you. - Detect security incidents, protect against malicious, deceptive, fraudulent, or illegal activity, or prosecute those responsible for such activities. - Debug products to identify and repair errors that impair existing intended functionality. - Exercise free speech, ensure the right of another consumer to exercise his/her free speech rights, or exercise another right provided for by law. - Comply with the California Electronic Communications Privacy Act (Cal. Penal Code § 1546 et. seq.). - Engage in public or peer-reviewed scientific, historical, or statistical research in the public interest that adheres to all other applicable ethics and privacy laws, when the information’s deletion may likely render impossible or seriously impair the research’s achievement, if you previously provided informed consent. - Enable solely internal uses that are reasonably aligned with consumer expectations based on your relationship with us. - Comply with a legal obligation. - Make other internal and lawful uses of that information that are compatible with the context in which you provided it. - ***Exercising Access, Data Portability, and Deletion Rights.*** To exercise the access, data portability, and deletion rights described above, please submit a verifiable consumer request to us through one of the following: - By email at - By mail at 1400 65th Street, Suite 105, Emeryville, CA, 94608. Only you, or a person registered with the California Secretary of State that you authorize to act on your behalf, may make a verifiable consumer request related to your personal information. You may also make a verifiable consumer request on behalf of your minor child. You may only make a verifiable consumer request for access or data portability twice within a 12-month period. The verifiable consumer request must: - Provide sufficient information that allows us to reasonably verify you are the person about whom we collected personal information or an authorized representative. - Describe your request with sufficient detail that allows us to properly understand, evaluate, and respond to it. We cannot respond to your request or provide you with personal information if we cannot verify your identity or authority to make the request and confirm the personal information relates to you. Making a verifiable consumer request does not require you to create an account with us. We will only use personal information provided in a verifiable consumer request to verify the requestor’s identity or authority to make the request. - ***Response Timing and Format.*** We endeavor to respond to a verifiable consumer request within forty-five (45) days of its receipt. If we require more time (up to ninety (90) days), we will inform you of the reason and extension period in writing. If you have an account with us, we will deliver our written response to that account. If you do not have an account with us, we will deliver our written response by mail or electronically, at your option. Any disclosures we provide will only cover the twelve (12)-month period preceding the verifiable consumer request’s receipt. The response we provide will also explain the reasons we cannot comply with a request, if applicable. For data portability requests, we will select a format to provide your personal information that is readily useable and should allow you to transmit the information from one entity to another entity without hindrance. We do not charge a fee to process or respond to your verifiable consumer request unless it is excessive, repetitive, or manifestly unfounded. If we determine that the request warrants a fee, we will tell you why we made that decision and provide you with a cost estimate before completing your request. - ***No Personal Information Sales.*** We do not sell any personal information that we collect or use. We will not discriminate against you for exercising any of your CCPA rights. Unless permitted by the CCPA, we will not: - Deny you goods or services. - Charge you different prices or rates for goods or services, including through granting discounts or other benefits, or imposing penalties. - Provide you a different level or quality of goods or services. - Suggest that you may receive a different price or rate for goods or services or a different level or quality of goods or services. However, we may offer you certain financial incentives permitted by the CCPA that can result in different prices, rates, or quality levels. Any CCPA-permitted financial incentive we offer will reasonably relate to your personal information’s value to us and contain written terms that describe the program’s material aspects. Participation in a financial incentive program requires your prior opt in consent, which you may revoke at any time. **HOW WE PROTECT PERSONAL DATA** BellRing maintains reasonable and appropriate technical and organizational security measures designed to help protect against loss, misuse, and alteration of Personal Data collected and processed by BellRing. However, information transmitted on the Internet and/or stored on systems attached to the Internet is not 100% secure. As a result, we do not ensure, warrant or guarantee the security or integrity of such information. **PRIVACY COMMITMENT** While we have withdrawn from the E.U. – U.S. Privacy Shield and the Swiss-U.S. Privacy Shield programs, we remain committed to the E.U. – U.S. and Swiss – U.S. Privacy Shield Principles of notice, choice, accountability for onward transfer, security, data integrity and purpose limitation, access, and recourse, enforceability and liability, (collectively, including the Supplemental Principles, the “Privacy Shield Principles”), and will continue to follow such Privacy Shield Principles in our processing of Personal Data. All transfers of Personal Data relating to individuals in any of the E.E.A. member states or the UK shall be governed by data processing agreements incorporating the Standard Contractual Clauses. If BellRing transfers Personal Data subject to the Standard Contractual Clauses to a third party, the recipient will have the same level of protection as required of BellRing under the Standard Contractual Clauses. BellRing is responsible and liable under the Standard Contractual Clauses for our third-party service providers’ processing Personal Data subject to the Standard Contractual Clauses in a manner consistent with the Standard Contractual Clauses. We will also process Personal Data submitted relating to individuals in Switzerland via adequate compliance mechanisms as required by the FADP. **DISPUTE RESOLUTION** BellRing commits to resolve complaints about our collection or use of your Personal Data. Individuals from any of the E.E.A. member states, the U.K. and/or Switzerland with inquiries or complaints regarding this policy should first contact BellRing’s Privacy Officer at . BellRing has further committed to refer unresolved complaints to an alternative dispute resolution provider located in the U.S. If you do not receive timely acknowledgment of your complaint from us or if you have an unresolved privacy or data use concern that we have not addressed satisfactorily, please contact our U.S.