LIFETIME BRANDS, INC
For the period ended Sep 30, 2026. Filed Nov 5, 2026.
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A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Nov 5, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-06.
0000874396-26-000043
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-11-05.
0000874396-26-000054
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 180 previous paragraphs and 183 current paragraphs.
82 unchanged; 63 reworded; 34 added; 28 removed; 7 previous and 4 current paragraphs rearranged.
Tables are not compared: 4 previous and 4 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (34)
Current report
For the U.S. segment, the gross margin improved in the third quarter of 2026 compared to the third quarter of 2025 in part due to lower tariff rates on inventory sold during the current period.
Current report
Net sales for the U.S. segment for the three months ended September 30, 2026 were $161.3 million, an increase of $3.2 million, or 2.0%, as compared to net sales of $158.1 million for the corresponding period in 2025.
Current report
Net sales for the U.S. segment’s Kitchenware product category were $89.9 million for the three months ended September 30, 2026, a decrease of $8.7 million, or 8.8%, as compared to $98.6 million for the corresponding period in 2025. The decrease was driven by lower sales across kitchen tools, kitchen measurement products, cutlery and boards, and barware products. These decreases were partially offset by increased sales of bakeware products.
Current report
Gross margin for the three months ended September 30, 2026 was $64.9 million, or 36.5%, as compared to $60.4 million, or 35.1%, for the corresponding period in 2025.
Current report
Gross margin for the U.S. segment was $59.3 million, or 36.8%, for the three months ended September 30, 2026, as compared to $55.5 million, or 35.1%, for the corresponding period in 2025. The improvement was driven by lower product costs resulting from reduced tariffs relative to the prior year and favorable product mix. These margin gains were partially offset by a $2.0 million inventory reserve associated with a stock keeping unit rationalization ("SKU rationalization").
Current report
Gross margin for the International segment was $5.6 million, or 34.1%, for the three months ended September 30, 2026, as compared to $4.9 million, or 35.5%, for the corresponding period in 2025. The decrease in gross margin percentage was primarily due to a $1.3 million inventory reserve associated with a SKU rationalization, partially offset by expanded gross margins resulting from higher selling prices and favorable customer mix.
Current report
33 - of sales shipped from the Company’s U.S. warehouses, excluding these non-recurring expenses, distribution expenses were 11.3% and 8.5% for the three months ended September 30, 2026 and 2025, respectively. The increase in expenses as a percentage of sales was attributable to an increase in facility and insurance expenses, and higher depreciation expense. In addition, freight-out expenses increased due to higher freight rate and customer mix.
Current report
Selling, general and administrative expenses for the three months ended September 30, 2026 were $38.2 million, an increase of $2.7 million, or 7.6%, as compared to $35.5 million for the corresponding period in 2025.
Current report
Selling, general and administrative expenses for the U.S. segment were $30.1 million for the three months ended September 30, 2026, as compared to $28.4 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 18.7% and 18.0% for the three months ended September 30, 2026 and 2025, respectively. The increase in selling, general and administrative expenses was primarily attributable to higher incentive compensation.
Current report
Selling, general and administrative expenses for the International segment were $3.7 million for the three months ended September 30, 2026, as compared to $3.4 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 22.6% and 24.6% for the three months ended September 30, 2026 and 2025, respectively. The increase in selling, general and administrative expenses was driven by foreign currency exchange losses. The decrease in selling, general and administrative expenses as a percentage of net sales, was attributable to operating leverage achieved on higher sales volume.
Current report
Loss on extinguishment of debt
Current report
Loss on extinguishment of debt for the three months ended September 30, 2026 was $2.5 million, resulting from the write-off of unamortized debt issuance costs associated with the repayment of the previous term loan. Refer to NOTE 5 — DEBT for further details of the transaction.
Current report
NINE MONTHS ENDED SEPTEMBER 30, 2026 COMPARED TO THE NINE MONTHS ENDED
Current report
Gross margin for the nine months ended September 30, 2026 was $212.3 million, or 45.9%, as compared to $161.9 million, or 36.5%, for the corresponding period in 2025.
Current report
Gross margin for the International segment was $16.0 million, or 37.6%, for the nine months ended September 30, 2026, as compared to $13.0 million, or 34.3%, for the corresponding period in 2025. The increase in gross margin percentage was driven by expanded gross margins resulting from higher selling prices and favorable customer mix, partially offset by a $1.3 million inventory reserve associated with a SKU rationalization.
Current report
Selling, general and administrative expenses for the nine months ended September 30, 2026 were $114.5 million, an increase of $10.0 million, or 9.6%, as compared to $104.5 million for the corresponding period in 2025.
Current report
Selling, general and administrative expenses for the International segment were $10.6 million for the nine months ended September 30, 2026, as compared to $10.8 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 24.9% and 28.5% for the nine months ended September 30, 2026 and 2025, respectively. The decrease in selling, general and administrative expenses was driven by lower employee-related expenses, lower commissions and lower trade show expenses, partially offset by foreign currency exchange loss. The decrease in selling, general and administrative expenses as a percentage of net sales was attributable to operating leverage achieved on higher sales volume.
Current report
Loss on extinguishment of debt
Current report
Loss on extinguishment of debt for the nine months ended September 30, 2026 was $2.5 million, resulting from the write-off of unamortized debt issuance costs associated with the repayment of the previous term loan. Refer to NOTE 5 — DEBT for further details of the transaction.
Current report
ABL Agreement
Current report
Term Loan
Current report
The proceeds of the Term Loan were used to repay indebtedness outstanding under the Company's previous term loan agreement, dated as of March 2, 2018 (as amended), to pay transaction costs, and for general corporate purposes.
Current report
Borrowing Availability and Term Loan Summary
Current report
In connection with its debt refinancing activities, the Company incurred $1.7 million of debt issuance costs for the Term Loan, which are presented as a direct reduction of the debt carrying value and amortized using the effective interest method. Concurrently, the Company incurred $3.0 million in fees related to the ABL Agreement, which were capitalized as deferred charges and are being amortized straight-line over the facility's term. Additionally, the Company recognized a $2.5 million loss on extinguishment of debt associated with the write-off of unamortized debt issuance costs from the previous term loan that was repaid.
Current report
Interest Rates
Current report
The Term Loan bears interest at Term SOFR, plus a margin of 6.75% to 7.25%. Under limited circumstances, borrowings bear interest at a base rate, plus an applicable margin ranging from 7.75% to 8.25%. The respective margins are based upon the Company's average quarterly availability under the ABL Agreement as a percentage of the ABL commitment. The interest rate on outstanding borrowings under the Term Loan at September 30, 2026 was 10.76%.
