BGS B and G Foods Inc

B&G Foods, Inc. (NYSE: BGS) today announced financial results for the first quarter of 2025.

Summary

 

 

First Quarter of 2025

(In millions, except per share data)

 

 

Change vs.

 

 

Amount

 

Q1 2024

Net Sales

 

$

425.4

 

(10.5)

%

Base Business Net Sales (1)

 

$

425.4

 

(10.5)

%

Diluted EPS

$

0.01

NM

%

Adj. Diluted EPS (1)

 

$

0.04

 

(77.8)

%

Net Income

 

$

0.8

 

NM

%

Adj. Net Income (1)

 

$

3.4

 

(76.0)

%

Adj. EBITDA (1)

 

$

59.1

 

(21.2)

%

Guidance for Full Year Fiscal 2025

• Net sales revised to a range of $1.86 billion to $1.91 billion.
• Adjusted EBITDA revised to a range of $280.0 million to $290.0 million.
• Adjusted diluted earnings per share revised to a range of $0.55 to $0.65.

Commenting on the results, Casey Keller, President and Chief Executive Officer of B&G Foods, stated, “Our first quarter results reflect the challenging environment in the packaged foods industry at the start of 2025, including the impact of retailer inventory reductions and a shift in Easter timing into the second quarter. While January and February were especially difficult, recent net sales in March, April and early May have begun to show stabilizing trends versus last year. We remain laser focused on our critical priorities: improving our core business net sales trends, reshaping our portfolio for future growth and higher margins, and reducing leverage through divestitures and excess cash flow to facilitate strategic acquisitions. We have also accelerated our cost reduction efforts and expect to achieve significant cost savings during the remainder of the year.”

Financial Results for First Quarter of 2025

Net sales for the first quarter of 2025 decreased $49.8 million, or 10.5%, to $425.4 million from $475.2 million for the first quarter of 2024. The decrease was primarily attributable to a decrease in volume, a decrease in net pricing and the impact of product mix, and the negative impact of foreign currency.

Base business net sales for the first quarter of 2025 decreased $49.9 million, or 10.5%, to $425.4 million from $475.3 million for the first quarter of 2024. The decrease in base business net sales was driven by a decrease in volume of $42.4 million, or 8.9%, a decrease in net pricing and the impact of product mix of $5.5 million, or 1.2% of base business net sales, and the negative impact of foreign currency of $2.0 million.

Gross profit was $90.1 million for the first quarter of 2025, or 21.2% of net sales. Adjusted gross profit(1), which excludes the negative impact of $0.5 million of acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold during the first quarter of 2025, was $90.6 million, or 21.3% of net sales. Gross profit was $108.9 million for the first quarter of 2024, or 22.9% of net sales. Adjusted gross profit, which excludes the negative impact of $1.0 million of acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold during the first quarter of 2024, was $109.9 million, or 23.1% of net sales.

Selling, general and administrative expenses increased $0.5 million, or 1.1%, to $49.1 million for the first quarter of 2025 from $48.6 million for the first quarter of 2024. The increase was composed of increases in acquisition/divestiture‑related and non‑recurring expenses of $4.2 million and general and administrative expenses of $0.5 million, partially offset by decreases in consumer marketing expenses of $3.3 million and selling expenses of $0.9 million. Expressed as a percentage of net sales, selling, general and administrative expenses increased by 1.4 percentage points to 11.6% for the first quarter of 2025, as compared to 10.2% for the first quarter of 2024.

Net interest expense remained flat at $37.8 million for the first quarter of 2025 as compared to the first quarter of 2024.

The Company had net income of $0.8 million, or $0.01 per diluted share, for the first quarter of 2025, compared to a net loss of $40.2 million, or $0.51 per diluted share, for the first quarter of 2024. The Company’s net loss for the first quarter of 2024 was primarily attributable to the pre-tax, non-cash impairment charges of $70.6 million recorded during the first quarter of 2024 for the impairment of goodwill within the Company’s Frozen & Vegetables reporting unit.

The Company’s adjusted net income for the first quarter of 2025 was $3.4 million, or $0.04 per adjusted diluted share, compared to adjusted net income of $14.4 million, or $0.18 per adjusted diluted share, for the first quarter of 2024. The reduction in adjusted net income and adjusted diluted earnings per share in the first quarter of 2025 was primarily attributable to the reduction in net sales.

For the first quarter of 2025, adjusted EBITDA was $59.1 million, a decrease of $15.9 million, or 21.2%, compared to $75.0 million for the first quarter of 2024. Adjusted EBITDA as a percentage of net sales was 13.9% for the first quarter of 2025, compared to 15.8% for the first quarter of 2024.

Segment Results(2)

The Company operates in, and reports results by, four business segments (also referred to as business units):

Specialty — includes, among others, the Crisco, Clabber Girl, Bear Creek, Polaner, Underwood, B&G, Grandma’s, New York Style, Don Pepino, Sclafani, B&M, Baker’s Joy, Regina, TrueNorth, Static Guard, SugarTwin and Brer Rabbit brands.

Meals — includes, among others, the Ortega, Maple Grove Farms, Cream of Wheat, Las Palmas, Victoria, Mama Mary’s, Spring Tree, McCann’s, Carey’s and Vermont Maid brands.

Frozen & Vegetables — includes the Green Giant and Le Sueur brands.