-based third party dispute resolution provider (free of charge) at . **CHANGES IN OUR PRIVACY POLICY** We may amend this Privacy Policy at any time. To the extent required by the GDPR, the U.K. Data Protection Laws, the FADP, the Standard Contractual Clauses, or any other applicable law or regulation, BellRing will contact individuals whose Personal Data is within the scope of such law or regulation and then currently being processed by BellRing to obtain prior affirmative express consent to any material changes to how we collect, use, process, and/or share such individual’s Personal Data or to this Privacy Policy. In addition, if we make any material changes to this Privacy Policy, including, any material changes to how we collect, use, process, and/or share your Personal Data, we will prominently post a notice of such changes on the website(s) covered by this Privacy Policy. We encourage you to periodically review this page for the latest information on our Privacy Policy. **YOUR ACKNOWLEDGEMENT OF THIS PRIVACY POLICY AND WHEN WE ASK FOR YOUR CONSENT** By using our Site, you acknowledge that we are processing your Personal Data in accordance with this Privacy Policy. If you do not wish that we process your Personal Data in this way, please do not use our Site or otherwise provide us with your Personal Data. We process your Personal Data as described above. In certain instances, we only process your Personal Data if you have consented (for example, in cases where we process your Personal Data for job applications or seeking employment). Where we process your Personal Data on the basis of your consent, we will ask for your consent explicitly but, in some cases and only where permitted by applicable law, we may infer in a transparent manner consent from your actions. We may also ask you to provide additional consent if we need to use your Personal Data for purposes not covered by this Privacy Policy. **CONTACT US** By email at By mail at 1400 65th Street, Suite 105, Emeryville, CA, 94608. If you are a resident of a European country and you believe we maintain your Personal Data, you may direct any questions or complaints to BellRing’s Privacy Officer, whose contact details are as follows: *Privacy Officer* By email at By mail at 1400 65th Street, Suite 105, Emeryville, CA 94608 We are committed and required to respond to any of your inquiries on this issue within one month of receiving the inquiry. --- # Terms of Use **Effective Date: Sep 20, 2019** **WELCOME** This website is provided by BellRing Brands, Inc. We’ve designed our website to be useful, informative and fun, and we hope you’ll let us know how we can make it even better. All we ask in return is that you abide by the terms and conditions that follow. Please read them carefully because by using our website you agree to them. Thanks for visiting! **OUR WEBSITE** Unless otherwise specified, the material on our website is intended to provide information about BellRing and its products, and you may use the website to obtain such information. You may download and print copies of the materials on the website for such purposes, and to share such information with others, provided you don’t delete or change any copyright, trademark or other proprietary notices. We (or our licensors) retain full and complete title to the website and all materials on the website. **IF YOU SUBMIT MATERIAL TO US…** (1) All remarks, suggestions, ideas, graphics or other information that you communicate to BellRing through this website becomes and remains our property. This means that… - We don’t have to treat any such submission as confidential. - You can’t sue us for using the ideas you submit (including, but not limited to, product or advertising ideas). - We will have exclusive ownership of all present and future rights to all submissions. - If we use them, or anything like them, for any purpose, we don’t have to pay you. (2) You acknowledge that you (and not BellRing) have full responsibility for any submission you make, including the message, its legality, reliability, appropriateness, originality and copyright. **INFORMATION ABOUT HEALTH & WELLNESS** Information accessible on this website is not intended to be a substitute for professional medical advice. Information is often general in nature and may be helpful to some persons but not others, depending upon their personal medical needs. Always consult with your personal physician prior to changing or undertaking a new diet or exercise program. Advance consultation with your physician is particularly important if you are under eighteen (18) years old, pregnant, nursing, or have health problems. Never disregard professional medical advice or delay in seeking it because of something you have read on this website. **LIMITATION ON THESE TERMS AND CONDITIONS** Any limitations of these terms and conditions are applied only as broad and inclusive as is permitted by law in the state of New Jersey, or any other state that restricts disclaimers, limitations of liability and/or remedies, and similar provisions. **DISCLAIMER OF WARRANTIES** The website and materials on our website are provided AS IS. This means that (subject to the exception below) we disclaim all express and implied warranties about the website and the materials on the website. We make no warranties that: - The materials on the website are up to date or complete; - The website will be uninterrupted or error-free; or - Our website or the servers that make them available are free of viruses or other harmful components. Exception: In certain states, the law may not allow us to disclaim or exclude warranties, so the above disclaimer may not apply to you. Please see our current nutrition labels for the most current information regarding our products. **THIRD PARTY WEBSITES** This website sometimes provides links to other websites operated by third parties. We don’t endorse or approve any products or information offered at websites you reach through our website. Check the Uniform Resource Locator (URL) address provided in your browser to see if you are still viewing a website operated by Post or if you have moved to another website. Your use of any linked website is subject to the terms and conditions of use and privacy policy imposed by the operator of the linked website. **JURISDICTION** BellRing controls and oversees its website from the company’s offices in the United States of America. The materials on the website may not be appropriate or available for use outside of the United States. If you use our website from locations outside of the United States, you are responsible for compliance with any applicable local laws. **ARBITRATION** **PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.** **These terms and conditions and all matters arising out of or in connection with the website and/or terms and conditions shall be governed by and interpreted according to the laws of the State of Missouri (without applying the state’s conflict-of-law principles).** Any dispute arising out of or connected with this website and/or these terms and conditions not resolved amicably between you and BellRing Brands, Inc. shall be resolved **exclusively by binding arbitration** as follows. **You agree to give up your right to go to court to sue or seek relief from us.