11/04/2025 | Press release | Distributed by Public on 11/04/2025 06:31
Management's Discussion and Analysis of Financial Condition and Results of Operations
The following discussion contains forward-looking statements that involve risks and uncertainties. Our actual results may differ materially from those discussed in the forward-looking statements as a result of various factors, including those set forth in Part II, Item 1A, "Risk Factors," and "Special Note Regarding Forward-Looking Statements" included elsewhere in this Quarterly Report. The following information should be read in conjunction with the unaudited financial information and the notes thereto included in this Quarterly Report and the audited financial information and the notes thereto included in our Annual Report.
Overview
Our mission is to bring ethical food to the table, and we carry out this mission by raising the standards in the food industry and disrupting industrial, factory food norms. Our approach has allowed us to bring high-quality products from our network of family farms to a national audience and has enabled us to become the leading U.S. brand of pasture-raised eggs and the second-largest U.S. egg brand by retail dollar sales. Our ethics are exemplified by our focus on animal welfare and sustainable farming practices. We believe our standards produce happy hens with varied diets, which produce better eggs. There is a seismic shift in consumer demand for natural, traceable, clean-label, great-tasting and nutritious foods. Supported by a steadfast adherence to the values on which we were founded, we have designed our brand and products to appeal to this consumer movement.
Our purpose is to improve the lives of people, animals and the planet through food. We are committed to Conscious Capitalism, which prioritizes positive, long-term outcomes with all of our stakeholders - farmers and suppliers, customers and consumers, communities and the environment, employees, who we refer to as crew members, and stockholders. We make decisions based on what is sustainable for all our stakeholders. For us, it is not about short-term outcomes or a trade-off between purpose and profit. We are fierce business competitors who believe that prioritizing the long-term viability of all stakeholders will produce stronger outcomes for everyone over time. These principles guide our day-to-day operations and, we believe, help us deliver a more sustainable and successful business. Our approach has been validated by our financial performance and our impact on the food industry. We are incorporated as a Delaware public benefit corporation and are a Certified B Corporation, a designation reserved by B Lab, an independent non-profit organization, for businesses that balance profit and purpose to meet the highest verified standards of social and environmental performance, public transparency and legal accountability.
We source our eggs from a network of 575 contracted family farms, along with a small number of company-owned "accelerator farms." The cream for our butter is sourced from a network of family farms contracted by our butter supplier. We have strategically designed our supply chain to ensure high production standards and optimal year-round operation. We are motivated by the positive impact we have on rural communities and enjoy a strong relationship and reputation with our network of farmers.
We primarily work with our contracted family farms pursuant to buy-sell contracts. Under these arrangements, the farmer is responsible for all of the working capital and investments required to produce the eggs and manage the farm, including purchasing the birds and feed supply. As a result of ongoing elevated construction costs associated with our new farms, we incurred incremental farm recruitment costs in 2024, which have continued into 2025, and we expect to incur additional costs in connection with renewal incentives for certain existing farmers in 2025. These costs are expected to be recognized over the term of the related buy-sell contracts with the new farms, which are generally four to six years in length. We believe the impact to our working capital resulting from these costs could range from $30.0 million to $40.0 million in fiscal 2025. We are obligated to purchase all of the eggs produced by our contracted family farms during the term of the contract at an agreed-upon price that depends upon pallet weight and is adjusted quarterly for changes in feed cost.
We believe we are a strategic and valuable partner to retailers. We have continued to command premium prices for our products, including our shell eggs. Our loyal and growing consumer base has fueled the expansion of our brand from the natural channel to the mainstream channel. We believe the success of our brand demonstrates that consumers are demanding premium products that meet a higher ethical standard of food production. We have a strong presence at The Kroger Co., Sprouts Farmers Market, Target Corporation and Whole Foods Market, Inc., or Whole Foods, and we also sell our products at Albertsons Companies, Inc., Publix Super Markets, Inc. and Walmart, Inc. We offer 23 retail stock keeping units, or SKUs, through a multi-channel retail distribution network. We believe we have significant room for growth within the retail and foodservice channels through growing brand awareness, gaining additional points of distribution and new product innovation.
Our shell eggs are collected from farmers by a third-party freight carrier and placed in cold storage until we pack them for shipping to our customers at our state-of-the-art shell egg processing facility in Springfield, Missouri, Egg Central Station. Egg Central Station is approximately 153,000 square feet and utilizes highly automated equipment to grade and package our shell egg products. Egg Central Station is capable of packing approximately six million eggs per day and has an SQF Excellent rating, the highest level of such certification from the Global Food Safety Initiative.
To help support continued supply and further growth, we announced in 2024 that we plan to locate a second egg washing and packing facility in Seymour, Indiana, which we anticipate will be fully operational in early 2027. We intend to build upon the foundational key learnings and successes from our Egg Central Station facility in Missouri with this second facility and further expand
our already resilient supply chain. To help meet the continued demand for our shell eggs, we announced in January 2025 that we plan to install an additional Moba egg grading system, the primary automation technology used in washing, sorting and packing shell eggs, at Egg Central Station in Missouri. Installation of this new system began in the first quarter of 2025, and it is expected to be fully operational by the end of fiscal 2025.