Spices & Flavor Solutions — includes, among others, the Dash, Spice Islands, Weber, Ac’cent, Tone’s, Trappey’s, Durkee and Wright’s brands.

Specialty Segment Results

Specialty segment results were as follows (dollars in thousands):

 

First Quarter Ended

 

 

 

 

 

 

March 29,

 

March 30,

 

 

 

 

 

 

2025

 

2024

 

 

$ Change

 

% Change

Specialty segment net sales

$

134,400

 

$

154,729

 

$

(20,329

)

 

(13.1

)%

Specialty segment adjusted expenses

 

100,880

 

 

117,537

 

 

(16,657

)

 

(14.2

)%

Specialty segment adjusted EBITDA

$

33,520

 

$

37,192

 

$

(3,672

)

 

(9.9

)%

The decrease in Specialty segment net sales was primarily due to lower net pricing and decreased volumes across the Specialty business unit in the aggregate. The decrease in Specialty segment adjusted EBITDA was primarily due to a decrease in net sales, offset in part by an increase in segment adjusted EBITDA as a percentage of net sales.

Meals Segment Results

Meals segment results were as follows (dollars in thousands):

 

First Quarter Ended

 

 

 

 

 

 

March 29,

 

March 30,

 

 

 

 

 

 

2025

 

2024

 

 

$ Change

 

% Change

Meals segment net sales

$

106,142

 

$

120,031

 

$

(13,889

)

 

(11.6

)%

Meals segment adjusted expenses

 

81,168

 

 

94,402

 

 

(13,234

)

 

(14.0

)%

Meals segment adjusted EBITDA

$

24,974

 

$

25,629

 

$

(655

)

 

(2.6

)%

The decrease in Meals segment net sales was primarily due to a decrease in volumes across the Meals business unit in the aggregate coupled with a decrease in net pricing and product mix. The decrease in Meals segment adjusted EBITDA was primarily due to a decrease in net sales, which was largely offset by an increase in segment adjusted EBITDA as a percentage of net sales.

Frozen & Vegetables Segment Results

Frozen & Vegetables segment results were as follows (dollars in thousands):

 

First Quarter Ended

 

 

 

 

 

 

March 29,

 

March 30,

 

 

 

 

 

 

2025

 

2024

 

 

$ Change

 

% Change

Frozen & Vegetables segment net sales

$

93,119

 

 

$

104,887

 

$

(11,768

)

 

(11.2

)%

Frozen & Vegetables segment adjusted expenses

 

94,592

 

 

 

97,057

 

 

(2,465

)

 

(2.5

)%

Frozen & Vegetables segment adjusted EBITDA

$

(1,473

)

 

$

7,830

 

$

(9,303

)

 

(118.8

)%

The decrease in Frozen & Vegetables segment net sales was primarily due to a decrease in net pricing and product mix and a decline in volume. The decrease in Frozen & Vegetables segment adjusted EBITDA was primarily due to a decrease in net sales, increased trade promotions, and an increase in raw material costs.

Spices & Flavor Solutions Segment Results

Spices & Flavor Solutions segment results were as follows (dollars in thousands):

 

First Quarter Ended

 

 

 

 

 

 

March 29,

 

March 30,

 

 

 

 

 

 

2025

 

2024

 

 

$ Change

 

% Change

Spices & Flavor Solutions segment net sales

$

91,741

 

$

95,576

 

$

(3,835

)

 

(4.0

)%

Spices & Flavor Solutions segment adjusted expenses

 

65,472

 

 

66,907

 

 

(1,435

)

 

(2.1

)%

Spices & Flavor Solutions segment adjusted EBITDA

$

26,269

 

$

28,669

 

$

(2,400

)

 

(8.4

)%

The decrease in Spices & Flavor Solutions segment net sales was primarily due to a decline in volumes across the Spices & Flavor Solutions business unit in the aggregate. The decrease in Spices & Flavor Solutions segment adjusted EBITDA was primarily due to a decrease in net sales, increases in trade spending, increases in raw material costs, and the impact of product mix.

Full Year Fiscal 2025 Guidance

B&G Foods revised its net sales guidance for fiscal 2025 to a range of $1.86 billion to $1.91 billion, revised its adjusted EBITDA to a range of $280.0 million to $290.0 million, and revised its adjusted diluted earnings per share guidance to a range of $0.55 to $0.65.

Given the uncertainty in the political economic environment and rapidly evolving negotiations regarding tariffs and retaliatory tariffs, our guidance does not reflect the potential impacts of recently imposed and threatened tariffs by the U.S. and retaliatory actions taken or threatened by other countries in response, or the potential for additional tariffs, trade barriers or retaliatory actions by the U.S. or other countries.

B&G Foods provides earnings guidance only on a non-GAAP basis and does not provide a reconciliation of the Company’s forward-looking adjusted EBITDA and adjusted diluted earnings per share guidance to the most directly comparable GAAP financial measures because of the inherent difficulty in forecasting and quantifying certain amounts that are necessary for such reconciliations, including adjustments that could be made for deferred taxes; acquisition/divestiture-related expenses, gains and losses (which may include third-party fees and expenses, integration, restructuring and consolidation expenses, amortization of acquired inventory fair value step-up and gains and losses on the sale of certain assets); gains and losses on extinguishment of debt; impairment of assets held for sale; impairment of intangible assets; non-recurring expenses, gains and losses; and other charges reflected in the Company’s reconciliation of historic non-GAAP financial measures, the amounts of which, based on past experience, could be material. For additional information regarding B&G Foods’ non-GAAP financial measures, see “About Non-GAAP Financial Measures and Items Affecting Comparability” below.

