BELLRING BRANDS, INC.

Previous wording

During fiscal 2024, inflationary pressures on protein costs eased while other costs, such as packaging and manufacturing, faced inflationary pressures. During fiscal 2025, input costs, including raw material, packaging and manufacturing costs, are expected to face inflationary pressures. Inflation could have a materially adverse impact on our business in the future if inflation rates were to significantly exceed our ability to achieve price increases or cost savings or if such price increases impact demand for our products.

Current wording

During fiscal 2024, inflationary pressures on protein costs eased while other costs, such as packaging and manufacturing, faced inflationary pressures. During fiscal 2025, input costs, including raw material, packaging and manufacturing costs, have faced, and continue to face, inflationary pressures. Inflation (including the potential impact of tariffs) could have a materially adverse impact on our business in the future if inflation rates were to significantly exceed our ability to achieve price increases or cost savings or if such price increases impact demand for our products.

Previous wording

Net sales increased $102.5 million, or 24%, during the three months ended December 31, 2024 compared to the prior year period. Sales of Premier Protein products were up $96.0 million, or 26%, driven by 21% higher volumes. Volumes increased primarily due to distribution gains and incremental promotional activity. Average net selling prices increased due to targeted price increases, partially offset by increased promotional activity. Sales of Dymatize products were up $7.0 million, or 13%, driven by 12% higher volumes. Dymatize volumes increased primarily due to higher international volumes. Sales ofall other products were down $0.5 million.

Current wording

Net sales increased $93.4 million, or 19%, during the three months ended March 31, 2025 compared to the prior year period. Sales of Premier Protein products were up $92.3 million, or 22%, driven by 15% higher volumes primarily due to higher RTD shake production, distribution gains and increased promotional activity. Average net selling prices increased due to targeted price increases, partially offset by increased promotional activity. Sales of Dymatize products were up $1.9 million, or 3%, driven by 20% higher volumes primarily due to higher international volumes and new product introductions. Average net selling prices decreased due to unfavorable product mix. Sales ofall other products were down $0.8 million.

Previous wording

Operating profit increased $42.3 million, or 58%, during the three months ended December 31, 2024 compared to the prior year period. This increase was primarily drivenby higher net sales, as previously discussed, accelerated amortization of $17.4 million recorded in the prior year period related to the discontinuance of the PowerBar business in North America and lower net product costs of $2.5 million (driven by lower manufacturing and freight costs, partially offset by higher raw material costs). These positive impacts were partially offset by increased advertising expense of $8.9 million, higher employee-related expenses of $4.2 million and higher warehousing and distribution costs of $3.8 million.

Current wording

Operating profit increased $46.4 million, or 28%, during the six months ended March 31, 2025 compared to the prior year period. This increase was primarily drivenby higher net sales, as previously discussed, and accelerated amortization of $17.4 million recorded in the prior year period related to the discontinuance of the PowerBar business in North America. These positive impacts were partially offset by higher net product costs of $15.3 million (driven by higher raw material costs, partially offset by lower manufacturing and freight costs), increased advertising expense of $21.4 million and higher warehousing and distribution costs of $7.1 million.

Previous wording

Interest expense, net decreased $0.5 million during the three months ended December 31, 2024 compared to the prior year period. The weighted-average interest rate on our total outstanding debt was 7.0% for both the three months ended December 31, 2024 and 2023. See Note 11 within “Notes to Condensed Consolidated Financial Statements” for additional information on our debt.

Current wording

Interest expense, net increased $1.5 million during the six months ended March 31, 2025 compared to the prior year period due to higher outstanding borrowings under our Revolving Credit Facility. The weighted-average interest rate on our total outstanding debt was 7.1% and 7.0% for the six months ended March 31, 2025 and 2024, respectively. See Note 12 within “Notes to Condensed Consolidated Financial Statements” for additional information on our debt.

Previous wording

Our effective income tax rate was 23.8% and 24.4% for the three months ended December 31, 2024 and 2023, respectively.

Current wording

Our effective income tax rate was 25.3% and 25.2% for the three months ended March 31, 2025 and 2024, respectively, and 24.5% and 24.9% for the six months ended March 31, 2025 and 2024, respectively.

Previous wording

During the three months ended December 31, 2024, we borrowed and repaid$35.0 million, respectively, under our revolving credit facility, which is provided under our credit agreement entered into on March 10, 2022 (as amended, the “Credit Agreement”) in an aggregate principal amount of $250.0 million (the “Revolving Credit Facility”). As of December 31, 2024, there were no outstanding borrowings or letters of credit under the Revolving Credit Facility, providing us available borrowing capacity of$250.0 million. Letters of credit are available under the Revolving Credit Facility in an aggregate amount of up to $20.0 million. Our Credit Agreement provides for potential incremental revolving and term facilities at the Company’s request and at the discretion of the lenders or other persons providing such incremental facilities, in each case on terms to be determined, and also permits the Company to incur other secured or unsecured debt, in all cases subject to conditions and limitations as specified in the Credit Agreement.