In fiscal 2024, we purchased parcels of farmland totaling approximately 1,040 acres of farmland in Indiana for a total cost of approximately $7.5 million. We have developed and plan to continue to develop this farmland (along with other potential parcels to be purchased in the future) and utilize it for accelerator farms to provide learning and development opportunities within our farm network and to help ensure adequate supply for our future egg washing and packing facility in Seymour, Indiana, while preserving the ability in the future to sell turnkey farms to interested farmers. In fiscal 2025, we elected to sell certain undeveloped parcels of owned farmland in Indiana, totaling approximately 516 acres. Two parcels totaling approximately 145 acres were sold during the 39-week period ended September 28, 2025.
Our products are primarily distributed through a broker-distributor-retailer network whereby brokers represent our products to distributors and retailers who will in turn sell our products to consumers. We serve the majority of natural channel customers through food distributors, which purchase, store, sell and deliver our products to our customers. We serve mainstream retailers by arranging for delivery of our products directly through their distribution centers. We also leverage distributor relationships to fulfill orders for certain independent grocers and other customers.
We have experienced consistent sales growth. We had net revenue of $198.9 million and $145.0 million, net income of $16.4 million and $7.4 million, and Adjusted EBITDA of $27.4 million and $15.2 million in the 13-week periods ended September 28, 2025 and September 29, 2024, respectively. We had net revenue of $545.9 million and $440.3 million, net income of $50.0 million and $42.8 million, and Adjusted EBITDA of $84.8 million and $67.6 million in the 39-week periods ended September 28, 2025 and September 29, 2024, respectively. Adjusted EBITDA is a non-GAAP financial measure. See the section titled "-Non-GAAP Financial Measure-Adjusted EBITDA" below for the definition of Adjusted EBITDA, as well as a reconciliation of Adjusted EBITDA to net income, the most directly comparable financial measure stated in accordance with GAAP.
Known Trends, Events and Uncertainties
Highly Pathogenic Avian Influenza (HPAI) and Other Agricultural Diseases
Since initial outbreaks of HPAI in early 2022, we have been closely following the progression of the virus and working with our farmers, veterinarians, government health officials and animal welfare auditors to ensure that our flocks are kept as safe as possible. In fiscal 2024, we experienced an outbreak of HPAI at one of our farms.
In fiscal 2024, we were made aware of an outbreak of a virus called Egg Drop Syndrome, or EDS, in the Midwest. Nine of our farms experienced outbreaks of EDS in fiscal 2024 and 11 of our farms have experienced outbreaks of EDS to date in fiscal 2025. EDS is characterized by the production of pale, thin-shelled, soft-shelled, or shell-less eggs by seemingly healthy laying hens.
In fiscal 2024 and fiscal 2025, HPAI-related disruptions in the supply of conventional eggs resulted at times in increased demand for premium egg products such as ours, which occasionally resulted in shortages of these eggs on shelves at our retail customers. While we have not experienced material disruptions to our egg supply due to HPAI and EDS outbreaks, if a substantial portion of our farms or production facilities were affected, this could materially and negatively affect our supply chain and operating results. Additionally, agricultural diseases such as HPAI or EDS have resulted and could continue to result in supply shortages and price increases across the egg market, including shortages of eggs on shelves at our retail customers. We are confident in the measures we have taken to reduce the risk of HPAI and EDS on our farms and production facilities (including through procurement of newly available vaccinations for EDS), as well as our ability to mitigate impacts on supply. Outbreaks are difficult to forecast and are influenced by a number of factors, including bird migration patterns, and given continued uncertainty about future outbreaks and governmental responses to such outbreaks, we cannot predict the ultimate impact that agricultural diseases such as HPAI and EDS will have on our business.
Economic Uncertainty and Volatility
Economic uncertainty and volatility may affect our business and corresponding financial position and cash flows. Inflationary factors, such as increases in the cost of materials and supplies, interest rates and overhead costs, may adversely affect our operating results. Elevated interest rates also present a challenge impacting the U.S. economy and could make it more difficult for us or our farmers to obtain traditional financing on acceptable terms, if at all, in the future. Certain of our products and elements of our supply chain, including our butter products and certain processing equipment and packaging, are imported from international markets. We expect that tariffs and restrictions on international trade, including the tariffs implemented by the U.S. government in August 2025, will continue to impact the cost or availability of these items. However, the duration, magnitude and scope of any additional tariffs or restrictions on international trade are difficult to predict, including any related impacts to consumer demand, along with the extent (if
any) to which we will be able to offset the impacts of such actions through our mitigation efforts. Additionally, the shutdown of the U.S. federal government that commenced in October 2025 may adversely impact many of our family farmers' ability to access capital as these farmers receive funding through farm loan programs of the United States Department of Agriculture Farm Service Agency. The shutdown may also impact our ability to receive government approvals for products and labeling of new products and U.S. Food and Drug Administration inspections of our farms. The duration of the shutdown and the scope and magnitude of the shutdown on our business are difficult to predict.