Current report
Covenants
Current report
The Company's payment obligations under its Debt Agreements are guaranteed by its U.S. subsidiaries and, in the case of the ABL Agreement only, certain foreign secured obligations are guaranteed by certain of its foreign subsidiaries. The Secured Obligations under the Debt Agreements are secured by security interests in substantially all assets of the Company and its U.S. subsidiaries and, in the case of the ABL Agreement only, the foreign secured obligations thereunder are secured by security interests in substantially all assets of certain of its foreign subsidiaries. The relative priority of the security interests is governed by an ABL/Term Loan Intercreditor Agreement between the administrative agents for the ABL Agreement and Term Loan. In addition, the Debt Agreements provide for customary restrictions and events of default. Restrictions include limitations on additional indebtedness, liens, acquisitions, investments and payment of dividends.
Current report
The Company’s adjusted EBITDA, before limitation for the trailing twelve months ended September 30, 2026 was $92.4 million. After giving effect to the non-recurring charge limitation permitted under the debt agreements, Adjusted EBITDA for the trailing twelve months ended September 30, 2026 was $84.5 million.
Current report
(2)For the twelve months ended September 30, 2026, SKU rationalization included $2.0 million related to the U.S. segment, and $1.3 million related to the International segment.
Current report
(3)Permitted non-recurring charges include severance expenses, restructuring expenses, warehouse relocation and redesign expenses, and SKU rationalization. These are permitted exclusions from the Company’s adjusted EBITDA, subject to limitations, pursuant to the Company’s Debt Agreements.
Current report
(5) Adjusted EBITDA, less specified adjustment for the trailing twelve months ended September 30, 2026 was $44.4 million. It is used in the calculation of the Fixed Charge Ratio and minimum Adjusted EBITDA financial covenants. Adjusted EBITDA is defined above. The specified adjustment is defined as the IEEPA tariff refunds pursuant to the February 20, 2026 U.S. Supreme Court ruling that has been included in Net Income for the trailing twelve month period. IEEPA tariff refunds for the trailing twelve months ended September 30, 2026 was $40.1 million.
Current report
On November 3, 2026 (the “Effective Date”), the Company's Board authorized an increase to the Company’s previously-authorized share repurchase program (the “Repurchase Program”) such that the amount of the Company’s common stock, $0.01 par value per share (the “Common Stock”), available for repurchase as of the Effective Date is $20.0 million (exclusive of fees and commissions).
Current report
Under the Repurchase Program, Lifetime Brands may repurchase its Common Stock through a variety of methods, including open market purchases, which may or may not be pursuant to Rule 10b5-1 trading plans, privately negotiated transactions, block trades accelerated share repurchase, tender offers, or any combination of such methods. The timing and amount of shares of Common Stock that may be repurchased under the Repurchase Plan will depend on a variety of factors including, but not limited to, the share price, market conditions, corporate considerations, business opportunities, debt agreements, and regulatory requirements. The Repurchase Program does not have an expiration date and may be amended or terminated by the Board at any time without prior notice. Prior to the Effective Date, there was approximately $11.1 million available for repurchase under the Repurchase Program. No shares were repurchased during the nine months ended September 30, 2026.
Removed paragraphs (28)
Previous report
Net sales for the second quarter of 2026 U.S. sales were favorably impacted by higher selling prices and improved sales volume driven by club warehouse programs. For the second quarter of 2026, U.S. gross margin improved due to the benefit of the tariff refund, higher selling prices, partially offset by product mix.
Previous report
Net sales for the U.S. segment’s Kitchenware product category were $85.4 million for the three months ended June 30, 2026, an increase of $2.9 million, or 3.5%, as compared to $82.5 million for the corresponding period in 2025. The increase was driven by an increase in sales for kitchen tools and kitchen measurement products. These increases were partially offset by a decrease in sales for cutlery and boards and bakeware products.
Previous report
Gross margin for the three months ended June 30, 2026 was $93.2 million, or 65.9%, as compared to $50.8 million, or 38.6%, for the corresponding period in 2025.
Previous report
Gross margin for the International segment was $5.7 million, or 42.5%, for the three months ended June 30, 2026, as compared to $4.1 million, or 32.5%, for the corresponding period in 2025. The increase in gross margin percentage was driven by customer mix and higher selling prices for products sold in the Asia-Pacific region.
Previous report
35 - for the three months ended June 30, 2026 and 2025, respectively. The increase in expenses as a percentage of sales was attributable to an increase in employee expenses as a result of reduced labor management efficiencies, higher insurance expenses and facility supply expenses. The increase was partially offset by higher sales resulting in a favorable impact on fixed expenses, and lower freight-out expenses due to customer mix.
Previous report
Selling, general and administrative expenses for the three months ended June 30, 2026 were $39.5 million, an increase of $2.0 million, or 5.3%, as compared to $37.5 million for the corresponding period in 2025.
Previous report
Selling, general and administrative expenses for the International segment were $3.3 million for the three months ended June 30, 2026, as compared to $3.7 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 24.6% and 29.4% for the three months ended June 30, 2026 and 2025, respectively. The decrease in selling, general and administrative expenses was attributable to lower employee expenses and sales commissions. The decrease in selling, general and administrative expenses as a percentage of net sales, was attributable to the impact of fixed costs on higher sales volume.
Previous report
Restructuring expense
Previous report
Interest expense
Previous report
SIX MONTHS ENDED JUNE 30, 2026 COMPARED TO THE SIX MONTHS ENDED
Previous report
Gross margin for the six months ended June 30, 2026 was $147.4 million, or 51.7%, as compared to $101.5 million, or 37.3%, for the corresponding period in 2025.
Previous report
Gross margin for the International segment was $10.5 million, or 40.1%, for the six months ended June 30, 2026, as compared to $8.1 million, or 33.6%, for the corresponding period in 2025. The increase in gross margin percentage was driven by customer mix and higher selling prices for products sold in the Asia-Pacific region.
Previous report
Selling, general and administrative expenses for the six months ended June 30, 2026 were $76.3 million, an increase of $7.3 million, or 10.6%, as compared to $69.0 million for the corresponding period in 2025.
Previous report
Selling, general and administrative expenses for the U.S. segment were $59.4 million for the six months ended June 30, 2026, as compared to $59.5 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 22.9% and 24.0% for the six months ended June 30, 2026 and 2025, respectively. Selling, general and administrative expenses remained flat year-over-year, as decreases in employee expenses and provision for doubtful accounts in the current period were fully offset by higher incentive compensation. The decrease in selling, general and administrative expenses as a percentage of net sales, was attributable to the impact of fixed costs on higher sales volume.
Previous report
Selling, general and administrative expenses for the International segment were $6.9 million for the six months ended June 30, 2026, as compared to $7.4 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 26.3% and 30.7% for the six months ended June 30, 2026 and 2025, respectively. The decrease was primarily attributable to lower employee expenses, sales commissions and advertising expenses, partially offset by unfavorable foreign currency exchange impacts.
