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CENTRAL GARDEN & PET CO

For the period ended Mar 29, 2025. Filed May 8, 2025.

View on SEC.gov

About this filing

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.

Mar 29, 2025 · Filed May 8, 2025

CENT$47.78-0.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-12-28; filed 2025-02-06.

0000887733-25-000006

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-29; filed 2025-05-08.

0000887733-25-000015

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The 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 290 previous paragraphs and 380 current paragraphs.

162 unchanged; 72 reworded; 142 added; 55 removed; 1 previous and 4 current paragraphs rearranged.

Tables are not compared: 4 previous and 11 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 (142)

Current report

Central has proudly nurtured happy and healthy homes by bringing innovative and trusted solutions to consumers and its customers. We

Current report

•Net sales decreased$66.6 million, or 7.4%, from the prior year quarter to$834 million, with Pet net sales decreasing

Current report

•Gross profit decreased$5.8 million from the prior year quarter, while gross margin increased 180 basis points to 32.8%.

Current report

•Selling, general and administrative expense decreased$5.7 million from the prior year quarter to$179.8 million and

Current report

increased as a percentage of net sales 100 basis points to 21.6%.

Current report

•Operating income was$93.3 million in the second quarter of fiscal 2025 and was relatively flat as compared to the

Current report

second quarter of 2024. On a non-GAAP basis, operating income was$98.7 million in both periods.

Current report

•Net Income in thesecond quarter of fiscal 2025 was$63.6 million, or$0.98 per diluted share, compared to$62.0 million,

Current report

or$0.93 per diluted share, in thesecond quarter of fiscal 2024. On a non-GAAP basis, net income was$67.7 million, or

Current report

$1.04 per diluted share, in the second quarter of fiscal 2025.

Current report

In March 2025, we decided to wind-down our operations in the United Kingdom, which also served certain European markets, as we

Current report

move to a direct-export model. As a result, we incurred approximately$5.3 million of one-time costs, including$4.4 million in cost of goods

Current report

sold and$0.9 million in selling, general and administrative costs, related to the liquidation of inventory and receivables. We expect to incur

Current report

additional costs, including severance and facility closure costs, in the remaining two quarters of fiscal 2025.

Current report

Since our quarter ended March 29, 2025, through April 30, 2025, we have repurchased 0.8 million shares of our non-voting common

Current report

April 30, 2025, we had approximately $62.5 million remaining under our 2024 Repurchase Authorization.

Current report

three months ended March 30, 2024. The decline in net sales was driven in part by the timing of customer orders that shifted sales into the

Current report

first quarter. Our branded product sales decreased$44.2 million, and sales of other manufacturers’ products decreased$22.4 million.

Current report

Pet net sales decreased$26.5 million, or 5.5%, to$453.7 million for the three months ended March 29, 2025, from$480.2 million for

Current report

the three months ended March 30, 2024. The decline in net sales was driven primarily by the timing of customers orders and promotional

Current report

events that shifted sales into the first quarter. Pet sales were also negatively impacted by the continued decline in demand for pet durable

Current report

products, particularly our outdoor cushion and pet bed business and our aquatics business. Pet branded product sales decreased$28.9

Current report

million, and sales of other manufacturers' products increased$2.4 million.

Current report

Garden net sales decreased$40.1 million, or 9.5%, to$379.8 million for the three months ended March 29, 2025 from$419.9 million

Current report

for the three months ended March 30, 2024. Garden net sales declined due primarily to customers shifting pre-season orders into the first

Current report

quarter, unfavorable weather resulting in a delayed start to the garden season and decreased sales of third-party products which were

Current report

negatively impacted by the loss of distribution of two product lines. These declines were partially offset by increased sales of our Wild Bird

Current report

business due to the colder weather. Garden branded product sales decreased$15.3 million, and sales of other manufacturers' products

Current report

Gross profit for the three months ended March 29, 2025 decreased$5.8 million, or 2.1%, to$273.1 million from$278.9 million for the

Current report

three months ended March 30, 2024. The decrease in gross profit was due to lower net sales. Gross margin increased 180 basis points to

Current report

32.8% for the three months ended March 29, 2025 from 31.0% for the three months ended March 30, 2024.