Additionally, many economists and observers have suggested that we should expect a higher recession risk in the near future, which, together with the foregoing, could result in further economic uncertainty and volatility in the capital markets and could negatively affect our operations. We work closely with our farmers, suppliers and third-party manufacturers to manage our supply chain activities and mitigate potential disruptions to our product supplies as a result of supply chain disruptions associated with such uncertainties. We currently expect to have an adequate supply of our products, packaging and freight through fiscal 2025.
Liquidity and Capital Resources Overview
With cash, cash equivalents and marketable securities of $145.1 million as of September 28, 2025 and $60.0 million available under our syndicated revolving credit facility agreement with JPMorgan Chase Bank, N.A. and the other lenders party thereto, or the JPMorgan Credit Facility, we anticipate having sufficient liquidity to make investments in our business to support our long-term growth strategy. We expect that our cash, cash equivalents and marketable securities as of September 28, 2025, together with cash provided by our operating activities and availability of borrowings under our JPMorgan Credit Facility, will be sufficient to fund our operating expenses for at least the next 12 months and to make investments in our business in support of our long-term growth strategy. For additional information regarding our JPMorgan Credit Facility, see "Long-Term Debt-JPMorgan Credit Facility" at Note 14 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.
Our future capital requirements will depend on many factors, including our pace of new and existing customer growth, our investments in innovation, our investments in acquisitions or other growth opportunities, our investments in partnerships and unexplored channels and ongoing costs associated with expansions of our production capacity. We may be required to seek additional equity or debt financing. However, a significant disruption of global financial markets (including a disruption due to public health pandemics, geopolitical tensions and wars, inflation, tariffs or other factors) may result in our inability to access additional capital, which could in the future negatively affect our operations. In the event that we require additional financing, we may not be able to raise such financing on terms acceptable to us or at all. If we are unable to raise additional capital or generate cash flows necessary to expand our operations and invest in continued innovation and product expansion, we may not be able to compete successfully, which would harm our business, operations and results of operations. For additional information, see the section titled "Liquidity and Capital Resources" below.
Our Fiscal Year
We report on a 52-53-week fiscal year, ending on the last Sunday in December. In a 52-53-week fiscal year, each fiscal quarter consists of 13 weeks. The additional week in a 53-week fiscal year is added to the fourth quarter, making such quarter consist of 14 weeks. Our fiscal year 2025 will include 52 weeks and our fiscal year 2024 consisted of 52 weeks. See "Nature of the Business and Basis of Presentation" in Note 1 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report for additional details related to our fiscal calendar.
Key Factors Affecting Our Business
We believe that the growth of our business and our future success are dependent upon many factors. While each of these factors presents significant opportunities for us, they also pose important challenges that we must successfully address to enable us to sustain the growth of our business and improve our results of operations.
Expand Household Penetration
We have positioned our brand to capitalize on growing consumer interest in natural, clean-label, traceable, ethical, great-tasting and nutritious foods. We believe there is substantial opportunity to grow our consumer base and increase the velocity at which households purchase our products. U.S. household penetration for the shell egg category is approximately 97.3%, while the household penetration for our shell eggs is approximately 10.8%. We intend to increase household penetration by continuing to invest significantly in sales and marketing to educate consumers about our brand, our values and the premium quality of our products. We believe these efforts have helped and will continue to help educate consumers on the attractive attributes of our products, generate further demand for our products and ultimately expand our consumer base. Our ability to continue to attract new consumers will depend, among other things, on the perceived value and quality of our products, the offerings of our competitors and the effectiveness of our marketing efforts. Our performance depends significantly on factors that may affect the level and pattern of consumer spending
in the U.S. natural food market in which we operate. Such factors include consumer preference, consumer confidence, consumer income, consumer perception of the safety and quality of our products and shifts in the perceived value for our products relative to alternatives.
Grow Within the Retail Channel
We believe that our ability to increase the number of customers that sell our products to consumers is an indicator of our market penetration and our future business opportunities. We define our customers as the entities that sell our products to consumers. With certain of our retail customers, like Whole Foods, we sell our products through distributors. We are not able to precisely attribute our net revenue to a specific retailer for products sold through such channels. We rely on third-party data to calculate the portion of retail sales attributable to such retailers, but this data is inherently imprecise because it is based on gross sales generated by our products sold at retailers, without accounting for price concessions, promotional activities or chargebacks in the ordinary course of business, and because it measures retail sales for only the portion of our retailers serviced through distributors. Based on this third-party data and internal analysis, Whole Foods accounted for approximately 20% and 21% of our retail sales for the 13-week periods ended September 28, 2025 and September 29, 2024 and 20% and 21% for the 39-week periods ended September 28, 2025 and September 29, 2024, respectively.
As of September 28, 2025, there were approximately 23,500 stores selling our products. We expect the retail channel to be our largest source of net revenue for the foreseeable future. By capturing greater shelf space, driving higher product velocities and increasing our SKU count, we believe there is meaningful runway for further growth with existing retail customers. Additionally, we believe there is significant opportunity to gain incremental stores from existing customers as well as by adding new retail customers. We also believe there is significant further long-term opportunity in additional distribution channels, including the convenience, drugstore, club, military and international markets. Our ability to execute this strategy will increase our opportunities for incremental sales to consumers, and we also believe this growth will allow for margin expansion. To accomplish these objectives, we intend to continue leveraging consumer awareness of and demand for our brand, offering targeted sales incentives to our customers and utilizing customer-specific marketing tactics. Our ability to grow within the retail channel will depend on a number of factors, such as our customers' satisfaction with the sales, product velocities and profitability of our products.