Conference Call

B&G Foods will hold a conference call at 4:30 p.m. ET today, May 7, 2025 to discuss first quarter 2025 financial results. The live audio webcast of the conference call can be accessed at www.bgfoods.com/investor-relations. A replay of the webcast will be available following the conference call through the same link.

About Non-GAAP Financial Measures and Items Affecting Comparability

“Adjusted net income” (net income (loss) adjusted for certain items that affect comparability), “adjusted diluted earnings per share” (diluted earnings (loss) per share adjusted for certain items that affect comparability), “base business net sales” (net sales without the impact of acquisitions until the acquisitions are included in both comparable periods and without the impact of discontinued or divested brands), “EBITDA” (net income (loss) before net interest expense, income taxes, and depreciation and amortization), “adjusted EBITDA” (EBITDA as adjusted for cash and non-cash acquisition/divestiture-related expenses, gains and losses (which may include third-party fees and expenses, integration, restructuring and consolidation expenses, amortization of acquired inventory fair value step-up and gains and losses on the sale of certain assets), gains and losses on extinguishment of debt, impairment of assets held for sale, impairment of intangible assets, and non-recurring expenses, gains and losses), “segment adjusted EBITDA” (segment net sales less segment adjusted expenses), “segment adjusted expenses” (primarily includes cost of goods sold and other expenses incurred by the Company’s business segments to run day-to-day operations, excluding unallocated corporate items, depreciation and amortization, acquisition/divestiture-related and non-recurring expenses, impairment of intangible assets, goodwill and assets held for sale, gains and losses on sales of assets, interest expense, and income tax expense or benefit), “adjusted gross profit” (gross profit adjusted for acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold) and “adjusted gross profit percentage” (gross profit as a percentage of net sales adjusted for acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold) are “non-GAAP financial measures.” A non-GAAP financial measure is a numerical measure of financial performance that excludes or includes amounts so as to be different than the most directly comparable measure calculated and presented in accordance with generally accepted accounting principles in the United States (GAAP) in B&G Foods’ consolidated balance sheets and related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity and cash flows. Non-GAAP financial measures should not be considered in isolation or as a substitute for the most directly comparable GAAP measures. The Company’s non-GAAP financial measures may be different from non-GAAP financial measures used by other companies.

The Company uses non-GAAP financial measures to adjust for certain items that affect comparability. This information is provided in order to allow investors to make meaningful comparisons of the Company’s operating performance between periods and to view the Company’s business from the same perspective as the Company’s management. Because the Company cannot predict the timing and amount of these items that affect comparability, management does not consider these items when evaluating the Company’s performance or when making decisions regarding allocation of resources.

Additional information regarding EBITDA, adjusted EBITDA, segment adjusted EBITDA and reconciliations of EBITDA, adjusted EBITDA and segment adjusted EBITDA to net income (loss) and, in the case of EBITDA and adjusted EBITDA, to net cash provided by operating activities, is included below for the first quarter of 2025 and 2024, along with the components of EBITDA, adjusted EBITDA and segment adjusted EBITDA. Also included below are reconciliations of the non-GAAP terms adjusted net income, adjusted diluted earnings per share and base business net sales to the most directly comparable measure calculated and presented in accordance with GAAP in the Company’s consolidated balance sheets and related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity and cash flows.

End Notes

(1)

Please see “About Non-GAAP Financial Measures and Items Affecting Comparability” above for the definition of the non-GAAP financial measures “base business net sales,” “adjusted diluted earnings per share,” “adjusted net income ,” “EBITDA,” “adjusted EBITDA,” “segment adjusted EBITDA,” “segment adjusted expenses,” “adjusted gross profit” and “adjusted gross profit percentage,” as well as information concerning certain items affecting comparability and reconciliations of the non-GAAP terms to the most comparable GAAP financial measures.

 

(2)

Segment net sales, segment adjusted expenses and segment adjusted EBITDA are the primary measures used by the Company’s chief operating decision maker (CODM) to evaluate segment operating performance and to decide how to allocate resources to segments. The Company’s CODM is the Company’s chief executive officer. Segment adjusted expenses and segment adjusted EBITDA exclude unallocated corporate items, depreciation and amortization, acquisition/divestiture-related and non-recurring expenses, impairment of intangible assets, gains and losses on sales of assets, interest expense, and income tax expense or benefit. Unallocated corporate items consist of centrally managed corporate functions, including selling, marketing, procurement, centralized administrative functions, insurance, and other similar expenses not directly tied to segment operating performance. Depreciation and amortization expenses are neither maintained nor available by business segment, as the Company’s manufacturing, warehouse, and distribution activities are centrally managed. These items that are centrally managed at the corporate level, and therefore excluded from the measures of segment adjusted expenses and segment adjusted EBITDA, are reviewed by the CODM. Expenses that are managed centrally but can be attributed to a segment, such as warehousing and transportation expenses, are generally allocated to segments based on net sales.

 

NM – Not meaningful.