Current report

On a non-GAAP basis, which excludes the impact of charges for facility closures in the second quarter of fiscal 2025 and fiscal 2024,

Current report

non-GAAP gross margin increased 200 basis points to 33.3% for the three months ended March 29, 2025, from 31.3% for the three months

Current report

Selling, general and administrative expenses decreased$5.7 million, or 3.1%, to$179.8 million for the three months ended March 29,

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Removed paragraphs (55)

Previous report

Central has marketed innovative and trusted solutions helping lawns grow greener, gardens bloom bigger, pets live healthier, and

Previous report

•Net sales increased$21.9 million, or 3.5%, from the prior year quarter to$656.4 million. Pet segment sales increased

Previous report

$18.3 million, and Garden segment sales increased$3.6 million.

Previous report

•Gross profit increased$16.9 million from the prior year quarter, and gross margin increased 160 basis points to 29.8%.

Previous report

•Selling, general and administrative expense decreased$2.7 million from the prior year quarter to$167.7 million and as a

Previous report

percentage of net sales decreased 140 basis points to 25.5%.

Previous report

•Operating income increased$19.6 million from the prior year quarter to$28.0 million.

Previous report

•Net Income in thefirst quarter of fiscal 2025 was$14.0 million, or$0.21 per diluted share, compared to$0.4 million, or

Previous report

$0.01 per diluted share, in thefirst quarter of fiscal 2024.

Previous report

the three months ended December 30, 2023. Net sales increased in both segments and was volume-based, benefitting from the timing of

Previous report

shipments, which was favorably impacted by a shift forward of sales previously expected in our second fiscal quarter and the timing of

Previous report

promotional activities in our Pet business. Branded product sales increased$21.6 million, and sales of other manufacturers’ products

Previous report

Pet net sales increased$18.3 million, or 4.5%, to$427.5 million for the three months December 28, 2024, from$409.2 million for the

Previous report

three months ended December 30, 2023, due primarily to increased sales in our dog and cat treats and toys business. The increased sales

Previous report

in Pet were volume-based and benefitted from the favorable timing of shipments. Sales of consumables increased while sales of durable

Previous report

products declined, though the decline was at a lower rate than in previous quarters. Pet branded product sales increased$13.6 million, and

Previous report

sales of other manufacturers' products increased$4.7 million.

Previous report

Garden net sales increased$3.6 million, or 1.6%, to$228.9 million for the three months ended December 28, 2024, from$225.3 million

Previous report

for the three months ended December 30, 2023, benefitting from the timing of shipments supported by favorable weather. The increase in

Previous report

Garden net sales was due primarily to increased sales in our control and fertilizer businesses. Garden branded sales increased$8.0 million,

Previous report

and sales of other manufacturers' products decreased$4.4 million.

Previous report

2024, from 28.2% for the three months ended December 30, 2023. Both segments contributed to the gross profit increase due to higher

Previous report

Selling, general and administrative expenses decreased$2.7 million, or 1.6%, to$167.7 million for the three months ended December

Previous report

28, 2024. As a percentage of net sales, selling, general and administrative expenses decreased to 25.5% for the three months ended

Previous report

increased delivery costs related to the higher sales volume.

Previous report

Warehouse and administrative expense declined$6.1 million, or 6.0%, to$95.0 million for the three months ended December 28, 2024,

Previous report

from$101.1 million for the three months ended December 30, 2023. Both Pet and Garden warehouse and administrative expense

Previous report

decreased due primarily to savings from the recent closure of several facilities and headcount reductions. Corporate expense decreased

Previous report

Operating income increased$19.6 million to$28.0 million for the three months ended December 28, 2024. Our operating margin

Previous report

increased to 4.3% in the current year quarter from 1.3% in the prior year quarter. The increase in operating income was due to a$21.9

Previous report

Pet operating income increased$7.9 million, or 18.1%, to$51.3 million for the three months ended December 28, 2024, from$43.4

Previous report

million for the three months ended December 30, 2023, and Pet operating margin improved 140 basis points to 12.0%. Pet operating income

Previous report

and margin increased due to higher net sales and an improved gross margin partially offset by higher selling, general and administrative

Previous report

Garden operating income improved$11.3 million to income of$2.4 million for the three months ended December 28, 2024, from an

Previous report

operating loss of$8.9 million for the three months ended December 30, 2023, and Garden operating margin improved to 1.1%. Garden

Previous report

Corporate operating expense decreased$0.4 million, or 1.5%, from the prior year quarter due primarily to lower insurance costs

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Reworded paragraphs (72)

Previous wording

Central Garden & Pet Company (“Central”) is a market leader in the pet and garden industries in the United States. For over 45 years,

Current wording

Central Garden & Pet Company (“Central”) is a market leader in the garden and pet industries in the United States. For over 40 years,

Previous wording

communities grow stronger. We manage our operations through two reportable segments: Pet and Garden.