Expand Footprint Across Foodservice
We believe there is significant demand for our products in the foodservice channel since we offer versatile ingredients with high menu penetrations across commercial and non-commercial operator segments. We see considerable opportunity to continue to grow the channel in the medium- to long-term with our two-pronged sales approach to values-aligned foodservice operators and their distributors. We are working with ROOTED Food Sales Agency, a foodservice sales and marketing agency, to increase our category share in broad-line distribution and to access additional national and regional restaurant menus.
We are also leveraging foodservice as a critical consumer touchpoint to drive brand awareness, and we are investing in co-marketing to reach new households. We believe co-marketing is mutually beneficial to foodservice operators because it helps to differentiate their brands, enhances their perceived customer value and drives loyalty.
Expand Our Product Offerings
We intend to continue to strengthen our product offerings by investing in innovation in new and existing categories. We have a history of product introductions and intend to continue to innovate by introducing new products from time to time. Eggs and egg-related products generated $192.6 million in net revenue, approximately 97% of total net revenue, in the 13-week period ended September 28, 2025. Eggs and egg-related products generated $527.4 million in net revenue, approximately 97% of total net revenue in the 39-week period ended September 28, 2025. We expect eggs and egg-related products to be our largest source of net revenue for the foreseeable future. We believe that investments in innovation will contribute to our long-term growth, including by reinforcing our efforts to increase household penetration. Our ability to successfully develop, market and sell new products will depend on a variety of factors, including the availability of capital to invest in innovation, as well as changing consumer preferences and demand for food products.
Key Components of Results of Operations
Net Revenue
We generate net revenue primarily from sales of our products, including eggs and butter, to our customers, which include natural retailers, mainstream retailers, distributors and foodservice customers. We sell our products to customers on a purchase-order basis. We serve the majority of our natural channel customers and certain independent grocers and other customers through food distributors, which purchase, store, sell and deliver our products to these customers.
We periodically offer promotional incentives to our customers, including customer rebates, temporary price reductions, off-invoice discounts, retailer advertisements, product coupons and other trade activities. At the end of each accounting period, we recognize a liability for an estimated promotional allowance reserve. We periodically provide credits or discounts to our customers in the event that products do not conform to customer expectations upon delivery or expire at a customer's site. We treat these credits and discounts as a reduction of the sales price of the related transaction at the time of sale. We anticipate that these promotional activities, credits and discounts could materially impact our net revenue and that changes in such activities could impact period-over-period results.
Our shell eggs are sold to consumers at a premium price point, and when prices for commodity shell eggs fall relative to the price of our shell eggs (including due to any price increases we may implement), price-sensitive consumers may choose to purchase commodity shell eggs offered by our competitors instead of our eggs. As a result, low commodity shell egg prices may adversely affect our net revenue. We have periodically increased prices on certain of our products. While we have not seen significant decreases in sales volume due to previous price increases, if we further increase prices to offset higher commodity prices or other costs, we could experience lower demand for our products, decreased ability to attract new customers and lower sales volumes. Net revenue may also vary from period to period depending on the purchase orders we receive, the volume and mix of our products sold, and the channels through which our products are sold.
Cost of Goods Sold
Cost of goods sold consists of the costs directly attributable to producing our products which include labor, raw material and packaging costs and overhead. Labor cost is comprised of wages and related costs for our processing crew members. Raw material cost is comprised of those items necessary to process our finished egg and butter products, and the packaging cost includes the cost of the packaging materials our finished products are sold in. Overhead costs include utilities, insurance, inbound freight, storage fees related to our warehouse and depreciation and amortization expenses related to our assets used in production. We expect cost of goods sold to increase in the future in connection with the development and staffing of our second egg washing and packing facility in Indiana, as well as a result of the factors described above in "Known Trends, Events and Uncertainties-Economic Uncertainty and Volatility."
Selling, General and Administrative
Selling, general and administrative expenses consist primarily of broker and contractor fees for sales and marketing, as well as personnel costs for sales and marketing, finance, human resources and other administrative functions, including salaries, benefits, bonuses, stock-based compensation expense and sales commissions. Selling, general and administrative expenses also include advertising and digital media costs, agency fees, travel and entertainment costs, and costs associated with consumer promotions, product samples, sales aids incurred to acquire new customers, retain existing customers and build our brand awareness, overhead costs for facilities, including associated depreciation and amortization expenses related to our non-production facilities and assets, and information technology-related expenses. We expect selling, general and administrative expenses to increase in the future in connection with our expansion of the business and increased marketing costs.
Shipping and Distribution
Shipping and distribution expenses consist primarily of costs related to third-party freight for our products. We expect shipping and distribution expenses to increase in absolute dollars in the medium-to-long term as we continue to scale our business, and there is a risk that such expenses could continue to increase due to economic uncertainty, geopolitical tensions or wars.