Previous report
Goodwill impairment
Previous report
Restructuring expense
Previous report
Interest expense
Previous report
The Company is in active negotiations with potential lenders to refinance its current revolving credit facility and Term Loan. The Company cannot provide assurance that it will successfully complete a refinancing on favorable terms, or at all.
Previous report
The maximum borrowing amount under the ABL Agreement may be increased up to $250.0 million if certain conditions are met. One or more tranches of additional term loans (the “Incremental Term Facilities”) may be added under the Term Loan if certain conditions are met. The Incremental Term Facilities may not exceed the sum of (i) $50.0 million plus (ii) an unlimited amount so long as, in the case of (ii) only, the Company’s secured net leverage ratio, as defined in and computed on a pro forma basis pursuant to the Term Loan, after giving effect to such increase, is no greater than 3.25 to 1.00, subject to certain limitations and for the period defined pursuant to the Term Loan but not to mature earlier than the maturity date of the then existing term loans.
Previous report
(1) At June 30, 2026, the outstanding principal under the ABL Agreement is classified as current in the condensed consolidated balance sheet as the springing maturity of the ABL Agreement falls due in the next 12 months.
Previous report
During the three months ended June 30, 2026, the Company made a voluntary prepayment under the Term Loan of $20.0 million. The prepayment was applied to reduce the outstanding principal and satisfied remaining quarterly payments due under the loan. Subsequent to June 30, 2026, the Company made a second voluntary prepayment of $20.0 million.
Previous report
As of June 30, 2026, the Company estimates that no Excess Cash Flow payment will be due for 2026. For the year ended December 31, 2025, there was no Excess Cash Flow payment due for 2025.
Previous report
The Company’s payment obligations under its Debt Agreements are unconditionally guaranteed by its existing and future U.S. subsidiaries with certain minor exceptions. Certain payment obligations under the ABL Agreement are also direct obligations of its foreign subsidiary borrowers designated as such under the ABL Agreement and, subject to limitations on such guaranty, are guaranteed by the foreign subsidiary borrowers, as well as by the Company. The obligations of the foreign subsidiary borrowers under the ABL Agreement are secured by security interests in substantially all of the assets of, and stock in, such foreign subsidiary borrowers, subject to certain limitations. The obligations of the Company under the Debt Agreements and any hedging arrangements and cash management services and the guarantees by its domestic subsidiaries in respect of those obligations are secured by security interests in substantially all of the assets and stock (but in the case of foreign subsidiaries, limited to 65% of the capital stock in first-tier foreign subsidiaries and not including the stock of subsidiaries of such first-tier foreign subsidiaries) owned by the Company and the U.S. subsidiary guarantors, subject to certain exceptions. Such security interests consist of (1) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “ABL Collateral”) pledged as collateral in favor of lenders under the ABL Agreement and a second-priority lien in the ABL Collateral in favor of the lenders under the Term Loan and (2) a first-priority lien, subject to certain permitted liens, with respect to certain assets of the Company and certain of its subsidiaries (the “Term Loan Collateral”) pledged as collateral in favor of lenders under the Term Loan and a second-priority lien in the Term Loan Collateral in favor of the lenders under the ABL Agreement.
Previous report
The Term Loan bears interest, at the Company’s option, at one of the following rates: (i) alternate base rate, defined, for any day, as the greater of (x) the prime rate, (y) a federal funds and overnight bank funding based rate plus 0.5% or (z) one-month Adjusted Term SOFR, but not less than 1.0%, plus 1.0%, plus a margin of 4.5% or (ii) Adjusted Term SOFR (Term SOFR plus the Term SOFR Adjustment) for the applicable interest period, but not less than 1.0%, plus a margin of 5.5%. The interest rate on outstanding borrowings under the Term Loan at June 30, 2026 was 9.27%.
Previous report
The Company’s adjusted EBITDA (including pro forma adjustments), for the trailing twelve months ended June 30, 2026 was $92.0 million.
Previous report
(2)Pro forma adjustments represent operating expense reductions projected by the Company as a result of actions taken through June 30, 2026 or expected to be taken within 18 months of June 30, 2026, net of the benefits realized during the twelve months ended June 30, 2026. These actions include cost savings for the International segment related to Project Concord.
Previous report
On March 14, 2022, the Company announced that its Board of Directors authorized the repurchase of up to $20.0 million of the Company’s common stock, replacing the Company’s previously-authorized $10.0 million share repurchase program. The repurchase authorization permits the Company to effect repurchases from time to time through open market purchases and privately negotiated transactions. No shares were repurchased during the six months ended June 30, 2026. As of June 30, 2026, the remaining dollar amount available for repurchases under the Board of Directors’ authorized plan was $11.1 million.
Reworded paragraphs (63)
Previous wording
The Company sources almost all of its products from third-party manufacturers outside the U.S., primarily in China. This geographic concentration in suppliers exposes the Company to risks associated with doing business globally, including risks relating to changes in U.S. tariff and trade policies. New or increased tariffs, quotas, embargoes, or other trade barriers could adversely impact our supply chain and cost structure. In 2025, the Company implemented several actions to mitigate the impact of the tariffs imposed by the U.S. administration. For example, the Company negotiated price increases to its U.S. customers which went into effect in the third quarter of 2025. The Company’s tariff mitigation strategy was intended to maintain the Company’s gross margin dollars and therefore, may result in a decline in gross margin percentage.
Current wording
The Company sources almost all of its products from third-party manufacturers outside the U.S., primarily in China. This geographic concentration in suppliers exposes the Company to risks associated with doing business globally, including risks relating to changes in U.S. tariff and trade policies. New or increased tariffs, quotas, embargoes, or other trade barriers could adversely impact our supply chain and cost structure. In 2025, the Company implemented several actions to mitigate the impact of the tariffs imposed by the U.S. administration. For example, the Company negotiated price increases to its U.S. customers which went into effect in the third quarter of 2025.
Previous wording
On February 20, 2026, the U.S. Supreme Court held that the U.S. administration’s imposition of tariffs pursuant to the International Emergency Economic Powers Act (“IEEPA”) was unlawful, striking down the 10% global baseline tariff, as well as the higher tariffs imposed on certain U.S. trading partners. The U.S. Supreme Court’s ruling did not affect all of the recently imposed tariffs, including those imposed following trade remedy investigations by the Department of Commerce or the U.S. Trade Representative. Nor did it prohibit the imposition of future tariffs through alternative trade authorities available to the U.S. administration. On February 20, 2026, shortly after the announced U.S. Supreme Court decision, the U.S. administration announced that it would be imposing a new 10% global tariff for a period of 150 days pursuant to a balance-of-payments provision in Section 122 of the Trade Act of 1974, to become effective February 24, 2026. The U.S. administration also initiated additional trade remedy investigations pursuant to Section 301 of the Trade Act of 1974, one affecting 60 trading partners with respect to the prohibition of forced labor and another affecting 16 trading partners with respect to excess manufacturing capacity. The administration further announced that it would be initiating additional investigations with respect to certain unidentified product sectors pursuant to Section 232 of the Trade Expansion Act of 1962. In April 2026, the CBP launched Phase One of the Consolidated Administration and Processing of Entries ("CAPE") program to process refunds and begin making refund payments to importers of record in May 2026. As of June 29, 2026, the CBP has launched Phase Two of the IEEPA refund claims process. The Company has submitted all refunds claims under Phase One and continues to actively engage with its custom brokers and outside legal counsel for refunds that fall under Phase 2. The total refund claims related to the IEEPA tariff totaled $41.7 million.