Current wording

manage our operations through two reportable segments: Pet and Garden.

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Our Pet segment includes dog and cat supplies such as treats and chews, toys, beds and containment, grooming products, waste

Current wording

Our Pet segment includes dog and cat supplies such as dog treats and chews, toys, pet beds and grooming products, waste

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management and training pads; supplies for aquatics, small animals, reptiles and pet birds including toys, enclosures and habitats, bedding,

Current wording

management and training pads, pet containment; supplies for aquatics, small animals, reptiles and pet birds including toys, enclosures and

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food and supplements; products for equine and livestock, animal and household health and insect control products; live fish and small

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habitats, bedding, food and supplements; products for equine and livestock, animal and household health and insect control products; live

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animals as well as outdoor cushions. These products are sold under brands such as Aqueon®, Cadet®, C&S®, Comfort Zone®, Farnam®,

Current wording

fish and small animals as well as outdoor cushions. These products are sold under brands such as Aqueon®, Cadet®, C&S®, Comfort

Previous wording

at an aggregate cost of approximately$39.9 million and 0.4 million shares of our voting common stock (CENT) on the open market at an

Current wording

stock (CENTA) and 0.4 million shares of our voting common stock (CENT) on the open market at an aggregate cost of $38.7 million. As of

Previous wording

Net sales for the three months ended December 28, 2024, increased$21.9 million, or 3.5%, to$656.4 million from$634.5 million for

Current wording

Net sales for the three months ended March 29, 2025, decreased$66.6 million, or 7.4%, to$833.5 million from$900.1 million for the

Previous wording

sales and improved gross margins. The gross margin improvement in both segments was driven by productivity gains resulting from our cost

Current wording

Both segments contributed to the improved gross margin, which was driven by productivity gains resulting from our Cost and

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and simplicity program (e.g., prior year facility consolidations and the exit of lower margin businesses) and moderating inflation.

Current wording

Simplicity program (e.g., prior year facility consolidations and the exit of lower margin businesses) and moderating inflation.

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December 28, 2024, compared to 26.9% in the comparable prior year quarter. Decreased selling, general and administrative expenses in

Current wording

2025, compared to 20.6% in the comparable prior year quarter due primarily to the decrease in net sales. Selling, general and administrative

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Selling and delivery expense increased$3.4 million to$72.7 million for the three months ended December 28, 2024, as compared to

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Selling and delivery expense decreased$0.7 million to$81.7 million for the three months ended March 29, 2025 as compared to$82.4

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million increase in net sales, a 160 basis point increase in gross margin and a$2.7 million decrease in selling, general and administrative

Current wording

$5.7 million decrease in selling, general and administrative expense.

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operating income increased due to higher net sales, an improved gross margin and lower selling, general and administrative expense.

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income increased due to an improved gross margin and lower selling, general and administrative expenses partially offset by lower net sales.

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$0.4 million, or 1.5%, to $25.7 million for the three months ended December 28, 2024, due primarily to lower insurance costs partially offset

Current wording

million for the three months ended March 30, 2024, due primarily to lower third-party expenses and lower insurance costs.

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Net interest expense for the three months ended December 28, 2024 decreased$2.0 million, or 20.4%, to$7.7 million from$9.7 million

Current wording

Net interest expense for the three months ended March 29, 2025 decreased$2.1 million, or 18.4%, to$9.4 million from$11.5 million

Previous wording

for the three months ended December 30, 2023. The decrease in net interest expense was due to increased interest income resulting from

Current wording

for the three months ended March 30, 2024. The decrease in net interest expense was due to increased interest income resulting from higher

Previous wording

our higher cash balance during the current quarter. Debt outstanding on December 28, 2024 was$1,190.4 million compared to$1,189.6

Current wording

cash balances during the current quarter. Debt outstanding on March 29, 2025 was$1,190.8 million compared to$1,189.3 million at March

Previous wording

currency exchange gains and losses. Other income decreased$2.7 million to an expense of$1.7 million for the quarter ended December 28,

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currency exchange gains and losses. Other income increased$0.9 million to$0.7 million of income for the three months ended March 29,

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2024 from income of$1.0 million for the quarter ended December 30, 2023. The decrease in other income was due primarily to foreign

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2025 from$0.2 million of expense for the three months ended March 30, 2024. The increase in other income was due primarily to foreign

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currency losses in the current year quarter as compared to foreign currency gains in the prior year quarter.

