Alphabet těží z prudkého růstu Google Cloud, jehož tržby meziročně vzrostly o 82 % na 24,8 miliardy USD. Gemini už má 950 milionů měsíčně aktivních uživatelů.
Alphabet (GOOG -4.05%) (GOOGL -4.03%) has almost doubled over the past year, and its shares have handily outperformed the S&P 500 year to date. The online advertising giant continues to post high revenue growth while boosting margins.
While ads are still a major part of Alphabet's revenue, that's not what is attracting most investors. The company has positioned itself at the center of multiple AI opportunities, which have the potential to provide long-term market-beating returns at current levels.
These are some of the reasons investors are still excited about Alphabet.
Image source: Getty Images.
Cloud revenue is surging Google Cloud has become the most important part of Alphabet's business. The growth in cloud computing has quickly turned it into a large slice of total sales that could eclipse advertising revenue within a decade.
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Alphabet generated $24.8 billion from Google Cloud, compared to $94.5 billion in Google Services revenue, which is mostly from online ads. The cloud segment also grew by 82% year over year, compared to a 17% growth rate for Google Services.
The differences between those growth rates indicate why Google Cloud could become a larger part of the business than online ads. Its operating margins are also improving vastly. Google Cloud delivered $2.8 billion in net operating income in second-quarter 2025, and that figure more than tripled to $8.8 billion in the most recent quarter.
Google Cloud also reached a $514 billion backlog, with Gemini Enterprise playing a key role. It reached that level thanks to more than $50 billion in sequential growth. Nearly 90% of the Fortune 500 uses this feature, and as their budgets expand, so will Google Cloud's revenue.
Gemini reaches 950 million monthly active users Gemini was Alphabet's answer to ChatGPT. It was only a few years ago when bearish investors sounded the alarm about ChatGPT biting into Google's search engine market and putting the company in a challenging position.
Sometimes, the bears can overestimate risks, and that presented a compelling buy-the-dip opportunity for investors. The Gemini app recently crossed 950 million monthly active users, and the Q2 earnings call transcript offered more details.
Alphabet said that Omni, a feature in Gemini that lets users create videos based on prompts, experienced a 40% increase in daily active users creating videos on the Gemini app. The company is also working on Gemini 4, which is a more advanced AI model.
It's also attracting businesses. Gemini Enterprise is changing how companies create AI agents, enable automations, and set up cybersecurity. Alphabet has also become its own case study, with Gemini boosting conversions for its sales team and addressing 75% of support queries autonomously.
Waymo is gaining traction Waymo didn't get much attention in the Q2 press release, and executives just hinted at scaling Waymo in the Q2 earnings call. However, the self-driving vehicle company surpassed 500,000 fully autonomous rides per week in the first quarter.
Alphabet is still burning through cash to support this venture, but it has plenty of profits to make it work. This is similar to how Google endured many years of net losses for its cloud segment, and it became a critical part of the business.
Waymo established itself as the leader in the autonomous vehicle race. Grand View Research anticipates a 20.2% compound annual growth rate (CAGR) for this industry through 2033, suggesting Waymo has a lot of runway. Other companies are scrambling to capitalize on the opportunity, but being first can make it harder for competitors to penetrate the industry in a meaningful way.
As Waymo gets the green light to operate in more cities, demand should continue to build. Consumer benefits for this technology are vast. It's expensive to operate a business like Waymo, but that ironically gives Alphabet a massive advantage. Not only is it ahead of existing competitors, but the high barrier to entry keeps most potential competitors out of the industry.
Although there wasn't much news about Waymo in Q2, the self-driving company could become a significant part of the business within a few years.
Alphabet chce z nové emise dluhopisů získat až 25 miliard USD. Jde o další krok po zvýšení výhledu kapitálových výdajů na rok 2026, které vyvolalo výprodej.
Alphabet logo is seen in this illustration taken September 18, 2025. REUTERS/Dado Ruvic/Illustration Purchase Licensing Rights, opens new tab
Aug 6 (Reuters) - Alphabet (GOOGL.O), opens new tab is looking to raise as much as $25 billion from its latest U.S. bond offering, Bloomberg News reported on Thursday citing people familiar with the matter, weeks after the tech giant's 2026 capital spending outlook triggered a selloff.