** - Arbitration shall take place in the City of St. Louis, Missouri, and shall be administered under the procedures established by the American Arbitration Association or as may otherwise be agreed upon by the parties. - The party asserting the dispute (the “Petitioner”) shall indicate an intent to commence arbitration hereunder by giving written notice of such intent to the other party (the “Respondent”). - If the Petitioner and Respondent are unable to resolve the dispute within 15 days following the receipt by the Respondent of the above notice, arbitration shall commence upon the delivery by the Petitioner to the Respondent of a petition complying with the Arbitration Rules of the American Arbitration Association (the “Rules”) and setting forth at a minimum (i) the acts or omissions complained of, (ii) the section(s) of the terms and conditions breached or otherwise involved, and (iii) the relief sought. The Respondent shall respond to such petition in conformity with such Rules and a counterclaim shall be permitted if timely filed and served. - The arbitration shall be conducted by a single arbitrator in conformance with such Rules except that (i) the Petitioner and Respondent may provide any instructions to the arbitrator(s) which deviate from such Rules as the Petitioner and Respondent may mutually agree, and (ii) unless the Petitioner and Respondent mutually agree otherwise, they shall have the right to conduct discovery in any manner and to the extent authorized by the Federal Rules of Civil Procedure as interpreted by the Federal courts in the Eastern District of Missouri. - If the Petitioner and Respondent are able to agree upon a single arbitrator within 10 days following commencement of the arbitration, such individual shall serve as the arbitrator. If the parties cannot mutually agree upon the selection of an arbitrator within 10 days following commencement of the arbitration, the arbitrator shall be selected in accordance with the rules of the then effective Commercial Arbitration Rules of the American Arbitration Association. - With respect to any award in arbitration, the arbitrator: - shall issue an award in writing which (A) sets forth findings of fact, (B) resolves each specific claim, (C) attaches a reasoned opinion, and (D) is signed by the arbitrator; - may compel specific performance by the Petitioner or the Respondent of his or its respective obligations under the terms and conditions or award injunctive relief to restrain any breach of the terms and conditions by a Petitioner or Respondent, in each instance without the necessity of the Petitioner (A) alleging or proving damages as a result of the breach, or (B) posting any bond; provided, however, seeking or obtaining equitable relief shall not preclude a party to the arbitration from also seeking or obtaining an award for money damages in the arbitration; and - shall equitably allocate between the Petitioner and Respondent all (A) administrative fees and expenses of the arbitrator(s) and the arbitration, and (B) fees (including reasonable legal fees) and expenses incurred by the prevailing party in the arbitration. - Judgment upon an award in arbitration may be entered in any court of competent jurisdiction in the United States. **CLASS ACTION WAIVER / VENUE** **PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS.** You agree that you will resolve any disputes or claims with Post on an individual basis, and that any claims arising out of or in connection with the website and/or terms and conditions will be brought in an individual capacity, and not on behalf of, or as part of, any purported class, consolidated, or representative proceeding. You further agree not to participate in any consolidated, class or representative proceeding brought by any third party arising out of or in connection with the website and/or terms and conditions. If any court or arbitrator determines that the preceding waiver is void or unenforceable or that arbitration can proceed on a class basis, then the dispute or claim will not be subject to arbitration. For any dispute or claim that is not subject to arbitration, you consent to exclusive jurisdiction and venue in the federal courts sitting in the Eastern District of Missouri, unless no federal subject matter jurisdiction exists, in which case you consent to exclusive jurisdiction and venue in the state courts sitting in St. Louis County, Missouri. You hereby irrevocably waive, to the fullest extent permitted by applicable law, any objection which you may now or hereafter have to the laying of venue of any such proceeding brought in such a court and any claim that any such proceeding brought in such a court has been brought in an inconvenient forum. **MODIFICATIONS TO THE WEBSITE AND TERMS AND CONDITIONS** We are entitled to terminate or modify all or part of any of the website at any time, without notice to you. We may modify these terms and conditions at any time by updating this posting. If we do so, we’ll also update the effective date at the top of this page. **MISCELLANEOUS POINTS** If any provision of this agreement is unlawful, void or unenforceable, then the unlawful, void or unenforceable provision shall be modified in accordance with the applicable law as nearly as possible to reflect the original intention of the applicable provision, and the remaining sections of the terms and conditions shall remain in full force and effect. --- # Our Brands Premier Protein The #1 Ready-to-Drink Protein and Convenient Nutrition Brand1, Premier Protein is focused on delivering amazing tasting nutrition that people can’t wait to have. Premier Protein’s products are available globally in Food, Drug, Mass, Convenience, Club, Specialty, E-Commerce and Foodservice channels. [Learn More](http://www.premierprotein.com) 1Circana, Total U.S. Multi Outlet + Convenience 52 and 13 weeks ending March 31, 2024. Dymatize The brand behind the #1 Hydrolyzed Protein Powder2, Dymatize is a global leader in premium performance nutrition products. Dymatize’s high-quality protein products are formulated specifically to help athletes achieve their goals. [Learn More](https://dymatize.com) 2Circana, Total U.S. Multi Outlet + Convenience. $ Sales Rank, 52 and 13 weeks ending March 31, 2024. PowerBar A revered icon of sports nutrition, PowerBar helps athletes at all levels perform at their best. Today, the PowerBar brand is sold in over 35 international markets with a primary concentration in Europe, where it continues to be a go-to source of nutrition among elite athletes and fitness enthusiasts. [Learn More](https://www.powerbar.eu/) --- # Our Impact At BellRing, we live our purpose of Changing Lives with Good Energy through the products we develop and produce, and the way we operate our business. We know that our daily operations have an impact on the environment, communities, and people around us. We are continuously working to better understand these impacts throughout our supply chain, identify areas of opportunity for improvement, and develop productive partnerships and solutions.​ ## Annual Impact Reports​ Read about our latest efforts and accomplishments in our annual GRI and SASB standards aligned Impact Reports. ​ 2025 Impact Report [Download the Report](https://cdn.bellring.com/assets/pdf/BellRing-Impact-Report-2025.pdf) **View Previous Years' Impact Reports:** - [2024 Impact Report](https://cdn.bellring.com/assets/pdf/BellRing-Impact-Report-2024.pdf) - [2023 Impact Report](https://cdn.bellring.com/assets/pdf/BellRing-Impact-Report-2023.pdf) ## BellRing’s Focus Areas for Impact​ In 2022, we conducted a materiality assessment to pinpoint the ESG topics of greatest relevance and importance to our business. From this work, we identified six areas to prioritize our efforts over the coming years. Read about each of these focus areas by clicking on the topics below. #### Energy Use & Greenhouse Gas Emissions [Learn More about Energy Use & Greenhouse Gas Emissions​](https://bellring.com/energy-use) #### Packaging & Materials Use [Learn More about Packaging & Materials Use​](https://bellring.com/packaging-materials-use) #### People & Community [Learn More about People & Community​](https://bellring.com/people-community) #### Regenerative Agriculture [Learn More about Regenerative Agriculture ​](https://bellring.com/regenerative-agriculture) #### Water & Waste Efficiency in Manufacturing [Learn More about Water & Waste Efficiency in Manufacturing](https://bellring.com/manufacturing-efficiency) #### Responsible Sourcing​ [Learn More about Responsible Sourcing​](https://bellring.com/responsible-sourcing) --- # Investor Information **Spin-off From Post Holdings And Merger: Tax-related Information** On March 10, 2022, Post Holdings, Inc. (“Post”) completed the spin-off of 80.1% of Post’s interest in the BellRing Brands business through a distribution of common stock of BellRing Brands, Inc. (formerly known as BellRing