Current wording

During the six months ended March 31, 2025, we borrowed$230.0 million and repaid$110.0 million under our revolving credit facility, which is provided under our credit agreement entered into on March 10, 2022 (as amended, the “Credit Agreement”) in an aggregate principal amount of$250.0 million (the “Revolving Credit Facility”). As of March 31, 2025, we had$130.0 million of available borrowing capacity and no letters of credit outstanding under the Revolving Credit Facility. Letters of credit are available under the Revolving Credit Facility in an aggregate amount of up to $20.0 million. Our Credit Agreement provides for potential incremental revolving and term facilities at the Company’s request and at the discretion of the lenders or other persons providing such incremental facilities, in each case on terms to be determined, and also permits the Company to incur other secured or unsecured debt, in all cases subject to conditions and limitations as specified in the Credit Agreement.

Previous wording

During the three months ended December 31, 2024, we repurchased 0.1 million shares of our common stock at an average share price of $77.12 per share and at a total cost, including any accrued excise tax and broker’s commissions, of $11.0 million. In addition, during the three months ended December 31, 2024, we paid$0.8 million of excise tax that related to fiscal 2023 share repurchases.

Current wording

During the six months ended March 31, 2025, we repurchased 2.5 million shares of our common stock at an average share price of $71.98 per share and at a total cost, including any accrued excise tax and broker’s commissions, of $183.7 million. In addition, during the six months ended March 31, 2025, we paid $2.2 million of excise tax that related to fiscal 2024 and 2023 share repurchases.

Previous wording

Short-term financing needs primarily consist of working capital requirements and interest payments on our 7.00% senior notes maturing in March 2030 (the “7.00% Senior Notes”). Long-term financing needs include the repayment of our 7.00% Senior Notes. Additional long-term financing needs will depend largely on potential growth opportunities, including acquisition activity and other strategic transactions. Our asset-light business model requires modest capital expenditures, with annual capital expenditures over the last three fiscal years averaging less than 1% of net sales. No significant capital expenditures are planned during the next 12 months. Additionally, we may seek to repurchase shares of our common stock. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

Current wording

Short-term financing needs primarily consist of working capital requirements and interest payments on our 7.00% senior notes maturing in March 2030 (the “7.00% Senior Notes”) and on outstanding borrowings under our Revolving Credit Facility. Long-term financing needs include the repayment of our 7.00% Senior Notes and outstanding borrowings under our Revolving Credit Facility. Additional long-term financing needs will depend largely on potential growth opportunities, including acquisition activity and other strategic transactions. Our asset-light business model requires modest capital expenditures, with annual capital expenditures over the last three fiscal years averaging less than 1% of net sales. No significant capital expenditures are planned during the next 12 months. Additionally, we may seek to repurchase shares of our common stock. Such repurchases, if any, will depend on prevailing market conditions, our liquidity requirements, contractual restrictions and other factors. The amounts involved may be material.

Previous wording

Cash provided by operating activities for the three months ended December 31, 2024 decreased $71.2 million compared to the prior year period. This decrease was primarily due to increased inventory levels in the current year period (driven by higher production), fluctuations in the timing of payments of trade payablesand increased tax payments (net of refunds) of $5.3 million.

Current wording

Cash provided by operating activities for the six months ended March 31, 2025 decreased $39.3 million compared to the prior year period. This decrease was primarily due to increased inventory levels in the current year period (driven by higher production), increased tax payments (net of refunds) of $4.4 million and increased interest payments of $1.5 million, partially offset by fluctuations in the timing of payments of trade payables.

Previous wording

Cash used in investing activities for thethree months ended December 31, 2024 increased $1.1 million compared to the prior year period resulting from a increase in capital expenditures.

Current wording

Cash used in investing activities for thesix months ended March 31, 2025 increased $1.4 million compared to the prior year period resulting from an increase in capital expenditures.

Previous wording

Cash used in financing activities for the three months ended December 31, 2024 decreased $14.6 million compared to the prior year period, driven by higher borrowings of $35.0 million under the Revolving Credit Facility. This positive impact was partially offset by higher repayments of $10.0 million under the Revolving Credit Facility, higher tax withholding payments related to stock compensation plans of $8.0 million and higher payments of $2.4 million, including excise tax payments and broker’s commissions, for the repurchase of our common stock.

Current wording

Cash used in financing activities for the six months ended March 31, 2025 increased $17.1 million compared to the prior year period, driven by higher payments of $154.1 million, including excise tax payments and broker’s commissions, for the repurchase of our common stock, higher repayments of $85.0 million under the Revolving Credit Facility and higher tax withholding payments related to stock compensation plans of $8.0 million. These cash outflows were partially offset by higher borrowings of $230.0 million under the Revolving Credit Facility.

Previous wording

•our dependence on a limited number of third-party contract manufacturers for the manufacturing of most of our products, including one manufacturer for nearly half of our RTD protein shakes;

Current wording

•our dependence on third-party contract manufacturers for the manufacture of most of our products, including one manufacturer for nearly half of our RTD protein shakes;