The company is offering notes in as many as 10 parts, a regulatory filing showed on Thursday. Bloomberg reported the maturities on the notes range from two to 40 years.
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Alphabet did not immediately respond to a Reuters request for comment.
The debt raise is the latest in a series of moves by tech giants who have been tapping debt markets and launching equity sales to fund their costly AI infrastructure build-out.
Big Tech collectively is expected to shell out more than $730 billion this year primarily on AI.
Alphabet late in July raised its annual capital expenditure forecast for the second time this year, fanning fears over the pace of returns on its AI investments, especially as concerns mount over delays to its flagship AI model.
The company also reported its first ever negative free cash flow in its second-quarter results.
Reporting by Deborah Sophia in Bengaluru; Editing by Arun Koyyur
Our Standards: The Thomson Reuters Trust Principles., opens new tab
Amazon Pharmacy nabídne oprávněným příjemcům Medicare léky na hubnutí za 50 USD měsíčně v rámci nového programu Medicare Bridge. Zajistí i automatické ověření nároku, předběžný souhlas, fakturaci, doručení domů i vyzvednutí v prodejně. Doručení ve stejný den je dostupné ve více než 3 100 městech a obcích USA a do konce roku 2026 se má rozšířit na téměř 4 500 lokalit.
Item 1 of 2 A woman injects herself with Zepbound, a GLP-1 weight-loss drug, at her home in Memphis, Tennessee, U.S., July 30, 2026. REUTERS/Karen Pulfer Focht
[1/2]A woman injects herself with Zepbound, a GLP-1 weight-loss drug, at her home in Memphis, Tennessee, U.S., July 30, 2026. REUTERS/Karen Pulfer Focht Purchase Licensing Rights, opens new tab
CompaniesAug 6 (Reuters) - Amazon's (AMZN.O), opens new tab pharmacy unit said on Thursday it would offer weight-loss drugs to eligible Medicare beneficiaries for $50 a month through a new federal program created to expand access to the highly sought-after treatments.
The company said it would automate eligibility checks, prior authorization and billing, while offering home delivery and in-store pickup, to help patients access the drugs faster and reduce the administrative burden.
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The U.S. government's Medicare bridge program, launched last month, allows eligible beneficiaries to obtain drugs including Novo Nordisk's (NOVOb.CO), opens new tab Wegovy in injection or pill form, as well as Eli Lilly's (LLY.N), opens new tab four-dose Zepbound KwikPen injection and the Foundayo pill, through the end of 2027. The program does not cover single-dose Zepbound vials or pens.
Amazon Pharmacy said it would initiate the enrolment process on a customer's behalf once the patient adds insurance and Medicare details to their account and a clinician submits an electronic prescription.
Most Amazon Pharmacy Bridge Program patients received a prior authorization decision in less than 24 hours, compared with the 72-hour timeframe allowed under the Medicare Bridge Program, Tanvi Patel, vice president and general manager of Amazon Pharmacy, told Reuters.
Many of the claims submitted have already resulted in completed orders, the company added.
Amazon Pharmacy launched electronic kiosks in its One Medical primary care locations last year to improve access and cut shipping costs.
One Medical, a national primary care provider Amazon acquired in 2023, allows patients to access primary and urgent care for an annual subscription fee of $199.
Same-day delivery is available in more than 3,100 U.S. cities and towns and is expected to expand to nearly 4,500 locations by the end of 2026, Amazon said.
Reporting by Sahil Pandey in Bengaluru; Editing by Jonathan Ananda
Our Standards: The Thomson Reuters Trust Principles., opens new tab
Microsoft otevřel v Hyderabadu své největší datové centrum v Indii a přidal tak čtvrtý cloudový region v zemi. Jako první uživatele uvedl Adani Group a HDFC Bank.
The logo of Microsoft at the 10th edition of the VivaTech technology startups and innovation fair in Paris, France, June 18, 2026. REUTERS/Gonzalo Fuentes Purchase Licensing Rights, opens new tab
Aug 6 (Reuters) - Microsoft (MSFT.O), opens new tab launched its largest India data center in Hyderabad on Thursday and has signed up Adani Group and HDFC Bank among early users as it races rivals for the country's fast-growing AI market.