Distribution, LLC) (“New BellRing”) to Post Holdings’ shareholders (the “Distribution”). In the Distribution, each holder of Post Holdings common stock received 1.267788 shares of New BellRing common stock for every share of Post common stock held as of the record date of February 25, 2022. At the time of the Distribution, BellRing Brands, Inc. was renamed BellRing Intermediate Holdings, Inc. (“Old BellRing”). Upon completion of the distribution, Old BellRing merged with and into a subsidiary of New BellRing (the “Merger”) and each outstanding share of Old BellRing Class A common stock was converted into one share of New BellRing common stock and $2.97 in cash. New BellRing common stock trades on the New York Stock Exchange under the ticker symbol “BRBR”. Below, you will find relevant tax-related information regarding the Merger. For relevant tax-related information regarding the Distribution, please visit the website of Post. [Form 8937 – Stock Cost Basis Allocation and Attachment](https://cdn.bellring.com/assets/images/general/BRBR-IRS-Form-8937.pdf) The information contained herein and in the document referenced above does not constitute tax advice. In addition, this document does not purport to be complete or to describe the tax consequences that may apply to particular categories of Old BellRing stockholders. Please consult your tax advisor to determine the Merger’s tax consequences to you under U.S. federal, state and local tax laws and non-U.S. tax laws. --- # BellRing Brands, Inc. Cookie Policy --- # Environment The materials and processes involved in making our products — the ingredients they contain, the packaging materials used, the water and energy used in their manufacture, and the waste left over — all have an impact on our environment and communities. However, the majority of these processes occur within our supply chain, rather than our own operations. As a result, developing strong supplier relationships is of utmost importance to help us both understand our impact and work together with our suppliers to improve them. You can read more about how we do this on our [Supply Chain page​](https://bellring.com/responsible-sourcing). ## ​Our environmental priorities are: #### Energy Use & Greenhouse Gas Emissions [Learn More about Energy Use & Greenhouse Gas Emissions​](https://bellring.com/energy-use) #### Packaging & Materials Use [Learn More about Packaging & Materials Use​](https://bellring.com/packaging-materials-use) #### Regenerative Agriculture [Learn More about Regenerative Agriculture ​](https://bellring.com/regenerative-agriculture) #### Water and Waste Efficiency in Manufacturing [Learn More about Water and Waste Efficiency in Manufacturing ​](https://bellring.com/manufacturing-efficiency) --- # Energy Use & Greenhouse Gas Emissions Our climate is changing, and greenhouse gas emissions are the cause. Recognizing the risk that changing weather patterns and higher temperatures bring to our planet, our communities, and our business, we are working to identify our areas of highest emissions and take action to reduce them. ## Scope 1 and 2 Emissions We have set a net-zero target for our Scope 1 and 2 emissions by 2030. We will achieve this by working to transition our electricity use to renewable sources by 2025, minimizing natural gas and diesel use, and purchasing carbon offsets for remaining emissions. **Information on our 2024 energy use and Scope 1 and 2 emissions is below.** ## Scope 3 Emissions​ Almost all our emissions occur within our supply chain. An overview of our Scope 3 emissions based on a 2023 emission inventory can be found below. We are working with suppliers from the areas within our supply chain that generate the most emissions to understand their emission sources and opportunities for reduction. **Information on our Scope 3 emissions is below.** --- # Water & Waste Efficiency in Manufacturing As an asset-light company, we use very little water and generate minimal waste in our direct operations. Recognizing that water and waste impacts may be material within our supply chain, however, we’re working to better understand these issues at our co-manufacturing facilities. ## Co-manufacturer Water and Waste Most of our supplier’s dairy protein processing facilities are in low to medium water stress regions, and a significant percentage of the dairy farms we source from are pasture-based and located in low water stress regions. We regularly conduct sustainability surveys of our North American co-manufacturers. As part of these surveys, we ask suppliers to use the WRI Aquaduct tool to assess whether the facilities used in the production of BellRing products are in high or very high water stress regions. We have also surveyed our co-manufacturers regarding their waste reduction strategies, and learned that the majority of them work to reduce waste sent to landfills by diverting waste for recycling and animal feed. ## Direct Operations Water and Waste Details on the most recent water and waste usage in our direct operations can be found in BellRing’s [latest Impact Report](https://cdn.bellring.com/assets/pdf/BellRing-Impact-Report-2025.pdf). --- # Regenerative Agriculture The majority of our raw materials come from agricultural sources, so we understand the importance of healthy agricultural lands and soil. ​ ## Dairy Protein Dairy protein is a key raw material for many of our products, so we’re focused on understanding and supporting sustainable dairy farming practices when possible. We’re members of the Sustainable Dairy Alliance, part of the Innovation Center for U.S. Dairy, which is working to support and encourage sustainable farming practices and initiatives to lower dairy farming greenhouse gas emissions and land use impacts. Our dairy protein suppliers are looking at a wide range of practices to reduce their on-farm emissions and improve environmental and farming outcomes. These include initiatives, pilot studies, and research into the following areas: - Anaerobic digesters - Optimizing feed practices to minimize methane - Improving manure management - Good genetics - Feed additives Dairy farming can also be water-intensive. A significant percentage of our dairy protein is sourced from pasture-raised cows, none of which are in water-stressed areas. However, some of our dairy is sourced from cows raised in water-stressed areas. We are collecting data from those suppliers on their water conservation strategies to better understand how they plan to improve water conservation outcomes. ## Animal Welfare The vast majority of the dairy protein that we source comes from farmers using third-party verified animal welfare programs such as F.A.R.M, Validus, or custom programs including health and welfare guidelines with third-party audits. Our objective is to source 100% of our dairy protein from suppliers with established animal welfare programs. --- # Packaging & Materials Use We recognize that the packaging we use has an impact on the world around us. To better understand and reduce that impact, we have developed strategic priorities and targets to guide and motivate us in exploring more sustainable options. ## Our Progress In the past five years, we’ve made progress through the following actions: - Light-weighting Premier Protein plastic shake bottles - Removal of unnecessary pallet packaging - Transitioning away from PVC - Sourcing packaging manufactured with renewable electricity We are integrating How2Recycle labeling onto some of our packaging to help educate consumers on recycling best practices, and are exploring additional labeling opportunities to improve consumer recycling compliance. To educate ourselves on the latest sustainable packaging topics we are active members of the Sustainable Packaging Coalition. Packaging used by our brands carries