Current wording
On February 20, 2026, the U.S. Supreme Court invalidated the IEEPA tariff though it did not address tariff refunds. The U.S. Supreme Court’s ruling did not affect other recently imposed tariffs, nor did it prohibit the imposition of future tariffs through alternative trade authorities. Effective February 24, 2026, the U.S. administration imposed a new 10% global tariff for a period of 150 days pursuant to a balance-of-payments provision in Section 122 of the Trade Act of 1974. The U.S. administration also initiated additional trade remedy investigations pursuant to Section 301 of the Trade Act of 1974 and Section 232 of the Trade Expansion Act of 1962. CBP has now opened three phases of CAPE to issue refunds to affected importers. As of September 30, 2026, the Company has submitted all eligible refund claims under Phase One and Phase Two and continues to actively engage with its customs brokers and outside legal counsel on these refunds. The total refund claims related to the IEEPA tariff totaled $41.7 million.
Previous wording
During the three months ended June 30, 2026, the Company concluded that $40.1 million of tariff refunds were probable of being recovered and recognized the refund as a reduction to cost of goods sold of $40.1 million in the condensed consolidated financial statements. As of June 30, 2026, the Company received $3.5 million and recorded $36.6 million of outstanding IEEPA tariffs receivables within prepaid and other current assets in the condensed consolidated balance sheet. Subsequent to the balance sheet date, the Company received an additional $32.9 million in tariff refunds.
Current wording
During the three months ended June 30, 2026, the Company concluded that $40.1 million of tariff refunds were probable of being recovered and recognized the refund as a reduction to cost of goods sold in the condensed consolidated financial statements. As of September 30, 2026, the Company had collected $37.3 million of these refunds, with the remaining $2.8 million IEEPA tariff receivable recorded within prepaid and other current assets in the condensed consolidated balance sheet.
Previous wording
The temporary Section 122 tariffs expired on July 24, 2026, and are the subject of ongoing legal challenges after being initially invalidated at the Court of International Trade, adding further uncertainty to the tariff outlook. As the Section 122 tariffs were expiring, the U.S. administration announced completion of a Section 301 investigation into the prohibition and elimination of merchandise produced with forced labor, imposing additional tariffs of 10% or 12.5% on sixty trading partners, affecting the majority of U.S. imports. The tariffs became effective July 24, 2026, and litigation challenging those tariffs was filed later that same day.
Current wording
29 - were expiring, the U.S. administration announced completion of a Section 301 investigation into the prohibition and elimination of merchandise produced with forced labor, imposing additional tariffs of 10% or 12.5% on 60 trading partners, affecting the majority of U.S. imports. The tariffs became effective July 24, 2026, and litigation challenging those tariffs was filed later that same day. In October 2026, the U.S. and China announced targeted tariff reduction measures on a number of Chinese-origin goods, including consumer and household goods, as well as U.S. goods imported into China. The trade truce is currently scheduled through January 10, 2027, as a negotiation window for broader trade relations.
Previous wording
If tariffs rates were to increase further and the Company is unable to mitigate the impact of the increase in cost, it would result in lower gross margin from the sale of its products. The broader macroeconomic impacts related to the changes in tariff policies including potential mitigation efforts by retailers may negatively impact consumer spending and buying patterns of the Company’s products. This could materially adversely affect the Company’s results of operations and financial condition.
Current wording
If tariff rates were to increase further and the Company is unable to mitigate the impact of the increase in cost, it would result in lower gross margin from the sale of its products. The broader macroeconomic impacts related to the changes in tariff policies including potential mitigation efforts by retailers may negatively impact consumer spending and buying patterns of the Company’s products. This could materially adversely affect the Company’s results of operations and financial condition.
Previous wording
Escalating geopolitical conflicts in the Middle East, including shipping disruptions in the Strait of Hormuz, have led to increased volatility on global energy prices. Sustained increases in energy costs could materially increase the Company’s product and transportation costs, including through higher input costs and increased fuel prices, which typically lead to fuel surcharges and higher freight rates from third-party logistics providers. This could increase the Company’s distribution and inbound freight costs. The duration of the conflict and the potential for further escalation, including military actions, sanctions, ordisruptions to key trade routes, could adversely affect the global macroeconomic environment, and in turn, negatively impact consumer spending and demand for the Company’s products. The Company continues to monitor these developments; however the extent and duration of their impact remain uncertain. If energy prices remain elevated or if macroeconomic conditions deteriorate, the Company’s results of operations and financial condition could be materially adversely affected.
Current wording
Escalating geopolitical conflicts in the Middle East, including shipping disruptions in the Strait of Hormuz, have led to increased volatility in global energy prices. Sustained increases in energy costs could materially increase the Company’s product and transportation costs, including through higher input costs and increased fuel prices, which typically lead to fuel surcharges and higher freight rates from third-party logistics providers. This could increase the Company’s distribution and inbound freight costs. The duration of these conflicts and the potential for further escalation, including military actions, sanctions, ordisruptions to key trade routes, could adversely affect the global macroeconomic environment, and in turn, negatively impact consumer spending and demand for the Company’s products. The Company continues to monitor these developments; however the extent and duration of their impact remain uncertain. If energy prices remain elevated or if macroeconomic conditions deteriorate, the Company’s results of operations and financial condition could be materially adversely affected.
Previous wording
In January 2025, the Company announced the relocation of the Company’s east coast distribution operations currently located in Robbinsville, NJ (the “Robbinsville Facility”) to Hagerstown, Maryland (the “Hagerstown Facility”). The Company commenced operations at the Hagerstown Facility in the second quarter of 2026. The initial ramp-up resulted in unplanned expenses and shipping delays. Management has taken corrective actions and beginning in August, shipments are back to normal. While the Company believes the disruption has been completely ameliorated, if shipping delays re-occur or other transition challenges arise, the Company's results of operations and financial condition could be materially adversely affected.