The India South Central facility brings Microsoft's cloud regions in India to four, adding to existing centers in Pune, Chennai and Mumbai, and cementing its position as the country's largest cloud-computing provider,
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The Windows maker has committed about $20.5 billion to expand its India opreations, betting on a market of more than 1 billion internet users and one of the world's deepest pools of tech talent.
Here are more details:
Azure, Microsoft's cloud-computing arm, has posted double-digit revenue increases in India for the last two years, the company said.
Microsoft also operates two data centers in the South Asian nation with Indian billionaire Mukesh Ambani's Jio.
Creating value with AI "requires trusted infrastructure close to where data lives, teams work and decisions are made," said Microsoft India President Puneet Chandok, adding the new facility "is a critical part of that foundation"
Rivals Alphabet (GOOGL.O), opens new tab and Amazon (AMZN.O), opens new tab are also pouring money into data center capacity in India, drawn by the country's large potential pool of AI users.
Not all of those efforts have gone smoothly. Environmentalists have accused authorities of fast-tracking a planned Google data center hub in India without weighing risks to water supplies and wildlife, allegations the government rejects.
Reporting by Aditya Soni in Bengaluru; Editing by Tasim Zahid
Our Standards: The Thomson Reuters Trust Principles., opens new tab
AMD ve 2. čtvrtletí zvýšila tržby z datových center na 6,72 miliardy USD, meziročně o 107 %, a výhled na 3. čtvrtletí počítá s asi 13 miliardami USD tržeb.
At $518.58, Advanced Micro Devices (NASDAQ:AMD | AMD Price Prediction) looks compelling, and its punishing beta of 2.49 works in shareholders’ favor at this stage of the AI capex cycle. The stock has gained 142.15% year to date, and Q2 earnings validated the reason why.
AMD sells the two chips hyperscalers cannot get enough of: Instinct GPUs for AI training and inference, and EPYC server CPUs that run the cluster headnodes around NVIDIA (NASDAQ:NVDA) and its own accelerators. Data Center revenue hit $6.72 billion in Q2, up 107% year over year, and now represents 58% of total company revenue. That is the mix change bulls have waited three years for.
Why The Setup Favors The Bulls The bull case is straightforward capex math. Hyperscaler AI spending is accelerating past $300 billion, cloud giants are actively diversifying away from sole-source NVIDIA reliance, and AMD is playing from a low single-digit share base. Even minor budget reallocations translate into outsized top-line growth. Q3 guidance calls for roughly $13 billion in revenue, about 41% YoY growth, with non-GAAP gross margin near 56%.
Operating leverage is showing up in the numbers. Q2 operating income grew 1,585% YoY to $1.99 billion, and non-GAAP operating margin expanded to 27% from 12%. Anchor partnerships back the runway: 2 gigawatts with Anthropic on MI450, 6 gigawatts with Meta on Instinct, and 6 gigawatts with OpenAI. As Lisa Su put it, “Data Center revenue more than doubled year-over-year.”
Why The Bear Case Still Has Teeth The valuation is uncomfortable. AMD trades at a trailing P/E near 162 and a forward P/E around 66x, with a price-to-sales of 21. Any deceleration in AI capex would compress that multiple violently, and beta cuts both ways.
Competitive risk is real. Elon Musk announced SpaceX will stop buying AMD chips in favor of NVIDIA, and AMD shares dropped 8% on the news. The Gaming segment fell 31% YoY, U.S. export controls on MI308 remain a China overhang, and insiders have logged 90 recent transactions with net selling.
Why Patience Is Tempting A Hold case rests on entry timing. Shares have jumped 14.07% in the past week and sit near $584.73 52-week highs. An AI model target of $475.08 implies 8.39% downside, and composite sentiment has fallen 14.84 points over 30 days. Waiting for a pullback into the $450s would improve risk/reward without abandoning the thesis.
The Numbers Behind The Call AMD trades at $518.58 against an analyst consensus target of $579.11, implying roughly 12% upside. Coverage skews decisively bullish: 5 Strong Buy, 36 Buy, 10 Hold, and 0 Sell ratings.
AMD is up 142.15% year to date, while the S&P 500 has returned 13.11%. Over one year, AMD is up 193.35% versus 22.21% for the S&P. That is beta doing exactly what a leveraged AI position should do.
The Verdict At This Price At $518.58, the setup favors accumulators.