the following certifications: - Forest Stewardship Council (FSC) - Sustainable Forestry Initiative (SFI) - Aluminium Stewardship Initiative (ASI) - Bonsucro Certification ## Strategic Packaging Priorities These priorities guide in identifying opportunities to reduce our impact and ladder up to our [Sustainable Sourcing Framework](https://bellring.com/responsible-sourcing). ## Packaging Goals​ - 100% of cardboard and paper packaging made from sustainable forestry certified materials or recycled content by 2025​ - 30% of our plastic packaging made from renewable or recycled materials by 2027​ - 100% of packaging to be reusable, recyclable or compostable by 2030​ --- # Responsible Sourcing As an asset-light company, almost everything we do involves sourcing products or services from other companies, which means most of our impacts occur within our supply chain. Because of that, we recognize that building strong, transparent relationships throughout our supply chain is critical. In 2023, we became members of SEDEX (The Supplier Ethical Data Exchange) to demonstrate our commitment to sourcing responsibly. We require that our active co-manufacturers be audited by SEDEX (The Supplier Ethical Data Exchange) for specified social and environmental metrics. ## Strong Supplier Relationships​ We conduct ESG supplier surveys across our supply chain. This includes data requests regarding emissions, water, waste, and ongoing efforts for improvement across all of these areas. With key suppliers, we deepen our knowledge through conversations and site visits that allow us to gain a better understanding of their specified efforts and initiatives. ESG data request requirements have been added to our co-manufacturer contracts to ensure BellRing has access to this data. ESG considerations are also taken into account when selecting North American co-manufacturing partners and are part of BellRing’s RFP process. ## Sustainable Sourcing Framework ​ Our Sustainable Sourcing Framework highlights the key principles of our procurement practices regarding ESG topics. This includes how we think about sustainable sourcing (our values) as well as specific areas we’re focused on for data collection and tracking. --- # People & Community Our culture is embedded into our corporate values, and we prioritize providing a workplace where people from all backgrounds can grow, succeed, and be celebrated. ## People-First Culture We believe winning companies with amazing people and a thriving culture attract and retain top talent. It builds a cycle of culture that’s self-reinforcing, or what we call a regenerative culture. Our people-first culture and employee development programs foster talent and develop leadership skills, helping our employees grow and succeed within our business. Since 2017, we’ve surveyed our employees through Fortune Magazine’s Great Place to Work® program and each year have been certified as a Great Place to Work® based on the results. Much of our culture is embedded in the practices of our subsidiary, Premier Nutrition Company. Details on how we bring our culture to life [can be found here](https://www.premiernutrition.com/culture/), including our Good Energy values and culture academy and Builders’ Workshops. ## Connect and Belong We believe that including more perspectives and a broader knowledge base in our organization strengthens our business. Our Connect and Belong Team is focused on identifying ways to bring together diverse perspectives to support better decision-making. ## Pay it Forward Pay it Forward is one of our corporate values, and we regularly support local charities through annual employee-led grant programs and nationwide product donations during times of crisis and disaster. Details on our most recent grant and product donation recipients are available in our [latest Impact Report](https://cdn.bellring.com/assets/pdf/BellRing-Impact-Report-2025.pdf). We match employee donations and reward our employees who volunteer by donating $50 to a charity of their choice for every hour they spend volunteering – whether during work or personal time – with no upper limit. The top three employees with the most volunteer hours receive an additional $3,000 to donate. --- # ESG Governance Our ESG efforts are overseen by the Audit Committee of our Board of Directors, which receives updates and provides strategic direction on a quarterly updates. A Senior Executive ESG steering committee comprised of our CEO, CFO, Chief Legal Officer, SVP Operations and SVP People meets quarterly to review and discuss ESG topics as well.​ An Associate Director of ESG leads and develops our ESG strategies and works throughout the organization to integrate ESG strategies into our business practices and decisions. ​ We take the responsibility of managing our business in an ethical and thoughtful manner very seriously. All employees must agree to our corporate [Code of Conduct](https://cdn.bellring.com/assets/pdf/BRBR-Code-of-Conduct.pdf), which includes our approach to discrimination, harassment, insider trading, non-disclosure, responsible marketing, and other corporate expectations. A speak-up line is available for employees or suppliers to report any suspected violations of our Code of Conduct. Further details on our speak-up line and corporate governance can be found on our [Corporate Governance](https://bellring.com/investors/corporate-governance) page. --- # Disclosure **BellRing Brands, Inc.’s Disclosure under the California Transparency in Supply Chains Act of 2010** September 2019 The California Transparency in Supply Chains Act of 2010 (SB 657) (the "Act") requires retailers and manufacturers doing business in California to disclose their efforts to eradicate forced labor and human trafficking from their direct supply chain to tangible goods offered for sale. To that end, the following is BellRing Brands, Inc.'s disclosure under the Act on behalf of itself, its subsidiaries and affiliates (collectively "BellRing"). BellRing is committed to observing fair labor practices and treating everyone with dignity and respect. Accordingly, in order to be considered for BellRing's direct supply chain, suppliers are expected to operate in such a fashion and in accordance with BellRing's Supplier Code of Conduct ("Supplier Code of Conduct"). This Supplier Code of Conduct requires that BellRing's suppliers not engage in any labor practices that violate the laws and regulations of the country where the products are manufactured or obtained. Specifically, it prohibits suppliers from employing, using or otherwise benefiting from involuntary labor, forced labor or labor that results from slavery or human trafficking. The Supplier Code of Conduct also prohibits engaging in any unsanitary or unsafe labor conditions. To this end, BellRing requires all suppliers to ensure that neither forced labor nor human trafficking is utilized to source, produce or manufacture any product supplied to BellRing. BellRing mandates compliance by entering agreements and/or issuing purchase orders requiring each supplier's acceptance of and adherence to BellRing's Supplier Code of Conduct, which can be found on BellRing's website at , and/or by obtaining confirmation from the supplier of the same. Although BellRing does not engage in third-party verification or conduct independent, unannounced audits to evaluate compliance with BellRing's Supplier Code of Conduct, suppliers are directed to promptly report violations to their contact at BellRing or through BellRing's Corporate Compliance Speak Up line ("Speak Up line"). This Speak Up line is staffed by an independent third-party provider at the phone numbers available at or online at . The Speak Up line is available 24/7 and accessible in the countries where we operate. All reports are promptly and