Results of Operations
The results of operations data for the 13-week and 39-week periods ended September 28, 2025 and September 29, 2024 have been derived from the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.
Comparison of the 13-Week Periods Ended September 28, 2025 and September 29, 2024
The following table sets forth our consolidated statement of income data expressed as a percentage of net revenue for the periods presented:
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
|||||||||||||||
|
Amount |
% of |
Amount |
% of |
|||||||||||||
|
(dollars in thousands) |
||||||||||||||||
|
Net revenue |
$ |
198,936 |
100 |
% |
$ |
145,002 |
100 |
% |
||||||||
|
Cost of goods sold(1) |
123,974 |
62 |
% |
91,526 |
63 |
% |
||||||||||
|
Gross profit |
74,962 |
38 |
% |
53,476 |
37 |
% |
||||||||||
|
Operating expenses: |
||||||||||||||||
|
Selling, general and administrative(2) |
44,394 |
22 |
% |
36,102 |
25 |
% |
||||||||||
|
Shipping and distribution |
9,169 |
5 |
% |
8,134 |
6 |
% |
||||||||||
|
Total operating expenses |
53,563 |
27 |
% |
44,236 |
31 |
% |
||||||||||
|
Income from operations |
21,399 |
11 |
% |
9,240 |
6 |
% |
||||||||||
|
Other income (expense), net: |
||||||||||||||||
|
Interest expense |
(213 |
) |
- |
(259 |
) |
- |
||||||||||
|
Interest income |
1,270 |
1 |
% |
1,407 |
1 |
% |
||||||||||
|
Other expense, net |
(487 |
) |
- |
(6 |
) |
- |
||||||||||
|
Total other income (expense), net |
570 |
- |
1,142 |
1 |
% |
|||||||||||
|
Net income before income taxes |
21,969 |
11 |
% |
10,382 |
7 |
% |
||||||||||
|
Income tax provision |
5,550 |
3 |
% |
2,936 |
2 |
% |
||||||||||
|
Net income |
$ |
16,419 |
8 |
% |
$ |
7,446 |
5 |
% |
||||||||
Net Revenue
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Net revenue |
$ |
198,936 |
$ |
145,002 |
$ |
53,934 |
37 |
% |
||||||||
The increase in net revenue of $53.9 million, or 37%, was primarily driven by volume-related increases of $27.5 million and price/mix benefits of $26.4 million. The volume favorability was driven by accelerated demand for existing products, expanded item offerings and store distribution at existing customers. Net revenue from sales through our retail channel was $189.7 million and $139.0 million for the 13-week periods ended September 28, 2025 and September 29, 2024, respectively.
Gross Profit and Gross Margin
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Gross profit |
$ |
74,962 |
$ |
53,476 |
$ |
21,486 |
40 |
% |
||||||||
|
Gross margin |
38 |
% |
37 |
% |
||||||||||||
The increase in gross profit of $21.5 million, or 40%, was driven by higher net revenue generated during the period from volume growth, increased pricing across our shell egg portfolio and favorable mix benefits. Compared to the corresponding period in the prior year, gross margin increased slightly driven by favorable price/mix benefits and commodity costs partially offset by increased overhead costs.
Operating Expenses
Selling, General and Administrative
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Selling, general and administrative |
$ |
44,394 |
$ |
36,102 |
$ |
8,292 |
23 |
% |
||||||||
|
Percentage of net revenue |
22 |
% |
25 |
% |
||||||||||||
The increase in selling, general and administrative expenses of $8.3 million, or 23%, was primarily driven by expenses to support the expansion of our business and continued growth, including:
Shipping and Distribution
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Shipping and distribution |
$ |
9,169 |
$ |
8,134 |
$ |
1,035 |
13 |
% |
||||||||
|
Percentage of net revenue |
5 |
% |
6 |
% |
||||||||||||
The increase in shipping and distribution costs of $1.0 million, or 13%, was driven by higher sales volume, partially offset by favorable linehaul and fuel rates.
Interest Expense
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Interest expense |
$ |
(213 |
) |
$ |
(259 |
) |
$ |
46 |
(18 |
)% |
||||||
The decrease in interest expense of $46 thousand, or 18%, was primarily driven by a reduction in interest paid on finance leases.
Interest Income
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Interest income |
$ |
1,270 |
$ |
1,407 |
$ |
(137 |
) |
(10 |
)% |
|||||||
The decrease of $0.1 million in interest income, or 10%, was primarily driven by a decrease in interest income received on our available-for-sale securities and marketable securities.
Other Expense, net
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Other expense, net |
$ |
(487 |
) |
$ |
(6 |
) |
$ |
(481 |
) |
8,017 |
% |
|||||
The increase in other expense, net of $0.5 million, or 8,017%, was primarily driven by losses on our commodity derivative instruments during the 13-week period ended September 28, 2025 as compared to those in the 13-week period ended September 29, 2024.
Income Tax Provision
|
13-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Income tax provision |
$ |
5,550 |
$ |
2,936 |
$ |
2,614 |
89 |
% |
||||||||
The increase in the income tax provision of $2.6 million, or 89%, was related to an increase in net income for the 13-week period ended September 28, 2025 as compared to the 13-week period ended September 29, 2024, in addition to a decrease in the tax benefit of non-qualified stock option exercises and RSU releases that occurred during the 13-week period ended September 28, 2025, as compared to the 13-week period ended September 29, 2024.