About B&G Foods, Inc.

Based in Parsippany, New Jersey, B&G Foods and its subsidiaries manufacture, sell and distribute high-quality, branded shelf-stable and frozen foods across the United States, Canada and Puerto Rico. With B&G Foods’ diverse portfolio of more than 50 brands you know and love, including B&G, B&M, Bear Creek, Cream of Wheat, Crisco, Dash, Green Giant, Las Palmas, Le Sueur, Mama Mary’s, Maple Grove Farms, New York Style, Ortega, Polaner, Spice Islands and Victoria, there’s a little something for everyone. For more information about B&G Foods and its brands, please visit www.bgfoods.com.

Forward-Looking Statements

Statements in this press release that are not statements of historical or current fact constitute “forward-looking statements.” The forward-looking statements contained in this press release include, without limitation, statements related to B&G Foods’ expectations regarding net sales, adjusted EBITDA and adjusted diluted earnings per share and B&G Foods’ overall expectations for the remainder of fiscal 2025 and beyond, including our expectations that we will achieve significant cost savings during the remainder of the year. Such forward-looking statements involve known and unknown risks, uncertainties and other unknown factors that could cause the actual results of B&G Foods to be materially different from the historical results or from any future results expressed or implied by such forward-looking statements. In addition to statements that explicitly describe such risks and uncertainties, readers are urged to consider statements labeled with the terms “believes,” “belief,” “expects,” “projects,” “intends,” “anticipates,” “assumes,” “could,” “should,” “estimates,” “potential,” “seek,” “predict,” “may,” “will” or “plans” and similar references to future periods to be uncertain and forward-looking. Factors that may affect actual results include, without limitation: the Company’s substantial leverage, which may impact the Company’s ability, among other things, to fund capital expenditures, working capital needs, dividend payments and acquisitions, and to obtain refinancing or additional financing; the Company’s ability to comply with the ratios or tests under its long-term debt agreements, including the maximum leverage ratio and minimum interest coverage ratio under its credit agreement, which may be affected not only by the Company’s operating performance but also by events beyond the Company’s control, including prevailing economic, financial and industry conditions; the effects of international trade disputes, tariffs, quotas, and other import or export restrictions on the Company’s procurement, sales and operations (including recent U.S. tariffs imposed or threatened to be imposed on China, Canada and Mexico and other countries and retaliatory actions taken or threatened to be taken by such countries); the effects of rising costs for and/or decreases in supply of the Company’s commodities, ingredients, packaging, other raw materials, distribution and labor; crude oil prices and their impact on distribution, packaging and energy costs; the Company’s ability to successfully implement sales price increases and cost saving measures to offset any cost increases; intense competition, changes in consumer preferences, demand for the Company’s products and local economic and market conditions; the Company’s continued ability to promote brand equity successfully, to anticipate and respond to new consumer trends, to develop new products and markets, to broaden brand portfolios in order to compete effectively with lower priced products and in markets that are consolidating at the retail and manufacturing levels and to improve productivity; the ability of the Company and its supply chain partners to continue to operate manufacturing facilities, distribution centers and other work locations without material disruption, and to procure ingredients, packaging and other raw materials when needed despite disruptions in the supply chain or labor shortages; the impact pandemics or disease outbreaks, may have on the Company’s business, including among other things, the Company’s supply chain, manufacturing operations or workforce and customer and consumer demand for the Company’s products; the Company’s ability to recruit and retain senior management and a highly skilled and diverse workforce at the Company’s corporate offices, manufacturing facilities and other work locations despite a very tight labor market and changing employee expectations as to fair compensation, an inclusive and diverse workplace, flexible working and other matters; the risks associated with the possible expansion of the Company’s business through acquisitions or reduction in size through divestitures; the Company’s possible inability to successfully complete divestitures of non-core businesses to sharpen its focus, improve margins, reduce costs and reduce its long-term debt, and, if completed, the Company’s possible inability to achieve the expected margin improvements, cost savings and debt reduction; the Company’s possible inability to identify new acquisitions or to integrate recent or future acquisitions or the Company’s failure to realize anticipated revenue enhancements, cost savings or other synergies from recent or future acquisitions; the Company’s ability to successfully complete the integration of recent or future acquisitions into the Company’s enterprise resource planning (ERP) system; tax reform and legislation, including the effects of the Infrastructure Investment and Jobs Act, the Inflation Reduction Act, the U.S. Tax Cuts and Jobs Act and the U.S. CARES Act, and any future tax reform or legislation; the Company’s ability to access the credit markets and the Company’s borrowing costs and credit ratings, which may be influenced by credit markets generally and the credit ratings of the Company’s competitors; unanticipated expenses, including, without limitation, litigation or legal settlement expenses; the effects of currency movements of the Canadian dollar and the Mexican peso as compared to the U.S. dollar; future impairments of the Company’s goodwill, other intangible assets, and tangible assets, such as property, plant, equipment or inventory, which impairments may be triggered if operating results for any of the Company’s brands deteriorate at rates in excess of its current projections, the Company’s market capitalization declines or discount rates change, even if due to macroeconomic factors, or may be triggered by divestitures if divestiture proceeds are less than the book value of the assets being divested; the Company’s ability to protect information systems against, or effectively respond to, a cybersecurity incident, other disruption or data leak; the Company’s ability to successfully implement the Company’s sustainability initiatives and achieve the Company’s sustainability goals, and changes to environmental laws and regulations; the Company’s ability to successfully adopt and utilize new technologies, such as artificial intelligence, including machine learning and generative artificial intelligence; and other factors that affect the food industry generally, including: recalls if products become adulterated or misbranded, liability if product consumption causes injury, ingredient disclosure and labeling laws and regulations and the possibility that consumers could lose confidence in the safety and quality of certain food products; competitors’ pricing practices and promotional spending levels; fluctuations in the level of the Company’s customers’ inventories and credit and other business risks related to the Company’s customers operating in a challenging economic and competitive environment; and the risks associated with third-party suppliers and co-packers, including the risk that any failure by one or more of the Company’s third-party suppliers or co-packers to comply with food safety or other laws and regulations may disrupt the Company’s supply of raw materials or certain finished goods products or injure the Company’s reputation. The forward-looking statements contained herein are also subject generally to other risks and uncertainties that are described from time to time in B&G Foods’ filings with the Securities and Exchange Commission, including under Item 1A, “Risk Factors” in the Company’s most recent Annual Report on Form 10-K and in its subsequent reports on Forms 10-Q and 8-K. Investors are cautioned not to place undue reliance on any such forward-looking statements, which speak only as of the date they are made. B&G Foods undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