thoroughly investigated and addressed as appropriate. Belling has not established a certification process solely targeted at incorporated materials, but its suppliers are required to warrant that all phases of the manufacturing process are compliant with the applicable laws of the country or countries in which they conduct business. In order to drive supplier ability, Belling expressly reserves the right to impose a broad range of penalties on suppliers who fail to comply with local, state, or federal laws, including without limitation, the laws pertaining to forced labor and human trafficking. These penalties include the right, in BellRing's sole discretion, to terminate entire business relationships. Similar penalties may be imposed for a supplier's failure to comply with its obligation to establish controls that prohibit discrimination, harassment, and/or child labor. BellRing employees are trained on the importance of complying with all applicable laws and are provided avenues to report any behavior that deviates from applicable laws and other company policies. Employees with direct responsibility for supply chain management are made aware of BellRing's Supplier Code of Conduct, including the document's significance to the organization. Any report or discovery of a violation of law(s) pertaining to forced labor or human trafficking would be subject to the most rigorous scrutiny. Substantiated violations of these laws (whether by suppliers, supplier employees or BellRing employees) would result in the severest penalties. Improving compliance in a global supply chain is an ever-evolving and challenging process. Nevertheless, BellRing will never tolerate forced labor or human trafficking. BellRing will not hesitate to disqualify and cease doing business with suppliers who do not share its commitment to providing a safe, healthy and ethical work environment. --- # Careers There are no current openings, but please check back in the future. --- # Contact Us **Get in touch** Corporate Headquarters 1 N. Brentwood Blvd., Suite 1550 St. Louis, MO 63105 1 (314) 644‑7652 Investor Relations 1 (415) 814‑9388 [Email](/contact/investors#form) Media Relations 1 (415) 814‑9388 [Email](/contact/media#form) --- # Investor Events ## Q1 2026 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2026 and fiscal year 2026 outlook on **Tuesday, February 3, 2026 at 8:30 a.m. Eastern Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/gcrams9v) The webcast will be available for playback beginning Tuesday, February 3, 2026 at 12:30 p.m. ET and will remain available through Monday, May 4, 2026. [BRBR Q126 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-1q26-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Morgan Stanley Global Consumer & Retail Conference BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a webcast of the Company’s fireside chat at the Morgan Stanley Global Consumer & Retail Conference on **Tuesday, December 2, 2025 at 2:15 p.m. Eastern Time.** **Webcast Details:** [Click here to access the webcast](https://cc.webcasts.com/morg007/120225a_js/?entity=32_N1TV5SG) The webcast will be available for playback through Sunday, May 31, 2026. *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2025 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter and fiscal year 2025 and fiscal year 2026 outlook on **Tuesday, November 18, 2025 at 8:30 a.m. Eastern Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/c9c6tf6p/) The webcast will be available for playback beginning Tuesday, November 18, 2025 at 12:30 p.m. ET and will remain available through Monday, February 16, 2026. [BRBR Q425 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-4q25-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2025 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions on **Tuesday, August 5, 2025 at 9:00 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/d8isehr2/) The webcast will be available for playback beginning Tuesday, August 5, 2025 at 1:00 p.m. EDT and will remain available through Monday, November 3, 2025. [BRBR Q325 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-3q25-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2025 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions on **Tuesday, May 6, 2025 at 9:00 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/ri99dbtf) The webcast will be available for playback beginning Tuesday, May 6, 2025 at 1:00 p.m. EDT and will remain available through Monday, August 4, 2025. [BRBR Q225 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-2q25-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q1 2025 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2025 and fiscal year 2025 outlook and to respond to questions on **Tuesday, February 4, 2025 at 9:00 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/me9krge5) The webcast will be available for playback beginning Tuesday, February 4, 2025 at 1:00 p.m. EST and will remain available through Monday, May 5, 2025. [BRBR Q125 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-1q25-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2024 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter and fiscal year 2024 and fiscal year 2025 outlook and to respond to questions on **Tuesday, November 19, 2024 at 9:00 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/krmfpb7j) The webcast will be available for playback beginning Tuesday, November 19, 2024 at 1:00 p.m. EST and will remain available through Monday, February 17, 2025. [BRBR Q424 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-4q24-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2024 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions on **Tuesday, August 6, 2024 at 9:00 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/6ogff7q7) The webcast will be available for playback beginning Tuesday, August 6, 2024 at 1:00 p.m. EDT and will remain available through Monday, November 4, 2024. [BRBR Q324 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-3q24-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2024 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions on **Tuesday, May 7, 2024 at 9:00 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/59m2u5xq) The webcast will be available for playback beginning Tuesday, May 7, 2024 at 1:00 p.m. EDT and will remain available through Monday, August 5, 2024. [BRBR Q224 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-2q24-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q1 2024 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2024 and fiscal year 2024 outlook and to respond to questions on **Tuesday, February 6, 2024 at 9:00 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/7viovvav) The webcast will be available for playback beginning Tuesday, February 6, 2024 at 1:00 p.m. EST and will remain available through Monday, May 6, 2024. [BRBR Q124 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-1q24-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2023 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter and fiscal year 2023 and fiscal year 2024 outlook and to respond to questions on **Tuesday, November 21, 2023 at 9:00 a.m. Eastern Standard Time.** **Webcast Details:**[Click here to access the webcast](https://edge.media-server.com/mmc/p/z6mfomn5) The webcast will be available for playback beginning Tuesday, November 21, 2023 at 1:00 p.m. EST and will remain available through Monday, February 19, 2024. [BRBR Q423 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-4q23-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2023 BellRing Brands, Inc. Earnings Conference Call **Q3 2023 BELLRING BRANDS, INC. EARNINGS CONFERENCE CALL** BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions on **Tuesday, August 8, 2023 at 9:00 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/f2nyct8i) The webcast will be available for playback beginning Tuesday, August 8, 2023 at 1:00 p.m. EDT and will remain available through Monday, November 6, 2023. [BRBR Q323 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/BRBR_3Q_23_Supplemental_Presentation.