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currency gains in the current year quarter as compared to foreign currency losses in the prior year quarter.

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Our effective income tax rate was 23.5% for the quarter ended December 28, 2024. Income tax expense was$4.4 million for the

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Our effective income tax rate was 23.5% for the quarter ended March 29, 2025 and 23.4% for the quarter ended March 30, 2024.

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the three months ended December 30, 2023. Gross margin increased 160 basis points to 29.8% for the three months ended December 28,

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months ended March 30, 2024. Gross margin improved 170 basis points to 31.5% for thesix months ended March 29, 2025 from 29.8% for

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Gross profit for the three months ended December 28, 2024, increased$16.9 million, or 9.4%, to$195.7 million from$178.8 million for

Current wording

fiscal 2024, gross profit for the six months ended March 29, 2025 increased$12.9 million, or 2.8%, to$473.2 million from$460.3 million for

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both Garden and corporate was partially offset by increased expense in Pet.

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Decreased selling, general and administrative expenses in both Garden and corporate were partially offset by increased expense in Pet.

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$69.3 million in the prior year quarter. The increase was in the Pet segment due primarily to higher media and digital marketing spend and

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million for thesix months ended March 30, 2024. The increase was in the Pet segment and due primarily to higher media and digital

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by increased third-party spend. Corporate expenses are included within administrative expense and relate to the costs of unallocated

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increased variable compensation. Corporate expenses are included within administrative expense and relate to the costs of unallocated

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We report our financial results in accordance with generally accepted accounting principles ("GAAP"). However, to supplement the

Current wording

We report our financial results in accordance with GAAP. However, to supplement the financial results prepared in accordance with

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adjusted EBITDA in making financial, operating and planning decisions and in evaluating our performance. Management believes this non-

Current wording

below) in making financial, operating and planning decisions and in evaluating our performance. Also, Management believes that these non-

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GAAP financial measure may be useful to investors in their assessment of our ongoing operating performance and provide additional

Current wording

GAAP financial measures may be useful to investors in their assessment of our ongoing operating performance and provide additional

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meaningful comparisons between current results and results in prior operating periods. While Management believes that this non-GAAP

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meaningful comparisons between current results and results in prior operating periods. While Management believes that non-GAAP

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measure is useful supplemental information, such adjusted results are not intended to replace our GAAP financial results and should be read

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measures are useful supplemental information, such adjusted results are not intended to replace our GAAP financial results and should be

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compensation expense). We present adjusted EBITDA because we believe that adjusted EBITDA is a useful supplemental measure in

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because we believe that adjusted EBITDA is a useful supplemental measure in evaluating the cash flows and performance of our business

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EBITDA is used by our management to perform such evaluations. Adjusted EBITDA should not be considered in isolation or as a substitute

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and provides greater transparency into our results of operations. Adjusted EBITDA is used by our management to perform such evaluations.

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for cash flow from operations, income from operations or other income statement measures prepared in accordance with GAAP. We believe

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income statement measures prepared in accordance with GAAP. We believe that adjusted EBITDA is frequently used by investors, securities

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that adjusted EBITDA is frequently used by investors, securities analysts and other interested parties in their evaluation of companies, many

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analysts and other interested parties in their evaluation of companies, many of which present adjusted EBITDA when reporting their results.

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of which present adjusted EBITDA when reporting their results. Other companies may calculate adjusted EBITDA differently and it may not

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Other companies may calculate adjusted EBITDA differently and it may not be comparable.

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The reconciliations of adjusted EBITDA to the most directly comparable financial measures calculated and presented in accordance

Current wording

The reconciliations of these non-GAAP measures to the most directly comparable financial measures calculated and presented in

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Current report — wording carried from elsewhere

expense and relate to the costs of unallocated executive, administrative, finance, legal, human resources, and information technology

Current report — wording carried from elsewhere

thesix months ended March 30, 2024. The decrease in net interest expense was due to increased interest income resulting from higher

Current report — wording carried from elsewhere

Net Income and Earnings Per Share

Current report — wording carried from elsewhere

Adjusted EBITDA should not be considered in isolation or as a substitute for cash flow from operations, income from operations or other
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Previous report — wording carried elsewhere

evaluating the cash flows and performance of our business and provides greater transparency into our results of operations. Adjusted