Current wording
In January 2025, the Company announced the relocation of the Company’s east coast distribution operations currently located in Robbinsville, NJ (the “Robbinsville Facility”) to Hagerstown, Maryland (the “Hagerstown Facility”). The Company commenced operations at the Hagerstown Facility in the second quarter of 2026. The initial ramp-up resulted in unplanned expenses and temporary shipping delays. Management implemented corrective actions and shipment volumes normalized by the end of the third quarter of 2026. The increase in operating expenses was primarily attributed to higher labor cost as a result of operational inefficiencies during the transition to the new warehouse and training of a new workforce. While the Company believes the disruptions have resolved, if shipping delays re-occur or other transition challenges arise, the Company's results of operations and financial condition could be materially adversely affected.
Previous wording
The new Hagerstown Facility requires capital expenditures for equipment and certain leasehold improvements that are estimated to be approximately $9.8 million, of which $3.2 million remains to be purchased as of June 30, 2026. The Company incurred capital expenditures related to this relocation of $4.3 million during the six months ended June 30, 2026 and $2.3 million during the year ended December 31, 2025.
Current wording
The new Hagerstown Facility requires capital expenditures for equipment and certain leasehold improvements that are estimated to be approximately $10.0 million, of which $0.2 million remains to be purchased as of September 30, 2026. The Company incurred capital expenditures related to this relocation of $7.5 million during the nine months ended September 30, 2026 and $2.3 million during the year ended December 31, 2025.
Previous wording
•$1.2 million and $2.4 million for the three and six months ended June 30, 2026, respectively, related to employee severance. This expense has been recorded within restructuring expense in the condensed consolidated statement of operations.
Current wording
•$0.5 million and $2.9 million for the three and nine months ended September 30, 2026, respectively, related to employee severance. This expense has been recorded within restructuring expense in the condensed consolidated statement of operations.
Previous wording
•$2.2 million and $2.4 million for the three and six months ended June 30, 2026, respectively, related to exit and start-up costs which include relocation of inventory, recruiting and training expenses, set up costs and lease expenses for the nonoperational portion of the old and new facilities. These expenses have been recorded within distribution expense in the condensed consolidated statement of operations.
Current wording
•$5.3 million and $7.2 million for the three and nine months ended September 30, 2026, respectively, related to exit and start-up costs which include relocation of inventory, recruiting and training expenses, labor costs, set-up costs and
Previous wording
•For the remainder of 2026, the Company expects to incur remaining costs of approximately $0.6 million, in employee severance, $2.7 million in exit costs and $4.6 million in start-up costs.
Current wording
•For the remainder of 2026, the Company expects to incur remaining costs of approximately $0.1 million, in employee severance, $1.9 million in exit costs and $2.3 million in start-up costs.
Previous wording
•On March 26, 2026, the Company announced a second reorganization of its international workforce in connection with Project Concord. The restructuring expenses related to severance associated with the reorganization of $0.2 million was recorded in the six months ended June 30, 2026.
Current wording
•On July 8, 2025, the Company announced a reorganization of its international workforce in connection with Project Concord. The restructuring expenses related to severance associated with the reorganization of $0.3 million was recorded for the nine months ended September 30, 2025.
Previous wording
•On July 8, 2025, the Company announced a reorganization of its international workforce in connection with Project Concord. The restructuring expenses related to severance associated with the reorganization of $0.3 million was recorded in the third quarter of 2025.
Current wording
•During the nine months ended September 30, 2026, the Company announced a second reorganization of its international workforce in connection with Project Concord. In connection with these actions, the Company recorded restructuring expenses related to severance associated with the reorganization of $0.3 million for the nine months ended September 30, 2026.
Previous wording
The Company operates in two reportable segments: U.S. and International. The U.S. segment is the Company’s domestic business that designs, markets and distributes its products to retailers and distributors, as well as directly to consumers through third parties and its own internet websites primarily in the U.S. The International segment is the Company’s international business that sells and distributes products to consumers primarily in the U.K., the European Union and the Asia Pacific region.
Current wording
The Company operates in two reportable segments: U.S. and International. The U.S. segment is the Company’s domestic business that designs, markets and distributes its products to retailers and distributors, as well as directly to consumers through third parties and its own internet websites primarily in the U.S. The International segment is the Company’s international business that sells and distributes products to consumers in the U.K., the European Union and the Asia Pacific region.
Previous wording
Consolidated net sales for the three months ended June 30, 2026 were $141.6 million, representing an increase of $9.7 million, or 7.4%, as compared to net sales of $131.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2026 average rates to 2025 local currency amounts, consolidated net sales increased by $9.5 million, or 7.2%, as compared to consolidated net sales in the corresponding period in 2025.
Current wording
Consolidated net sales for the three months ended September 30, 2026 were $177.7 million, representing an increase of $5.8 million, or 3.4%, as compared to net sales of $171.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2026 average rates to 2025 local currency amounts, consolidated net sales increased by $5.8 million, or 3.4%, as compared to consolidated net sales in the corresponding period in 2025.
Previous wording
Net sales for the U.S. segment’s Tableware product category were $23.6 million for the three months ended June 30, 2026, an increase of $2.3 million, or 10.8%, as compared to $21.3 million for the corresponding period in 2025. The increase was primarily attributable to higher sales in the warehouse club channel for dinnerware.
Current wording
Net sales for the U.S. segment’s Tableware product category were $41.5 million for the three months ended September 30, 2026, an increase of $9.9 million, or 31.3%, as compared to $31.6 million for the corresponding period in 2025. The increase was primarily attributable to higher sales of flatware in the warehouse club channel.
Previous wording
Net sales for the U.S. segment’s Home Solutions product category were $45.5 million for the six months ended June 30, 2026, an increase of $8.6 million, or 23.3%, as compared to $36.9 million for the corresponding period in 2025. The increase was primarily attributable to higher sales for home décor products in the warehouse club and dollar channel.
Current wording
Net sales for the U.S. segment’s Home Solutions product category were $29.9 million for the three months ended September 30, 2026, an increase of $2.0 million, or 7.2%, as compared to $27.9 million for the corresponding period in 2025. The increase was attributable to higher sales for home décor products in the warehouse club channel and higher sales in the back-to-school lunch box category. These increases partially offset the lower sales of hydration and bath measurement products.
Previous wording
Net sales for the International segment were $13.4 million for the three months ended June 30, 2026, an increase of $0.8 million, or 6.3%, as compared to net sales of $12.6 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations, net sales increased by $0.7 million, or 5.3%, as compared to consolidated net sales in the corresponding period in 2025. The increase was driven by higher selling prices in Asia-Pacific region, higher sales for retail customers in Australia and New Zealand, as well as higher sales in continental Europe. These increases were partially offset by lower sales in the U.K.
Current wording
Net sales for the International segment were $16.4 million for the three months ended September 30, 2026, an increase of $2.6 million, or 18.8%, as compared to net sales of $13.8 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations, net sales increased by $2.6 million, or 18.9%, as compared to consolidated net sales in the corresponding period in 2025. The increase was driven by higher selling prices in the U.K., continental Europe and Asia-Pacific region and continued growth with retail customers in Australia and New Zealand.