B&G Foods, Inc. and Subsidiaries

Consolidated Balance Sheets

(In thousands, except share and per share data)

(Unaudited)

 

 

March 29,

 

December 28,

 

2025

 

2024

Assets

 

 

 

 

 

Current assets:

 

 

 

 

 

Cash and cash equivalents

$

61,235

 

 

$

50,583

 

Trade accounts receivable, net

 

138,391

 

 

 

172,260

 

Inventories

 

514,235

 

 

 

511,232

 

Prepaid expenses and other current assets

 

34,830

 

 

 

38,301

 

Income tax receivable

 

9,568

 

 

 

9,068

 

Total current assets

 

758,259

 

 

 

781,444

 

 

 

 

 

 

 

Property, plant and equipment, net

 

269,526

 

 

 

278,119

 

Operating lease right-of-use assets

 

51,433

 

 

 

55,431

 

Finance lease right-of-use assets

 

509

 

 

 

773

 

Goodwill

 

548,277

 

 

 

548,231

 

Other intangible assets, net

 

1,280,951

 

 

 

1,285,946

 

Other assets

 

35,554

 

 

 

34,788

 

Deferred income taxes

 

9,301

 

 

 

9,320

 

Total assets

$

2,953,810

 

 

$

2,994,052

 

 

 

 

 

 

 

Liabilities and Stockholders’ Equity

 

 

 

 

 

Current liabilities:

 

 

 

 

 

Trade accounts payable

$

141,277

 

 

$

113,209

 

Accrued expenses

 

48,500

 

 

 

83,960

 

Current portion of operating lease liabilities

 

17,304

 

 

 

17,963

 

Current portion of finance lease liabilities

 

455

 

 

 

726

 

Current portion of long-term debt

 

5,625

 

 

 

5,625

 

Income tax payable

 

327

 

 

 

344

 

Dividends payable

 

15,161

 

 

 

15,038

 

Total current liabilities

 

228,649

 

 

 

236,865

 

 

 

 

 

 

 

Long-term debt, net of current portion

 

2,000,022

 

 

 

2,014,823

 

Deferred income taxes

 

166,179

 

 

 

168,027

 

Long-term operating lease liabilities, net of current portion

 

34,170

 

 

 

37,697

 

Other liabilities

 

11,696

 

 

 

11,833

 

Total liabilities

 

2,440,716

 

 

 

2,469,245

 

 

 

 

 

 

 

Stockholders’ equity:

 

 

 

 

 

Preferred stock, $0.01 par value per share. Authorized 1,000,000 shares; no shares issued or outstanding

 

—

 

 

 

—

 

Common stock, $0.01 par value per share. Authorized 125,000,000 shares; 79,797,888 and 79,144,800 shares issued and outstanding as of March 29, 2025 and December 28, 2024, respectively

 

798

 

 

 

791

 

Additional paid-in capital

 

—

 

 

 

—

 

Accumulated other comprehensive loss

 

(4,285

)

 

 

(4,743

)

Retained earnings

 

516,581

 

 

 

528,759

 

Total stockholders’ equity

 

513,094

 

 

 

524,807

 

Total liabilities and stockholders’ equity

$

2,953,810

 

 

$

2,994,052

 

B&G Foods, Inc. and Subsidiaries

Consolidated Statements of Operations

(In thousands, except per share data)

(Unaudited)

 

 

First Quarter Ended

 

March 29,

 

March 30,

 

2025

 

2024

Net sales

$

425,402

 

 

$

475,223

 

Cost of goods sold

 

335,315

 

 

 

366,342

 

Gross profit

 

90,087

 

 

 

108,881

 

 

 

 

 

 

 

Operating expenses:

 

 

 

 

 

Selling, general and administrative expenses

 

49,132

 

 

 

48,612

 

Amortization expense

 

5,109

 

 

 

5,112

 

Impairment of goodwill

 

—

 

 

 

70,580

 

Loss on sales of assets

 

—

 

 

 

135

 

Operating income (loss)

