Post Holdings, Inc.
For the period ended Jun 30, 2025. Filed Aug 8, 2025.
View on SEC.govAbout 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.
Jun 30, 2025 · Filed Aug 8, 2025
POST$82.25-1.0%Stored close · as of Nov 9, 2026
What changed in Risk Factors?
Read the current filingPrevious report: 10-Q
Period ended 2025-03-31; filed 2025-05-09.
0001530950-25-000157
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther InformationCurrent report: 10-Q
Period ended 2025-06-30; filed 2025-08-08.
0001530950-25-000234
Item 1A. Risk FactorsUnregistered Sales of Equity Securities and Use of ProceedsOther InformationThe 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 9 previous paragraphs and 17 current paragraphs.
7 unchanged; 2 reworded; 8 added; 0 removed; 0 previous and 0 current paragraphs rearranged.
Tables are not compared: 1 previous and 1 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 (8)
Current report
We may encounter difficulties as we integrate 8th Avenue Food & Provisions, Inc. (“8th Avenue”) into our Post Consumer Brands business, which may adversely impact us and our ability to realize the anticipated benefits of the acquisition.
Current report
While we held an equity ownership interest in 8th Avenue prior to the acquisition, the acquisition of the remaining equity interest in 8th Avenue that we did not already own involves the combination of businesses that operated separately. We will be required to devote significant management attention and resources to integrating operations, business practices and cultures of Post Consumer Brands and 8th Avenue. Potential difficulties we may encounter as part of the integration process include the following:
Current report
•the inability to successfully combine Post Consumer Brands with 8th Avenue in a manner that permits us to achieve the cost savings, synergies and other benefits anticipated to result from the acquisition, including as a result of management having its attention diverted from our pre-acquisition Post Consumer Brands business;
Current report
•the challenges of integrating a complex business, including operating procedures, financial systems, personnel, technology, networks and other assets acquired as part of the 8th Avenue acquisition, in a seamless manner that minimizes any adverse impact on the business, customers, suppliers, employees and other constituencies;
Current report
•the challenges of offering a product portfolio that includes products, such as peanut butter, with vulnerability to contamination or other food safety concerns and heightened regulatory risk;
Current report
•potential unknown liabilities, liabilities that are significantly larger than we currently anticipate and unforeseen increased expenses or delays associated with the 8th Avenue acquisition, including cash costs for integration that may exceed the cash costs that we currently anticipate; and
Current report
•the sellers of the 8th Avenue capital stock that we acquired made very limited representations and warranties in the purchase agreement for the acquisition, and the purchase agreement included a broad release under which all parties to the purchase agreement (including us) released each other party from claims arising from, among other matters, the management, governance, operation and business of 8th Avenue and its subsidiaries. As such, we will have very limited, or no, recourse if we discover unknown liabilities relating to matters for which no representations and warranties were provided.
Current report
Accordingly, the contemplated benefits of the 8th Avenue acquisition may not be realized fully, or at all, or may take longer to realize than expected.
Reworded paragraphs (2)
Previous wording
In addition to the information set forth elsewhere in this Quarterly Report on Form 10-Q (the “Quarterly Report”), you should carefully consider the risk factors we previously disclosed in our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, filed with the SEC on November 15, 2024 (the “Annual Report”). As of the date of the Quarterly Report, there have been no material changes to the risk factors previously disclosed in the Annual Report. These risks could materially and adversely affect our businesses, financial condition, results of operations and cash flows. Such enumerated risks are not the only risks we face. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our businesses, financial condition, results of operations and cash flows.
Current wording
In addition to the information set forth elsewhere in this Quarterly Report on Form 10-Q (the “Quarterly Report”) and the risk factor set forth below, you should carefully consider the risk factors we previously disclosed in our Annual Report on Form 10-K for the fiscal year ended September 30, 2024, filed with the SEC on November 15, 2024 (the “Annual Report”). Other than the additional risk factor disclosed herein, as of the date of the Quarterly Report, there have been no material changes to the risk factors previously disclosed in the Annual Report. These risks could materially and adversely affect our businesses, financial condition, results of operations and cash flows. Such enumerated risks are not the only risks we face. Additional risks and uncertainties not presently known to us or that we currently deem immaterial also may impair our businesses, financial condition, results of operations and cash flows.
Previous wording
(b)On July 30, 2024, our Board of Directors approved an authorization to repurchase up to $500.0 million of shares of our common stock effective August 5, 2024 (the “Prior Authorization”). The Prior Authorization had an expiration date of August 5, 2026. On February 4, 2025, our Board of Directors cancelled the Prior Authorization effective February 9, 2025 and approved a new authorization to repurchase up to $500.0 million of shares of our common stock effective February 10, 2025 (the “Existing Authorization”). The Existing Authorization has an expiration date of February 10, 2027. Repurchases may be made from time to time in the open market, in private purchases, through forward, derivative, accelerated repurchase or automatic purchase transactions, or otherwise.
Current wording
(b)On February 4, 2025, our Board of Directors approved an authorization to repurchase up to $500.0 million of shares of our common stock effective February 10, 2025 (the “Authorization”). The Authorization has an expiration date of February 10, 2027. Repurchases may be made from time to time in the open market, in private purchases, through forward, derivative, accelerated repurchase or automatic purchase transactions, or otherwise.