Previous wording
Distribution expenses for the three months ended June 30, 2026 were $20.1 million, as compared to $17.3 million for the corresponding period in 2025. Distribution expenses as a percentage of net sales were 14.2% for the three months ended June 30, 2026, as compared to 13.1% for the three months ended June 30, 2025.
Current wording
Distribution expenses for the three months ended September 30, 2026 were $26.1 million, as compared to $17.9 million for the corresponding period in 2025. Distribution expenses as a percentage of net sales were 14.7% for the three months ended September 30, 2026, as compared to 10.4% for the three months ended September 30, 2025.
Previous wording
Distribution expenses as a percentage of net sales for the U.S. segment were 12.8% and 11.4% for the three months ended June 30, 2026 and 2025, respectively. Distribution expense during the three months ended June 30, 2026 and 2025 included $2.2 million and $0.1 million for relocation and redesign costs related to the Company’s warehouses. As a percentage of sales shipped from the Company’s U.S. warehouses, excluding non-recurring expenses, distribution expenses were 11.9% and 11.0%
Current wording
Distribution expenses as a percentage of net sales for the U.S. segment were 14.0% and 9.0% for the three months ended September 30, 2026 and 2025, respectively. Distribution expense during the three months ended September 30, 2026 and 2025 included $5.3 million and $0.1 million for relocation and redesign costs related to the Company’s warehouses. As a percentage
Previous wording
Distribution expenses as a percentage of net sales for the International segment were 27.3% for the three months ended June 30, 2026, compared to 29.8% for the corresponding period in 2025. As a percentage of sales shipped from the Company’s international warehouses distribution expenses were 24.2% and 26.8% for the three months ended June 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was attributable to higher sales resulting in a favorable impact of fixed expenses.
Current wording
Distribution expenses as a percentage of net sales for the International segment were 21.2% for the three months ended September 30, 2026, compared to 27.1% for the corresponding period in 2025. As a percentage of sales shipped from the Company’s international warehouses distribution expenses were 20.4% and 22.6% for the three months ended September 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was primarily attributable to higher sales resulting in a favorable impact of fixed expenses.
Previous wording
Unallocated corporate expenses for the three months ended June 30, 2026 was $5.1 million, as compared to expenses of $4.3 million for the corresponding period in 2025. The increase compared to the prior period was attributable to an increase in professional fees and legal expenses, and higher incentive compensation in the current period.
Current wording
Unallocated corporate expenses for the three months ended September 30, 2026 was $4.4 million, as compared to expenses of $3.7 million for the corresponding period in 2025. The increase compared to the prior period was attributable to an increase in professional fees and legal expenses, and higher incentive compensation in the current period.
Previous wording
Restructuring expenses for the three months ended June 30, 2026 were $2.0 million, which consist of employee severance expenses related to the east coast distribution facility relocation of $1.2 million, and restructuring expenses with the closure of certain manufacturing operations of $0.8 million. See NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information.
Current wording
Restructuring expenses for the three months ended September 30, 2026 were $0.6 million, as compared to expenses of $0.3 million for the corresponding period in 2025. Restructuring expenses in the current period consist of employee severance expenses related to the east coast distribution facility relocation of $0.5 million, and Project Concord severance expense of $0.1 million. Restructuring expenses in the prior period was related to Project Concord. See NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information.
Previous wording
Interest expense was $4.1 million and $5.1 million for the three months ended June 30, 2026 and 2025, respectively. The decrease in expense was a result of lower average outstanding borrowings in the current period, and lower interest rates on outstanding borrowings.
Current wording
Interest expense, net was $2.1 million and $5.0 million for the three months ended September 30, 2026 and 2025, respectively. The decrease in expense was primarily attributable to lower average outstanding borrowings in the current period and higher interest income from tariff refunds, partially offset by higher interest rates on outstanding borrowings.
Previous wording
Mark to market gain on interest rate derivatives was $0.2 million for the three months ended June 30, 2026, as compared to mark to market loss of $0.2 million for the three months ended June 30, 2025. The gain (loss) recognized for the three months ended June 30, 2026 and 2025, respectively, was attributable to the change in the fair value due to the change in the projected interest rate environment. The mark to market amount represents the change in fair value on the Company’s interest rate derivatives that have not been designated as hedging instruments. These derivatives were entered into for purposes of locking-in
Current wording
Mark to market loss on interest rate derivatives were less than $0.1 million for the three months ended September 30, 2026 and 2025. The (loss) gain recognized for the three months ended September 30, 2026 and 2025, respectively, was attributable to the change in the fair value due to the change in the projected interest rate environment. The mark to market amount represents the change in fair value on the Company’s interest rate derivatives that have not been designated as hedging instruments. These derivatives were entered into for purposes of locking-in a fixed interest rate on a portion of the Company’s variable interest rate debt. As of September 30, 2026, the intent of the Company is to hold these derivative contracts until their maturity.
Previous wording
Income tax provision of $8.1 million and income tax benefit of $2.8 million for the three months ended June 30, 2026 and 2025, respectively, represent taxes on both U.S. and foreign earnings at a combined effective income tax rate of 29.2% and benefit rate of 6.5%, respectively. The effective tax rate for the three months ended June 30, 2026 differs from the federal statutory income tax rate of 21.0% primarily due to the impact of non-deductible expenses. The effective tax rate for the three months ended June 30, 2025 differs from the federal statutory income tax rate of 21.0% primarily due to a partial valuation allowance on U.S. deferred tax assets that are not more likely than not to be realized as a result of the goodwill impairment in the second quarter.
Current wording
Income tax benefit of $0.4 million and income tax provision of $2.9 million for the three months ended September 30, 2026 and 2025, respectively, represent taxes on both U.S. and foreign earnings at a combined effective benefit tax rate of 9.3% and provision tax rate of 171.1%, respectively. The effective tax rate for the three months ended September 30, 2026 differs from the federal statutory income tax rate of 21.0% primarily due to the impact of foreign losses for which no tax benefit is recognized as such amounts are fully offset with a valuation allowance. The effective tax rate for the three months ended September 30, 2025 differs from the federal statutory income tax rate of 21.0% primarily due to the impact of non-deductible expenses, foreign losses for which no tax benefit is recognized as such amounts are fully offset with a valuation allowance and a partial valuation allowance on U.S. deferred tax assets that are not more likely than not to be realized as a result of the goodwill impairment in the second quarter.
Previous wording
Consolidated net sales for the six months ended June 30, 2026 were $285.1 million, an increase of $13.2 million, or 4.9%, as compared to net sales of $271.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2026 average rates to 2025 local currency amounts, consolidated net sales increased by $12.0 million, or 4.4%, as compared to consolidated net sales in the corresponding period in 2025.