 

35,846

 

 

 

(15,558

)

 

 

 

 

 

 

Other expenses (income):

 

 

 

 

 

Interest expense, net

 

37,758

 

 

 

37,825

 

Other income

 

(1,147

)

 

 

(1,042

)

Loss before income tax benefit

 

(765

)

 

 

(52,341

)

Income tax benefit

 

(1,600

)

 

 

(12,102

)

Net income (loss)

$

835

 

 

$

(40,239

)

 

 

 

 

 

 

Weighted average shares outstanding:

 

 

 

 

 

Basic

 

79,169

 

 

 

78,648

 

Diluted

 

79,670

 

 

 

78,648

 

 

 

 

 

 

 

Earnings (loss) per share:

 

 

 

 

 

Basic

$

0.01

 

 

$

(0.51

)

Diluted

$

0.01

 

 

$

(0.51

)

 

 

 

 

 

 

Cash dividends declared per share

$

0.19

 

 

$

0.19

 

B&G Foods, Inc. and Subsidiaries

Segment Net Sales, Segment Adjusted Expenses and Segment Adjusted EBITDA and

Reconciliation of Segment Adjusted EBITDA to Net Income (Loss)

(In thousands)

(Unaudited)

 

 

 

First Quarter Ended

 

 

March 29,

 

March 30,

 

 

2025

 

2024

Segment net sales:

 

 

 

 

 

 

Specialty

 

$

134,400

 

 

$

154,729

 

Meals

 

 

106,142

 

 

 

120,031

 

Frozen & Vegetables

 

 

93,119

 

 

 

104,887

 

Spices & Flavor Solutions

 

 

91,741

 

 

 

95,576

 

Total segment net sales

 

 

425,402

 

 

 

475,223

 

 

 

 

 

 

 

 

Segment adjusted expenses:

 

 

 

 

 

 

Specialty

 

 

100,880

 

 

 

117,537

 

Meals

 

 

81,168

 

 

 

94,402

 

Frozen & Vegetables

 

 

94,592

 

 

 

97,057

 

Spices & Flavor Solutions

 

 

65,472

 

 

 

66,907

 

Total segment adjusted expenses

 

 

342,112

 

 

 

375,903

 

 

 

 

 

 

 

 

Segment adjusted EBITDA:

 

 

 

 

 

 

Specialty

 

 

33,520

 

 

 

37,192

 

Meals

 

 

24,974

 

 

 

25,629

 

Frozen & Vegetables

 

 

(1,473

)

 

 

7,830

 

Spices & Flavor Solutions

 

 

26,269

 

 

 

28,669

 

Total segment adjusted EBITDA

 

 

83,290

 

 

 

99,320

 

 

 

 

 

 

 

 

Unallocated corporate expenses

 

 

24,152

 

 

 

24,275

 

Adjusted EBITDA

 

$

59,138

 

 

$

75,045

 

 

 

 

 

 

 

 

Depreciation and amortization

 

$

16,838

 

 

$

17,209

 

Acquisition/divestiture-related and non-recurring expenses

 

 

2,313

 

 

 

1,637

 

Impairment of goodwill

 

 

—

 

 

 

70,580

 

Loss on sales of assets

 

 

—

 

 

 

135

 

Impairment of property, plant and equipment, net

 

 

2,994

 

 

 

—

 

Interest expense, net

 

 

37,758

 

 

 

37,825

 

Income tax benefit

 

 

(1,600

)

 

 

(12,102

)

Net income (loss)

 

$

835

 

 

$

(40,239

)

B&G Foods, Inc. and Subsidiaries

Items Affecting Comparability

Reconciliation of Net Income (Loss) to EBITDA and Adjusted EBITDA(1)

(In thousands)

(Unaudited)

 

 

 

First Quarter Ended

 

 

March 29,

 

March 30,

 

 

2025

 

2024

Net income (loss)

 

$

835

 

 

$

(40,239

)

Income tax benefit

 

 

(1,600

)

 

 

(12,102

)

Interest expense, net

 

 

37,758

 

 

 

37,825

 

Depreciation and amortization

 

 

16,838

 

 

 

17,209

 

EBITDA(1)

 

 

53,831

 

 

 

2,693

 

Acquisition/divestiture-related and non-recurring expenses(2)

 

 

2,313

 

 

 

1,637

 

Impairment of goodwill(3)

 

 

—

 

 

 

70,580

 

Loss on sales of assets

 

 

—

 

 

 

135

 

Impairment of property, plant and equipment, net(4)

 

 

2,994

 

 

 

—

 

Adjusted EBITDA(1)

 

$

59,138

 

 

$

75,045

 

B&G Foods, Inc. and Subsidiaries

Items Affecting Comparability

Reconciliation of Net Cash Provided by Operating Activities to EBITDA and Adjusted EBITDA(1)

(In thousands)

(Unaudited)

 

 

 

First Quarter Ended

 

 

March 29,

 

March 30,

 

 

2025

 

2024

Net cash provided by operating activities

 

$

52,745

 

 

$

35,122

 

Income tax benefit

 

 

(1,600

)

 

 

(12,102

)

Interest expense, net

 

 

37,758

 

 

 

37,825

 

Impairment of goodwill(3)

 

 

—

 

 

 

(70,580

)

Loss on sales of assets

 

 