The path to appreciation runs through the Q3 earnings report and the MI450 ramp. Guidance of $13 billion in Q3 revenue looks conservative given Data Center’s 16.3% sequential growth and the Anthropic, Meta, and OpenAI ramps ahead. Another beat and raise expands the forward multiple even if the trailing P/E stays optically rich.
Risk/reward at this entry is asymmetric because AMD’s operating leverage is only starting to show. Non-GAAP operating margin already jumped from 12% to 27%, and EPYC share gains carry higher incremental margins than Instinct. A beta of 2.49 means every incremental capex dollar routed to AMD hits harder than it does for NVIDIA.
What invalidates the thesis: a broad hyperscaler capex pause, another marquee customer defection following the SpaceX signal, or Q3 guidance that fails to accelerate. Watch Data Center revenue, MI450 shipment cadence, and hyperscaler capex commentary from Microsoft (NASDAQ:MSFT), Meta (NASDAQ:META), and Amazon (NASDAQ:AMZN).
When the compute bottleneck is this severe and the number two vendor is finally shipping competitive silicon at scale, the high-beta name carries asymmetric upside.
American Airlines a Infinium oznámily první dodávku eSAF na komerční letiště pro let s pasažéry. Palivo z odpadu CO₂ a obnovitelné elektřiny má snížit emise v celém životním cyklu o více než 90 %.
Milestone flight demonstrates real-world deployment of ultra-low carbon electrofuels produced at Project Pathfinder from waste CO₂ and renewable energy.
, /PRNewswire/ -- American Airlines and Infinium today announced its first delivery of electro sustainable aviation fuel (eSAF) to a commercial airport for use in a commercial passenger flight, marking a major milestone in the decarbonization of aviation. The eSAF was allocated to an American flight that departed Corpus Christi International Airport (CRP) and landed at Dallas Fort Worth International Airport (DFW), demonstrating the real-world deployment of next-generation, drop-in sustainable aviation fuel.
American Airlines and Infinium advance aviation with commercial deployment of electro sustainable aviation fuel. The eSAF used for the flight was part of a batch produced and blended at Infinium's Pathfinder facility in Corpus Christi, Texas — the world's first commercial-scale power-to-liquids eFuels production site, which has been operating since 2023. The eSAF batch was blended with conventional jet fuel and tested to meet the ASTM International specification for JetA, certifying its use in today's aircraft engines and fueling infrastructure without further modification. It was then delivered to the common jet fuel tanks at CRP before being allocated to American's flight to DFW — the first delivery of SAF made without biobased feedstocks to a commercial airport in the U.S. The flight demonstrates the compatibility of eSAF with existing aviation jet fuel supply chains.
Infinium's eSAF is made using waste CO₂ and renewable electricity, delivering a meaningful reduction in lifecycle greenhouse gas (GHG) emissions compared to conventional jet fuel. Infinium's eSAF can reduce lifecycle GHG emissions by over 90% compared to conventional petroleum-based jet fuel.
"Since 2023, we have been producing scalable, drop-in eDiesel and eNaphtha at our Pathfinder facility from waste carbon and renewable energy for use in commercial trucks and plastics processing," said Infinium CEO Robert Schuetzle. "Adding eSAF to our product slate — and seeing it power a commercial passenger flight — marks another meaningful step forward in bringing practical, low-carbon fuel solutions to industry."
American Airlines, a leader in advancing sustainable aviation fuel adoption, is working across the value chain to accelerate deployment of low-carbon aviation solutions. The airline has an offtake agreement for commercial volumes of eSAF from Infinium's Project Roadrunner, supported in part by a separate agreement with Citi to enable Scope 3 emissions reductions from employee travel. These partnerships reinforce the collaboration needed to scale next-generation fuels. Project Roadrunner, financed by Breakthrough Energy Catalyst and Brookfield Asset Management, with nonrecourse project debt from HSBC, is currently under construction and expected to begin eSAF production and deliveries in 2027. Once it reaches full capacity, Project Roadrunner is expected to produce over 5 million gallons of eSAF annually.
"This flight represents a significant moment for aviation," said American's CEO Robert Isom. "Through our partnership with Infinium, we're demonstrating how next generation technologies like eSAF can move from early investment to real-world application. Scaling SAF production at lower prices is essential to reducing emissions, strengthening our long-term competitiveness, and continuing to deliver the connectivity and economic benefits that our customers rely on."