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2023 BellRing Brands, Inc. Earnings Conference Call **Q2 2023 BELLRING BRANDS, INC. EARNINGS CONFERENCE CALL** BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions on **Tuesday, May 9, 2023 at 9:00 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/3oa43k4a) The webcast will be available for playback beginning Tuesday, May 9, 2023 at 1:00 p.m. EDT and will remain available through Monday, August 7, 2023. [BRBR Q223 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/BRBR_2Q_23_Supplemental_Presentation.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q1 2023 BellRing Brands, Inc. Earnings Conference Call **Q1 2023 BELLRING BRANDS, INC. EARNINGS CONFERENCE CALL** BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2023 and fiscal year 2023 outlook and to respond to questions on **Tuesday, February 7, 2023 at 9:00 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://protect-us.mimecast.com/s/enJfClYMrpfGNY36u9q_fv?domain=event.on24.com) The webcast will be available for playback beginning Tuesday, February 7, 2023 at 12:00 p.m. EST and will remain available through Monday, May 8, 2023. [BRBR Q123 Supplemental Presentation](https://cdn.bellring.com/assets/images/general/BRBR-1Q23-Supplemental-Presentation-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (800) 245-3047 International Dial-In Number: (203) 518-9783 Conference Identification Number: BRBRQ123 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 695-0671 International Dial-In Number: (402) 220-1397 *A replay of the conference call will be available through Tuesday, February 14, 2023.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2022 BellRing Brands, Inc. Earnings Conference Call **Q4 2022 BELLRING BRANDS, INC. EARNINGS CONFERENCE CALL** BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter and fiscal year 2022 and fiscal year 2023 outlook and to respond to questions on **Friday, November 18, 2022 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/4003390/B955E7706029967A0706993FC5E79F0D) The webcast will be available for playback beginning Friday, November 18, 2022 at 1:30 p.m. EST and will remain available through Thursday, February 16, 2023. [BRBR Q422 Supplemental Presentation](https://cdn.bellring.com/assets/images/general/BRBR-Q422-Supplemental-Presentation-11.17.22-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (800) 245-3047 International Dial-In Number: (203) 518-9765 Conference Identification Number: BRBRQ422 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 839-2461 International Dial-In Number: (402) 220-7219 *A replay of the conference call will be available through Friday, November 25, 2022.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2022 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions on **Friday, August 5, 2022 at 10:30 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/3860731/C9C9336387C77D187AB9EB9E0F119ED0) The webcast will be available for playback beginning Friday, August 5, 2022 at 1:30 p.m. EDT and will remain available through Thursday, November 3, 2022. [BRBR Q322 Supplemental Presentation](https://cdn.bellring.com/assets/images/general/BRBR-Q322-Supplemental-Presentation-8.4.22-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (800) 459-5346 International Dial-In Number: (203) 518-9544 Conference Identification Number: BRBRQ322 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 839-5241 International Dial-In Number: (402) 220-2698 *A replay of the conference call will be available through Saturday, August 13, 2022.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2022 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions on **Friday, May 6, 2022 at 10:30 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/3735222/91E520C1A60141FB83DF777E065D82BC) The webcast will be available for playback beginning Friday, May 6, 2022 at 1:30 p.m. EDT and will remain available through Thursday, August 4, 2022. [BRBR Q222 Supplemental Presentation](https://cdn.bellring.com/assets/images/general/BRBR-Q222-supplemental-presentation-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (866) 831-8713 International Dial-In Number: (203) 518-9713 Conference Identification Number: BRBRQ222 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 934-7879 International Dial-In Number: (402) 220-6986 *A replay of the conference call will be available through Friday, May 13, 2022.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q1 2022 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2022 and fiscal year 2022 outlook and to respond to questions on **Friday, February 4, 2022 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/3611245/68DF28BBDA6DA14DB981E7497D203180) The webcast will be available for playback beginning Friday, February 4, 2022 at 1:30 p.m. EST and will remain available through Thursday, May 5, 2022. [BRBR Q122 presentation](https://cdn.bellring.com/assets/pdf/BRBR_Q122_presentation.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (866) 518-6930 International Dial-In Number: (203) 518-9822 Conference Identification Number: BRBRQ122 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 839-8318 International Dial-In Number: (402) 220-6071 *A replay of the conference call will be available through Friday, February 18, 2022.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2021 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter and fiscal year 2021 and fiscal 2022 outlook and to respond to questions on **Friday, November 19, 2021 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/3463145/F17DEA9971C32586FAA3EC92CFF417CF) The webcast will be available for playback beginning Friday, November 19, 2021 at 1:30 p.m. EST and will remain available through Thursday, February 17, 2021. [BRBR Q421 supplemental presentation 11 18 21 FINAL](https://cdn.bellring.com/assets/images/general/BRBR-Q421-supplemental-presentation-11.18.21-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (877) 876-9173 International Dial-In Number: (785) 424-1667 Conference Identification Number: BRBRQ421 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 753-9146 International Dial-In Number: (402) 220-2705 *A replay of the conference call will be available through Friday, November 26, 2021.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2021 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2021 and fiscal 2021 outlook and to respond to questions on **Friday, August 6, 2021 at 10:30 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://protect-us.mimecast.com/s/OSoPC0RXG9uXo8NPU3tH5r?domain=event.on24.com) The webcast will be available for playback beginning Friday, August 6, 2021 at 1:30 p.m. EDT and will remain available through Thursday, November 4, 2021. **[BRBR Q321 supplemental presentation 8 5 21 FINAL](https://cdn.bellring.com/assets/images/general/BRBR-Q321-supplemental-presentation-8.5.21-FINAL.pdf)** **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 7479008 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 7479008 *A replay of the conference call will be available through Friday, August 20, 2021.