(3,875

)

 

 

(135

)

Deferred income taxes

 

 

1,839

 

 

 

17,874

 

Amortization of deferred debt financing costs and bond discount

 

 

(1,416

)

 

 

(1,298

)

Share-based compensation expense

 

 

(3,171

)

 

 

(1,783

)

Changes in assets and liabilities, net of effects of business combinations

 

 

(28,449

)

 

 

(2,230

)

EBITDA(1)

 

 

53,831

 

 

 

2,693

 

Acquisition/divestiture-related and non-recurring expenses(2)

 

 

2,313

 

 

 

1,637

 

Impairment of goodwill(3)

 

 

—

 

 

 

70,580

 

Loss on sales of assets

 

 

—

 

 

 

135

 

Impairment of property, plant and equipment, net(4)

 

 

2,994

 

 

 

—

 

Adjusted EBITDA(1)

$

59,138

 

 

$

75,045

B&G Foods, Inc. and Subsidiaries

Items Affecting Comparability

Reconciliation of Net Income (Loss) to Adjusted Net Income and Adjusted Diluted Earnings per Share(5)

(In thousands, except per share data)

(Unaudited)

 

 

First Quarter Ended

 

March 29,

 

March 30,

 

2025

 

2024

Net income (loss)

$

835

 

 

$

(40,239

)

Acquisition/divestiture-related and non-recurring expenses(2)

 

2,313

 

 

 

1,637

 

Impairment of goodwill(3)

 

—

 

 

 

70,580

 

Loss on sales of assets

 

—

 

 

 

135

 

Impairment of property, plant and equipment, net(4)

 

2,994

 

 

 

—

 

Tax benefit related to IRC Section 987 and other discrete items(6)

 

(1,394

)

 

 

—

 

Tax effects of non-GAAP adjustments(7)

 

(1,300

)

 

 

(17,724

)

Adjusted net income(5)

$

3,448

 

 

$

14,389

 

Adjusted diluted earnings per share(5)

$

0.04

 

 

$

0.18

 

(1)

EBITDA and adjusted EBITDA are non-GAAP financial measures used by management to measure operating performance. A non‑GAAP financial measure is defined as a numerical measure of the Company’s financial performance that excludes or includes amounts so as to be different from the most directly comparable measure calculated and presented in accordance with GAAP in the Company’s consolidated balance sheets and related consolidated statements of operations, comprehensive income (loss), changes in stockholders’ equity and cash flows. The Company defines EBITDA as net income (loss) before net interest expense, income taxes, and depreciation and amortization. The Company defines adjusted EBITDA as EBITDA adjusted for cash and non‑cash acquisition/divestiture‑related expenses, gains and losses (which may include third-party fees and expenses, integration, restructuring and consolidation expenses, amortization of acquired inventory fair value step-up, and gains and losses on the sale of certain assets); gains and losses on extinguishment of debt; impairment of assets held for sale; impairment of intangible assets; and non-recurring expenses, gains and losses.

 

Management believes that it is useful to eliminate these items because it allows management to focus on what it deems to be a more reliable indicator of ongoing operating performance and the Company’s ability to generate cash flow from operations. The Company uses EBITDA and adjusted EBITDA in the Company’s business operations to, among other things, evaluate the Company’s operating performance, develop budgets and measure the Company’s performance against those budgets, determine employee bonuses and evaluate the Company’s cash flows in terms of cash needs. The Company also presents EBITDA and adjusted EBITDA because the Company believes they are useful indicators of the Company’s historical debt capacity and ability to service debt and because covenants in the Company’s credit agreement, the Company’s senior secured notes indenture and the Company’s senior notes indenture contain ratios based on these measures. As a result, reports used by internal management during monthly operating reviews feature the EBITDA and adjusted EBITDA metrics. However, management uses these metrics in conjunction with traditional GAAP operating performance and liquidity measures as part of its overall assessment of company performance and liquidity, and therefore does not place undue reliance on these measures as its only measures of operating performance and liquidity.

 

EBITDA and adjusted EBITDA are not recognized terms under GAAP and do not purport to be alternatives to operating income (loss), net income (loss) or any other GAAP measure as an indicator of operating performance. EBITDA and adjusted EBITDA are not complete net cash flow measures because EBITDA and adjusted EBITDA are measures of liquidity that do not include reductions for cash payments for an entity’s obligation to service its debt, fund its working capital, capital expenditures and acquisitions and pay its income taxes and dividends. Rather, EBITDA and adjusted EBITDA are potential indicators of an entity’s ability to fund these cash requirements. EBITDA and adjusted EBITDA are not complete measures of an entity’s profitability because they do not include certain costs and expenses and gains and losses described above. Because not all companies use identical calculations, this presentation of EBITDA and adjusted EBITDA may not be comparable to other similarly titled measures of other companies. However, EBITDA and adjusted EBITDA can still be useful in evaluating the Company’s performance against the Company’s peer companies because management believes these measures provide users with valuable insight into key components of GAAP amounts.

 

(2)

Acquisition/divestiture-related and non-recurring expenses primarily include acquisition, integration and divestiture‑related expenses for prior and potential future acquisitions and divestitures, and non-recurring expenses.