Current wording
Consolidated net sales for the nine months ended September 30, 2026 were $462.8 million, an increase of $18.9 million, or 4.3%, as compared to net sales of $443.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations and was determined by applying 2026 average rates to 2025 local currency amounts, consolidated net sales increased by $17.8 million, or 4.0%, as compared to consolidated net sales in the corresponding period in 2025.
Previous wording
Net sales for the U.S. segment for the six months ended June 30, 2026 were $258.9 million, an increase of $11.1 million, or 4.5%, as compared to net sales of $247.8 million for the corresponding period in 2025. For the six months ended June 30, 2026, net sales were favorably impacted by higher selling prices, reflecting the implementation of price increases for the Company's U.S. customers that became effective during the third quarter of 2025.
Current wording
Net sales for the U.S. segment for the nine months ended September 30, 2026 were $420.2 million, an increase of $14.2 million, or 3.5%, as compared to net sales of $406.0 million for the corresponding period in 2025. For the nine months ended September 30, 2026, net sales were favorably impacted by higher selling prices, reflecting the implementation of price increases for the Company's U.S. customers that became effective during the third quarter of 2025.
Previous wording
Net sales for the U.S. segment’s Kitchenware product category were $163.9 million for the six months ended June 30, 2026, an increase of $1.9 million, or 1.2%, as compared to $162.0 million for the corresponding period in 2025. The increase was driven by higher sales for kitchen tools and kitchen measurement products, partially offset by lower sales for cutlery and boards, bakeware products and specialty kitchenware products.
Current wording
Net sales for the U.S. segment’s Kitchenware product category were $253.8 million for the nine months ended September 30, 2026, a decrease of $6.9 million, or 2.6%, as compared to $260.7 million for the corresponding period in 2025. The decrease was driven by lower sales for cutlery and boards, barware products, specialty kitchenware products and kitchen measurement products, partially offset by higher sales of kitchen tools and bakeware products.
Previous wording
Net sales for the U.S. segment’s Tableware product category were $49.5 million for the six months ended June 30, 2026, an increase of $0.6 million, or 1.2%, as compared to $48.9 million for the corresponding period in 2025. The increase was driven by warehouse club programs for flatware and dinnerware, partially offset by lower sales for dinnerware in the dollar channel.
Current wording
Net sales for the U.S. segment’s Tableware product category were $91.0 million for the nine months ended September 30, 2026, an increase of $10.5 million, or 13.0%, as compared to $80.5 million for the corresponding period in 2025. The increase was driven by higher flatware sales in the warehouse club channel, partially offset by lower sales for dinnerware in the warehouse club channel and lower sales in the e-commerce channel.
Previous wording
Net sales for the U.S. segment’s Home Solutions product category were $19.2 million for the three months ended June 30, 2026, an increase of $3.7 million, or 23.9%, as compared to $15.5 million for the corresponding period in 2025. The increase was primarily attributable to higher sales for home décor products in the warehouse club and dollar channel.
Current wording
Net sales for the U.S. segment’s Home Solutions product category were $75.4 million for the nine months ended September 30, 2026, an increase of $10.6 million, or 16.4%, as compared to $64.8 million for the corresponding period in 2025. The increase was primarily attributable to higher sales for home décor products in the warehouse club and dollar channel. An increase in sales in the back-to-school lunch box category was partially offset by lower sales of hydration products.
Previous wording
Net sales for the International segment were $26.2 million for the six months ended June 30, 2026, an increase of $2.1 million, or 8.7%, as compared to net sales of $24.1 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations, net sales increased by $1.0 million, or 3.9%, as compared to consolidated net sales in the corresponding period in 2025. The increase was driven by higher selling prices in Asia-Pacific region, higher sales for retail customers in Australia and New Zealand, as well as higher sales in continental Europe. These increases were partially offset by lower sales in the U.K.
Current wording
Net sales for the International segment were $42.6 million for the nine months ended September 30, 2026, an increase of $4.7 million, or 12.4%, as compared to net sales of $37.9 million for the corresponding period in 2025. In constant currency, a non-GAAP financial measure, which excludes the impact of foreign exchange fluctuations, net sales increased by $3.6 million, or 9.3%, as compared to consolidated net sales in the corresponding period in 2025. The increase was driven by higher selling prices in the U.K., continental Europe and Asia-Pacific region and continued growth with retail customers in Australia and New Zealand.
Previous wording
Gross margin for the U.S. segment was $87.5 million, or 68.3%, for the three months ended June 30, 2026, as compared to $46.7 million, or 39.1%, for the corresponding period in 2025. The increase was driven by a benefit in the current period from tariff refunds of $40.1 million related to prior periods, higher selling prices, partially offset by product mix.
Current wording
Gross margin for the U.S. segment was $196.3 million, or 46.7%, for the nine months ended September 30, 2026, as compared to $148.9 million, or 36.7%, for the corresponding period in 2025. The increase was driven by a benefit in the current period from tariff refunds of $40.1 million related to prior periods, higher selling prices, partially offset by product mix and a $2.0 million inventory reserve associated with a SKU rationalization.
Previous wording
Distribution expenses for the six months ended June 30, 2026 were $37.7 million, as compared to $35.4 million for the corresponding period in 2025. Distribution expenses as a percentage of net sales were 13.2% for the six months ended June 30, 2026, as compared to 13.0% for the six months ended June 30, 2025.
Current wording
Distribution expenses for the nine months ended September 30, 2026 were $63.8 million, as compared to $53.3 million for the corresponding period in 2025. Distribution expenses as a percentage of net sales were 13.8% for the nine months ended September 30, 2026, as compared to 12.0% for the nine months ended September 30, 2025.
Previous wording
Distribution expenses as a percentage of net sales for the U.S. segment were 11.8% and 11.4% for the six months ended June 30, 2026 and 2025, respectively. Distribution expenses during the six months ended June 30, 2026 and 2025 included $2.4 million and $0.1 million, respectively, for relocation and redesign costs related to the Company's warehouses. As a percentage of sales shipped from the Company’s U.S. warehouses, excluding non-recurring expenses, distribution expenses were 11.4% and 11.5% for the six months ended June 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was attributable to lower volume due to sales mix resulting in a decrease of employee expenses, partially offset by higher insurance expenses.
Current wording
Distribution expenses as a percentage of net sales for the U.S. segment were 12.7% and 10.5% for the nine months ended September 30, 2026 and 2025, respectively. Distribution expenses during the nine months ended September 30, 2026 and 2025 included $7.2 million and $0.2 million, respectively, for relocation and redesign costs related to the Company's warehouses. As a percentage of sales shipped from the Company’s U.S. warehouses, excluding these non-recurring expenses, distribution expenses were 11.5% and 10.3% for the nine months ended September 30, 2026 and 2025, respectively. The increase in expenses as a percentage of sales was primarily attributable to an increase in facility and insurance expenses, and higher depreciation expense.