Comparison of the 39-Week Periods Ended September 28, 2025 and September 29, 2024
The following table sets forth our consolidated statement of income data expressed as a percentage of net revenue for the periods presented:
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
|||||||||||||||
|
Amount |
% of |
Amount |
% of |
|||||||||||||
|
(dollars in thousands) |
||||||||||||||||
|
Net revenue |
$ |
545,892 |
100 |
% |
$ |
440,318 |
100 |
% |
||||||||
|
Cost of goods sold(1) |
336,635 |
62 |
% |
270,268 |
61 |
% |
||||||||||
|
Gross profit |
209,257 |
38 |
% |
170,050 |
39 |
% |
||||||||||
|
Operating expenses: |
||||||||||||||||
|
Selling, general and administrative(2) |
115,290 |
21 |
% |
96,569 |
22 |
% |
||||||||||
|
Shipping and distribution |
27,004 |
5 |
% |
22,933 |
5 |
% |
||||||||||
|
Total operating expenses |
142,294 |
26 |
% |
119,502 |
27 |
% |
||||||||||
|
Income from operations |
66,963 |
12 |
% |
50,548 |
11 |
% |
||||||||||
|
Other income (expense), net: |
||||||||||||||||
|
Interest expense |
(666 |
) |
- |
(771 |
) |
- |
||||||||||
|
Interest income |
3,814 |
1 |
% |
3,811 |
1 |
% |
||||||||||
|
Other expense, net |
(1,268 |
) |
- |
(370 |
) |
- |
||||||||||
|
Total other income (expense), net |
1,880 |
1 |
% |
2,670 |
1 |
% |
||||||||||
|
Net income before income taxes |
68,843 |
13 |
% |
53,218 |
12 |
% |
||||||||||
|
Income tax provision |
18,885 |
3 |
% |
10,410 |
2 |
% |
||||||||||
|
Net income |
$ |
49,958 |
9 |
% |
$ |
42,808 |
10 |
% |
||||||||
Net Revenue
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Net revenue |
$ |
545,892 |
$ |
440,318 |
$ |
105,574 |
24 |
% |
||||||||
The increase in net revenue of $105.6 million, or 24%, was primarily driven by price/mix benefits of $54.5 million and volume-related increase of $51.1 million. The volume favorability was driven by accelerated demand for existing products, expanded item offerings and store distribution at existing customers. Net revenue from sales through our retail channel was $520.5 million and $423.2 million for the 39-week periods ended September 28, 2025 and September 29, 2024, respectively.
Gross Profit and Gross Margin
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Gross profit |
$ |
209,257 |
$ |
170,050 |
$ |
39,207 |
23 |
% |
||||||||
|
Gross margin |
38 |
% |
39 |
% |
||||||||||||
The increase in gross profit of $39.2 million, or 23%, was driven by higher net revenue generated during the period from volume growth, increased pricing across our shell egg portfolio and favorable mix benefits. Compared to the corresponding 39-week period in the prior year, gross margin declined slightly as investments continue to scale and grow the business driven by increases in labor and overhead costs offset price/mix benefits.
Operating Expenses
Selling, General and Administrative
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Selling, general and administrative |
$ |
115,290 |
$ |
96,569 |
$ |
18,721 |
19 |
% |
||||||||
|
Percentage of net revenue |
21 |
% |
22 |
% |
||||||||||||
The increase in selling, general and administrative expenses of $18.7 million, or 19%, was primarily driven by expenses to support the expansion of our business and continued growth:
Shipping and Distribution
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Shipping and distribution |
$ |
27,004 |
$ |
22,933 |
$ |
4,071 |
18 |
% |
||||||||
|
Percentage of net revenue |
5 |
% |
5 |
% |
||||||||||||
The increase in shipping and distribution costs of $4.1 million, or 18%, was driven by higher sales volume.
Interest Expense
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
Interest expense |
$ |
(666 |
) |
$ |
(771 |
) |
$ |
105 |
(14 |
)% |
||||||
The decrease of $0.1 million in interest expense, or 14%, was primarily driven by a reduction in interest paid on finance leases.
Interest Income
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Interest income |
$ |
3,814 |
$ |
3,811 |
$ |
3 |
0 |
% |
||||||||
The increase of $3 thousand in interest income, or 0%, was primarily driven by higher interest income from our available-for-sale securities and marketable securities portfolios resulting from a higher balance and higher interest rates.
Other Expense, net
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Other expense, net |
$ |
(1,268 |
) |
$ |
(370 |
) |
$ |
(898 |
) |
243 |
% |
|||||
The increase in other expense, net of $0.9 million, or 243%, was primarily driven by losses on our commodity derivative instruments during the 39-week period ended September 28, 2025 as compared to those in the 39-week period ended September 29, 2024.