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2021 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2021 and fiscal 2021 outlook and to respond to questions on **Friday, May 7, 2021 at 10:30 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://protect-us.mimecast.com/s/H1wLC68zO0sJ9A1kHLQGtv?domain=event.on24.com) The webcast will be available for playback beginning Friday, May 7, 2021 at 1:30 p.m. EDT and will remain available through Thursday, August 5, 2021. [BRBR Q221 supplemental presentation 5 6 21 FINAL](https://cdn.bellring.com/assets/images/general/BRBR-Q221-supplemental-presentation-5.6.21-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 5885539 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 5885539 *A replay of the conference call will be available through Friday, May 21, 2021.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q1 2021 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2021 and fiscal 2021 outlook and to respond to questions on **Friday, February 5, 2021 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/2956084/631108EFF216D67E2EB70ABC2F4D8FA1) The webcast will be available for playback beginning Friday, February 5, 2021 at 1:30 p.m. EST and will remain available through Thursday, May 6, 2021. [BRBR 1 Q21 supplemental presentation 2 4 21 FINAL](https://cdn.bellring.com/assets/images/general/BRBR-1Q21-supplemental-presentation-2.4.21-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 1876009 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 1876009 *A replay of the conference call will be available through Friday, February 19, 2021.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2020 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter and fiscal year 2020 and fiscal 2021 outlook and to respond to questions on **Friday, November 20, 2020 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://protect-us.mimecast.com/s/JarrCG6Q39cV4047f0xnDQ?domain=event.on24.com) The webcast will be available for playback beginning Friday, November 20, 2020 at 1:30 p.m. EST and will remain available through Thursday, February 18, 2021. [BRBR 4 Q20 supplemental presentation 11 19 20 FINAL](https://cdn.bellring.com/assets/images/general/BRBR-4Q20-supplemental-presentation-11.19.20-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 4971167 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 4971167 *A replay of the conference call will be available through Friday, December 4, 2020.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2020 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2020 and fiscal 2020 outlook and to respond to questions on **Friday, August 7, 2020 at 10:30 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/2495294/5B35574D70CACD61594DABC5A2364298) The webcast will be available for playback beginning Friday, August 7, 2020 at 1:30 p.m. EDT and will remain available through Thursday, November 5, 2020. [BRBR 3 Q20 supplemental presentation 8 6 20 FINAL](https://cdn.bellring.com/assets/images/general/BRBR-3Q20-supplemental-presentation-8.6.20-FINAL.pdf) **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 9248828 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 9248828 *A replay of the conference call will be available through Friday, August 21, 2020.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2020 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2020 and fiscal 2020 outlook and to respond to questions on **Friday, May 8, 2020 at 10:30 a.m. Eastern Daylight Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/2220900/A58BBED455B6B2DA3468E3B4D43DAC0C) The webcast will be available for playback beginning Friday, May 8, 2020 at 1:30 p.m. EDT and will remain available through Thursday, August 6, 2020. **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 7392288 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 7392288 *A replay of the conference call will be available through Friday, May 22, 2020.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q1 2020 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the first quarter of fiscal year 2020 and fiscal 2020 outlook and to respond to questions on **Friday, February 7, 2020 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://protect-us.mimecast.com/s/r5McC2k1K9HnB6kgHXOJ_E?domain=event.on24.com) The webcast will be available for playback beginning Friday, February 7, 2020 at 1:30 p.m. EST and will remain available through Friday, February 21, 2020. **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 6897520 **Replay Dial-In Details:** Toll-Free Dial-In Number: (800) 585-8367 International Dial-In Number: (404) 537-3406 Conference Identification Number: 6897520 *A replay of the conference call will be available through Friday, February 21, 2020.* *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q4 2019 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the fourth quarter of fiscal year 2019 and fiscal 2020 outlook and to respond to questions on **Friday, November 22, 2019 at 10:30 a.m. Eastern Standard Time.** **Webcast Details:** [Click here to access the webcast](https://event.on24.com/wcc/r/2124047-1/67E71BA6056509E006A65468633F61F4) The webcast will be available for playback beginning Friday, November 22, 2019 at 2:30 p.m. EST and will remain available through Thursday, February 20, 2020. **Dial-In Details:** Toll-Free Dial-In Number: (833) 954-1568 International Dial-In Number: (409) 216-6583 Conference Identification Number: 4878954 *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q2 2026 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the second quarter of fiscal year 2026 and fiscal year 2026 outlook on **Tuesday, May 5, 2026 at 8:30 a.m. Eastern Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/3inzktyn/) The webcast will be available for playback beginning Tuesday, May 5, 2026 at 12:30 p.m. ET and will remain available through Monday, August 3, 2026. [BRBR Q226 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-2q26-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Investor Events ## Q3 2026 BellRing Brands, Inc. Earnings Conference Call BellRing Brands, Inc. (NYSE: BRBR) invites investors to listen to a live broadcast of the Company’s conference call to discuss financial results for the third quarter of fiscal year 2026 and fiscal year 2026 outlook on **Tuesday, August 4, 2026 at 8:30 a.m. Eastern Time.** **Webcast Details:** [Click here to access the webcast](https://edge.media-server.com/mmc/p/rea74uc4) The webcast will be available for playback beginning Tuesday, August 4, 2026 at 12:30 p.m. ET and will remain available through Monday, November 2, 2026. [BRBR Q326 Supplemental Presentation](https://cdn.bellring.com/assets/pdf/brbr-3q26-supplement.pdf) *Unauthorized recording or downloading of this event is not permitted.* --- # Annual Meeting Materials Archive ## Annual Meeting Materials Archive [BRBR 2025 Proxy Statement](https://cdn.bellring.com/assets/pdf/BRBR-2025-Proxy-Statement.pdf) [BRBR 2025 Proxy Statement Supplement](https://cdn.bellring.com/assets/pdf/BRBR-2025-Proxy-Statement-Supplement-2.pdf) [BRBR 2024 Annual Report](https://cdn.bellring.com/assets/pdf/BRBR-2024-Annual-Report.pdf) [BRBR 2024 Proxy Statement](https://cdn.bellring.com/assets/pdf/BRBR-2024-Proxy-Statement.pdf) [BRBR 2023 Annual Report](https://cdn.bellring.com/assets/pdf/BRBR-2023-Annual-Report.pdf) [BRBR 2023 Proxy Statement](https://cdn.bellring.com/assets/pdf/BRBR-2023-Proxy-Statement.pdf) [BRBR 2022 Annual Report](https://cdn.bellring.com/assets/pdf/BRBR-2022-Annual-Report.pdf) [BRBR 2022 Proxy Statement](https://cdn.bellring.com/assets/pdf/BRBR-2022-Proxy-Statement.pdf) [BRBR 2021 Annual Report](https://cdn.bellring.com/assets/pdf/BRBR-2021-Annual-Report.pdf) [BRBR 2021 Proxy Statement](https://cdn.bellring.com/assets/pdf/BRBR-2021-Proxy-Statement.pdf) [BRBR 2020 Annual Report](https://cdn.bellring.com/assets/pdf/BRBR-2020-Annual-Report.pdf) [BellRing 2020 Proxy Statement](https://cdn.bellring.com/assets/pdf/BRBR-2020-Proxy-Statement.pdf) [BellRing 2019 Annual Report](https://cdn.bellring.com/assets/pdf/BRBR-2019-Annual-Report.pdf) ---