Previous wording
Distribution expenses as a percentage of net sales for the International segment were 26.9% for the six months ended June 30, 2026, compared to 29.1% for the corresponding period in 2025. As a percentage of sales shipped from the Company’s international warehouses, distribution expenses were 23.7% and 25.9% for the six months ended June 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was primarily attributed to lower warehouse expenses, higher sales resulting in a favorable impact of fixed expenses, partially offset by an increase in freight-out expenses due to volume increase and customer mix.
Current wording
Distribution expenses as a percentage of net sales for the International segment were 24.7% for the nine months ended September 30, 2026, compared to 28.4% for the corresponding period in 2025. As a percentage of sales shipped from the Company’s international warehouses, distribution expenses were 22.5% and 24.6% for the nine months ended September 30, 2026 and 2025, respectively. The decrease in expenses as a percentage of sales was primarily attributed to higher sales resulting in a favorable impact of fixed expenses.
Previous wording
Selling, general and administrative expenses for the U.S. segment were $31.2 million for the three months ended June 30, 2026, as compared to $29.5 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 24.3% and 24.7% for the three months ended June 30, 2026 and 2025, respectively. The increase in selling, general and administrative expenses was attributable to higher incentive compensation, partially offset by a decrease in the provision for doubtful accounts in the current period. The decrease in selling, general and administrative expenses as a percentage of net sales, was also attributable to the impact of fixed costs on higher sales volume.
Current wording
Selling, general and administrative expenses for the U.S. segment were $89.5 million for the nine months ended September 30, 2026, as compared to $87.9 million for the corresponding period in 2025. As a percentage of net sales, selling, general and administrative expenses were 21.3% and 21.7% for the nine months ended September 30, 2026 and 2025, respectively. The increase in selling, general and administrative expenses was primarily attributed to higher incentive compensation, partially offset by a decrease in provision for doubtful accounts in the current period. The decrease in selling, general and administrative expenses as a percentage of net sales was attributable to the impact of fixed costs on higher sales volume.
Previous wording
Unallocated corporate expenses for the six months ended June 30, 2026 were $10.0 million, as compared to expenses of $2.1 million for the corresponding period in 2025. The increase in expenses was driven by the recognition of a net legal settlement gain of $6.4 million in the prior period, an increase in professional fees and legal expenses, and higher incentive compensation in the current period.
Current wording
Unallocated corporate expenses for the nine months ended September 30, 2026 were $14.4 million, as compared to expenses of $5.8 million for the corresponding period in 2025. The increase in expenses was driven by the recognition of a net legal settlement gain of $6.4 million in the prior period, an increase in professional fees and legal expenses, and higher incentive compensation in the current period.
Previous wording
Restructuring expenses were $4.0 million for the six months ended June 30, 2026, which consist of restructuring expenses related to the east coast distribution facility relocation of $2.4 million, restructuring expenses with the closure of certain manufacturing operations of $1.4 million, and Project Concord severance expense of $0.2 million. See NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information.
Current wording
Restructuring expenses were $4.7 million for the nine months ended September 30, 2026, as compared to $0.3 million for the corresponding period in 2025. Restructuring expenses in the current period consist of restructuring expenses related to the east coast distribution facility relocation of $2.9 million, restructuring expenses with the closure of certain manufacturing operations of $1.4 million, and Project Concord severance expense of $0.4 million. Restructuring expenses in the prior period was related to Project Concord. See NOTE 1 — BASIS OF PRESENTATION AND SUMMARY OF ACCOUNTING POLICIES to the unaudited condensed consolidated financial statements included in this Quarterly Report on Form 10-Q for additional information.
Previous wording
Interest expense was $8.6 million and $10.0 million for the six months ended June 30, 2026 and 2025, respectively. The decrease in expense was a result of lower average outstanding borrowings in the current period.
Current wording
Interest expense, net was $10.7 million and $15.0 million for the nine months ended September 30, 2026 and 2025, respectively. The decrease in expense was primarily attributable to lower average outstanding borrowings in the current period and higher interest income from tariff refunds, partially offset by higher interest rates on outstanding borrowings.
Showing the first 40 of 63 pairs. Open the source sections for the rest.
Rearranged current paragraphs (4)
Current report — wording carried from elsewhere
The temporary Section 122 tariffs expired on July 24, 2026, and are the subject of ongoing legal challenges after being initially invalidated by the U.S. Court of International Trade, adding further uncertainty to the tariff outlook. As the Section 122 tariffs
Current report — wording carried from elsewhere
30 - lease expenses for the nonoperational portion of the old and new facilities. These expenses have been recorded within distribution expense in the condensed consolidated statement of operations.
Current report — wording carried from elsewhere
Mark to market (loss) gain on interest rate derivatives
Current report — wording carried from elsewhere
Mark to market (loss) gain on interest rate derivatives
Rearranged previous paragraphs (7)
Previous report — wording carried elsewhere
Net sales for the U.S. segment for the three months ended June 30, 2026 were $128.2 million, an increase of $8.9 million, or 7.5%, as compared to net sales of $119.3 million for the corresponding period in 2025. For the three months ended June 30, 2026, net sales were favorably impacted by higher selling prices, reflecting the implementation of price increases for the Company’s U.S. customers that went into effect during the third quarter of 2025.
Previous report — wording carried elsewhere
During the second quarter of 2025, the Company’s qualitative assessment of goodwill indicated triggering events had occurred in its U.S. reporting unit. The Company performed an interim impairment test of the goodwill in the U.S. reporting unit, that resulted in a $33.2 million non-cash goodwill impairment charge.
Previous report — wording carried elsewhere
Mark to market gain (loss) on interest rate derivatives
Previous report — wording carried elsewhere
36 - a fixed interest rate on a portion of the Company’s variable interest rate debt. As of June 30, 2026, the intent of the Company is to hold these derivative contracts until their maturity.
Previous report — wording carried elsewhere
Gross margin for the U.S. segment was $136.9 million, or 52.9%, for the six months ended June 30, 2026, as compared to $93.4 million, or 37.7%, for the corresponding period in 2025. The increase was driven by a benefit in the current period from tariff refunds of $40.1 million related to prior periods, higher selling prices, partially offset by product mix.
Previous report — wording carried elsewhere
Mark to market gain (loss) on interest rate derivatives
Previous report — wording carried elsewhere
43 - one of the parties to the transaction. These master netting arrangements permit the Company to net amounts due from the Company to counterparty with amounts due to the Company from the same counterparty. Although all of the Company’s recognized derivative assets and liabilities are subject to enforceable master netting arrangements, the Company has elected to present these assets and liabilities on a gross basis.