Income Tax Provision
|
39-Weeks Ended |
||||||||||||||||
|
September 28, |
September 29, |
$ Change |
% Change |
|||||||||||||
|
(in thousands) |
||||||||||||||||
|
Income tax provision |
$ |
18,885 |
$ |
10,410 |
$ |
8,475 |
81 |
% |
||||||||
The increase in the income tax provision of $8.5 million, or 81%, was related to an increase in net income for the 39-week period ended September 28, 2025 as compared to the 39-week period ended September 29, 2024 in addition to a decrease in the tax benefit of non-qualified stock option exercises and RSU releases that occurred during the 39-week period ended September 28, 2025, as compared to the 39-week period ended September 29, 2024.
Liquidity and Capital Resources
Since inception, we have funded our operations with proceeds from sales of our capital stock, proceeds from borrowings and cash flows from the sale of our products. We had net income of $16.4 million and $50.0 million in the 13-week and 39-week periods ended September 28, 2025, respectively, and retained earnings of $133.1 million as of September 28, 2025.
Funding Requirements
We expect that our cash, cash equivalents and marketable securities, together with cash provided by our operating activities and available borrowings under our existing JPMorgan Credit Facility, will be sufficient to fund our operating expenses for at least the next 12 months. We further believe that we will be able to fund potential operating expenses and cash obligations beyond the next 12 months, through a combination of existing cash, cash equivalents and marketable securities, cash provided by our operating activities and available borrowings under our JPMorgan Credit Facility.
Our future capital requirements will depend on many factors, including our pace of new and existing customer growth, our investments in innovation, our investments in acquisitions, partnerships and unexplored channels and the potential costs associated with future expansion of our production capacity. As of September 28, 2025, future minimum lease payments under non-cancelable operating leases totaled $56.9 million, and future minimum lease payments under non-cancelable finance leases totaled $12.0 million.
In 2024, we acquired land in Seymour, Indiana for a planned additional egg washing and packing facility, and we are in the process of constructing this facility, which we expect to be fully operational in early 2027. We anticipate that we will incur approximately $110.0 million to $130.0 million in capital expenditures related to the new egg washing and packing facility in the next 12 months and will incur further expenditures in the years following. We also anticipate that we will incur approximately $15.0 million to $25.0 million in capital expenditures over the next 12 months related to the development of accelerator farms on previously acquired farmland in Indiana or the purchase and development of future parcels, with further expenditures incurred in the years following. Finally, we anticipate increased expenditures in marketing during fiscal 2025 to support progress toward our long-term marketing goals.
Credit Facility
On April 9, 2024, we entered into the JPMorgan Credit Facility with JPMorgan Chase Bank, N.A. and the other lenders party thereto, which provides for a five-year, $60.0 million revolving credit facility. The JPMorgan Credit Facility includes a $5.0 million letter of credit sub-limit and an accordion option that would allow us to increase the aggregate revolving commitments or add incremental term loans in an aggregate amount not to exceed the greater of (i) $35.0 million and (ii) an amount equal to 100% of consolidated adjusted EBITDA.
Any borrowings under the JPMorgan Credit Facility bear interest, at our election, at either (i) an adjusted term Secured Overnight Financing Rate or adjusted daily Secured Overnight Financing Rate plus 0.10% plus a margin of either 0.75%, 1.00% or 1.25% depending on our net leverage ratio, or (ii) an alternative base rate plus a margin of either 1.75%, 2.00% or 2.25%, depending on our net leverage ratio. We are required to pay a commitment fee on the undrawn portion of the aggregate commitments that accrues at either 0.20% or 0.375% per annum depending on our revolving credit exposure. Additionally, we are required to pay a participation fee on the account of each lender for each outstanding letter of credit at a rate equal to the applicable rate used to determine the interest rate applicable to term benchmark revolving loans.
The JPMorgan Credit Facility is secured by liens on substantially all of our assets, including certain intellectual property assets and investment securities. It requires us to maintain (i) a net leverage ratio of no greater than 3.25 to 1.00, subject to two increases up to 4.00 to 1.00 for a certain period following material acquisitions, and (ii) a fixed charge coverage ratio of no less than 1.35 to 1.00. The JPMorgan Credit Facility contains other customary covenants, representations and events of default. As a result of the limitations contained in the JPMorgan Credit Facility, certain of the net assets on our consolidated balance sheet as of September 28, 2025 are restricted in use. As of September 28, 2025, there was no outstanding balance under the JPMorgan Credit Facility, and we were in compliance with all covenants under the JPMorgan Credit Facility.
See "Long-Term Debt-JPMorgan Credit Facility" in Note 14 to our consolidated financial statements included elsewhere in this Quarterly Report for additional details related to our JPMorgan Credit Facility.
Cash Flows
The following table summarizes our cash flows for the 39-week periods indicated:
|
39-Weeks Ended |
||||||||
|
September 28, |
September 29, |
|||||||
|
(in thousands) |
||||||||
|
Net cash provided by operating activities |
$ |
27,935 |
$ |
50,043 |
||||
|
Net cash (used in) provided by investing activities |
(84,336 |
) |
8,355 |
|||||
|
Net cash (used in) provided by financing activities |
(404 |
) |
6,987 |
|||||
|
Net (decrease) increase in cash and cash equivalents |
$ |
(56,805 |
) |
$ |
65,385 |
|||
Operating Activities
The decrease in net cash provided by operating activities during the 39-week period ended September 28, 2025 compared to the corresponding prior 39-week period was primarily due to the decrease in changes in operating assets and liabilities of $39.1 million, partially offset by (i) an increase in non-cash adjustments of approximately $9.8 million and (ii) an increase in net income of approximately $7.2 million.