 

(3)

In connection with the Company’s transition from one reportable segment to four reportable segments during the first quarter of 2024, the Company reassigned assets and liabilities, including goodwill, between four reporting units (which are the same as the Company’s reportable segments). The Company completed a goodwill impairment test, both prior to and subsequent to the change in reporting structure, comparing the fair values of the reporting units to the carrying values. The goodwill impairment test resulted in the Company recognizing pre‑tax, non-cash goodwill impairment charges of $70.6 million (or $53.4 million, net of tax) within its Frozen & Vegetables reporting unit during the first quarter of 2024.

 

(4)

During the first quarter of 2025, the Company recorded pre-tax, non-cash impairment charges of $3.0 million related to property, plant and equipment.

 

(5)

Adjusted net income and adjusted diluted earnings per share are non-GAAP financial measures used by management to measure operating performance. The Company defines adjusted net income and adjusted diluted earnings per share as net income (loss) and diluted earnings (loss) per share adjusted for certain items that affect comparability. These non-GAAP financial measures reflect adjustments to net income (loss) and diluted earnings (loss) per share to eliminate the items identified in the reconciliation above. This information is provided in order to allow investors to make meaningful comparisons of the Company’s operating performance between periods and to view the Company’s business from the same perspective as the Company’s management. Because the Company cannot predict the timing and amount of these items, management does not consider these items when evaluating the Company’s performance or when making decisions regarding allocation of resources.

 

(6)

During the first quarter of 2025, the Company recorded a net discrete tax benefit of $1.4 million, primarily related to a discrete tax benefit of $2.1 million for the tax effect of a pre-transition loss related to Section 987 of the Internal Revenue Code of 1986 for the cumulative unrecognized foreign exchange loss relating to its primary operating subsidiary in Canada, which is a qualified business unit for purposes of Section 987, partially offset by discrete tax expenses of $0.7 million related to stock-based compensation and rate changes.

 

(7)

Represents the tax effects of the non-GAAP adjustments listed above, assuming a tax rate of 24.5%.

B&G Foods, Inc. and Subsidiaries

Items Affecting Comparability

Reconciliation of Net Sales to Base Business Net Sales(1)

(In thousands)

(Unaudited)

 

 

First Quarter Ended

 

March 29,

 

March 30,

 

2025

 

2024

Net sales

$

425,402

 

$

475,223

Net sales from discontinued or divested brands(2)

 

—

 

 

65

Base business net sales(1)

$

425,402

 

$

475,288

(1)

Base business net sales is a non-GAAP financial measure used by management to measure operating performance. The Company defines base business net sales as the Company’s net sales excluding (1) the net sales of acquisitions until the net sales from such acquisitions are included in both comparable periods and (2) net sales of discontinued or divested brands. The portion of current period net sales attributable to recent acquisitions for which there is no corresponding period in the comparable period of the prior year is excluded. For each acquisition, the excluded period starts at the beginning of the most recent fiscal period being compared and ends on the first anniversary of the acquisition date. For discontinued or divested brands, the entire amount of net sales is excluded from each fiscal period being compared. The Company has included this financial measure because management believes it provides useful and comparable trend information regarding the results of the Company’s business without the effect of the timing of acquisitions and the effect of discontinued or divested brands.

 

(2)

For the first quarter of 2024, reflects a net credit paid to customers relating to discontinued and divested brands.

B&G Foods, Inc. and Subsidiaries

Items Affecting Comparability

Reconciliation of Gross Profit to Adjusted Gross Profit and

Gross Profit Percentage to Adjusted Gross Profit Percentage(1)

(In thousands, except percentages)

(Unaudited)

 

 

 

First Quarter Ended

 

 

March 29,

 

March 30,

 

 

2025

 

2024

Gross profit

 

$

90,087

 

 

$

108,881

 

Acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold(2)

 

 

516

 

 

 

1,005

 

Adjusted gross profit(1)

 

$

90,603

 

 

$

109,886

 

 

 

 

 

 

 

 

Gross profit percentage

 

 

21.2

%

 

 

22.9

%

Acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold as a percentage of net sales

 

 

0.1

%

 

 

0.2

%

Adjusted gross profit percentage(1)

 

 

21.3

%

 

 

23.1

%

(1)

 

Adjusted gross profit and adjusted gross profit percentage are non-GAAP financial measures used by management to measure operating performance. The Company defines adjusted gross profit as gross profit adjusted for acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold and adjusted gross profit percentage as gross profit percentage (i.e., gross profit as a percentage of net sales) adjusted for acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold. These non-GAAP financial measures reflect adjustments to gross profit and gross profit percentage to eliminate the items identified in the reconciliation above. This information is provided in order to allow investors to make meaningful comparisons of the Company’s operating performance between periods and to view the Company’s business from the same perspective as the Company’s management. Because the Company cannot predict the timing and amount of these items, management does not consider these items when evaluating the Company’s performance or when making decisions regarding allocation of resources.

 

(2)

 

Acquisition/divestiture-related expenses and non-recurring expenses included in cost of goods sold primarily include acquisition, integration and divestiture-related expenses for prior and potential future acquisitions and divestitures, and non-recurring expenses.

 

View source version on businesswire.com: https://www.businesswire.com/news/home/20250507237342/en/

Investor Relations: ICR, Inc. Anna Kate Heller bgfoodsIR@icrinc.com

Media Relations: ICR, Inc. Matt Lindberg 203.682.8214