Investing Activities
The decrease in net cash (used in) provided by investing activities is primarily driven by an increase in purchases of available-for-sale U.S. Treasury Bills and an increase in purchases of property, plant and equipment during the 39-week period ended September 28, 2025 compared to the corresponding 39-week period in the prior year.
Financing Activities
The decrease in net cash (used in) provided by financing activities during the 39-week period ended September 28, 2025 compared to the corresponding 39-week period was due primarily to a decrease in the proceeds received from the exercise of stock options in the current period and an increase in payments for tax withholding obligations on vested RSU shares.
Non-GAAP Financial Measures
Adjusted EBITDA
We report our financial results in accordance with GAAP. However, management believes that Adjusted EBITDA, a non-GAAP financial measure, provides investors with additional useful information in evaluating our performance.
We calculate Adjusted EBITDA as net income, adjusted to exclude:
Adjusted EBITDA is a financial measure that is not required by, or presented in accordance with, GAAP. We believe that Adjusted EBITDA, when taken together with our financial results presented in accordance with GAAP, provides meaningful supplemental information regarding our operating performance and facilitates internal comparisons of our historical operating performance on a more consistent basis by excluding certain items that may not be indicative of our business, results of operations or outlook. In particular, we believe that the use of Adjusted EBITDA is helpful to our investors as it is a measure used by management in assessing the health of our business, determining incentive compensation and evaluating our operating performance, as well as for internal planning and forecasting purposes.
Adjusted EBITDA is presented for supplemental informational purposes only, has limitations as an analytical tool and should not be considered in isolation or as a substitute for financial information presented in accordance with GAAP. Some of the limitations of Adjusted EBITDA include the following:
In addition, our use of Adjusted EBITDA may not be comparable to similarly titled measures of other companies because they may not calculate Adjusted EBITDA in the same manner, limiting its usefulness as a comparative measure. Because of these limitations, when evaluating our performance, you should consider Adjusted EBITDA alongside other financial measures, including our net income or loss and other results stated in accordance with GAAP.
The following table presents a reconciliation of Adjusted EBITDA to net income, the most directly comparable financial measure stated in accordance with GAAP, for the periods presented:
|
13-Weeks Ended |
39-Weeks Ended |
|||||||||||||||
|
September 28, |
September 29, |
September 28, |
September 29, |
|||||||||||||
|
(in thousands) |
(in thousands) |
|||||||||||||||
|
Net income |
$ |
16,419 |
$ |
7,446 |
$ |
49,958 |
$ |
42,808 |
||||||||
|
Depreciation and amortization(1) |
3,236 |
3,330 |
9,963 |
9,829 |
||||||||||||
|
Stock-based compensation expense |
3,239 |
2,674 |
9,126 |
7,572 |
||||||||||||
|
Income tax provision |
5,550 |
2,936 |
18,885 |
10,410 |
||||||||||||
|
Interest expense |
213 |
259 |
666 |
771 |
||||||||||||
|
Interest income |
(1,270 |
) |
(1,407 |
) |
(3,814 |
) |
(3,811 |
) |
||||||||
|
Adjusted EBITDA |
$ |
27,387 |
$ |
15,238 |
$ |
84,784 |
$ |
67,579 |
||||||||
Seasonality
Demand for our products fluctuates in response to seasonal factors. Demand tends to increase with the start of the school year and is highest prior to holiday periods, particularly Thanksgiving, Christmas and Easter, and lowest during the summer months. As a result of these seasonal and quarterly fluctuations, comparisons of our sales and results of operations between different quarters within a single fiscal year are not necessarily meaningful comparisons.
Critical Accounting Estimates
The preparation of our unaudited condensed consolidated financial statements in conformity with GAAP requires us to make estimates and judgments that affect the amounts reported in the financial statements and related notes thereto. Critical accounting estimates are those estimates that involve a significant level of estimation uncertainty and have had, or are reasonably likely to have, a material impact on our unaudited condensed consolidated financial statements. Management has determined that our most critical accounting estimates are those relating to trade promotion accruals and income taxes. Although we believe that the estimates we use are reasonable, due to the inherent uncertainty involved in making these estimates, actual results reported in future periods could differ materially from those estimates. For further discussion about our accounting policies, see "Summary of Significant Accounting Policies" in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report.
The significant accounting estimates used in preparation of the unaudited condensed consolidated financial statements are described in our audited consolidated financial statements as of and for the fiscal year ended December 29, 2024, and the notes thereto, which are included in our Annual Report. Except as detailed in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report, there have been no material changes to our significant accounting policies or critical accounting estimates during the 39-week period ended September 28, 2025.
Recent Accounting Pronouncements
See the sections titled "Summary of Significant Accounting Policies-Recently Adopted Accounting Pronouncements" and "-Recently Issued Accounting Pronouncements Not Yet Adopted" in Note 2 to our unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report for a discussion of recent accounting pronouncements.