Aviation currently consumes nearly 100 billion gallons of jet fuel annually, with global air travel exceeding 4 billion passengers per year. Despite growing momentum, sustainable aviation fuel accounts for less than 1% of total jet fuel use worldwide. Scalable, drop-in fuels like eSAF offer one of the most near-term and practical solutions for reducing aviation emissions. Scaling eSAF also strengthens energy security by diversifying aviation fuel supply, helping create a more resilient system.
"This first-of-its-kind eSAF flight from American Airlines and Infinium is an important step for lower carbon aviation and we are proud to support this effort with our long-time partner," said Citi Head of Enterprise Services and Public Affairs Edward Skyler. "Given the potential SAF has on reducing emissions, we look forward to efforts to scale its production."
Today's flight marks a transition from innovation to implementation, signaling a new phase in scaling viable, low-carbon alternatives to conventional jet fuel and advancing the future of sustainable flight.
"South Texas has long been an energy leader, and today's sustainable aviation fuel announcement shows how our region continues to innovate," said Congressman Vicente Gonzalez (TX 34). "The work Infinium and American are doing in Corpus Christi strengthens our local economy while advancing our nation's energy security. We need to continue investing in domestic energy production to help create American jobs and reduce our reliance on foreign energy sources."
About American Airlines Group (NASDAQ: AAL)
American Airlines is a premium global airline connecting more of the U.S. to the world. With roots tracing back to an air mail carrier in the Midwestern United States in 1926, American now operates more than 6,000 daily flights to more than 350 destinations in more than 60 countries and serves more than 200 million customers annually. Powered by a proud and talented team of 130,000 aviation professionals, American's team lives out the airline's purpose of caring for people on life's journey every day.
The world's largest airline proudly celebrates its centennial year in 2026, reaching a milestone that reflects a century of innovation and the Forever Forward℠ spirit that changed the industry and the world. American introduced the first scheduled air cargo service, the first airport lounge and the first airline loyalty program and continues to reinvent the customer experience today. The airline is also a founding member of the oneworld alliance, whose members serve more than 900 destinations around the globe.
Get the latest about American at news.aa.com and @AmericanAir.
About Infinium
Infinium is reimagining how the world powers, moves, and computes. Through Infinium Energy™, the company transforms waste carbon into ultra-low carbon eFuels that decarbonize aviation, industry, and transport. Through Infinium Edge™, Infinium advances next-generation thermal infrastructure for data centers, removing heat as a constraint to enable more efficient, high-performance computing. Grounded in deep chemistry and energy systems expertise, Infinium's platforms turn carbon and heat from limits into opportunities. Learn more at https://www.infiniumco.com/.
J.P. Morgan Payments přidává Klarna do Commerce Platform v USA, takže obchodníci mohou nabídnout flexibilní platby bez integrace. Klarna tak získá okamžitý přístup k obchodníkům napříč maloobchodem.
Merchants using J.P. Morgan Payments’ Commerce Platform in the United States can now offer Klarna’s flexible payment options at checkout, with no integration required.
With this new capability, businesses across all retail categories can offer their customers Klarna’s pay in full, interest-free installments and longer-term financing, Klarna said in a Thursday (Aug. 6) press release emailed to PYMNTS.
“J.P. Morgan Payments’ reach combined with Klarna’s conversion power is a genuine competitive advantage, and it’s now available to every merchant on their platform,” Klarna Chief Commercial Officer David Sykes said in the release.
Michael Lozanoff, global head of merchant services at J.P. Morgan Payments, said in the release that the new integration provides a solution for merchants who know that flexible payments drive conversion but have found implementation of the payment option to be a barrier.
“By bringing Klarna directly onto our Commerce Platform, we’re helping remove that barrier for businesses of every size,” Lozanoff said.
This new integration builds upon a partnership that Klarna and J.P. Morgan Payments announced in February 2025.
The PYMNTS Intelligence report “Unpacking Merchant Strategies and Consumer Demand for Flexible Payment Plans” found that consumer preferences are shifting toward more flexible payment solutions.
About 20% of merchants have received complaints from consumers about the inability to pay how they want to pay, and merchants are working to meet consumers’ demand for a range of installment plans, according to the report.
Another PYMNTS Intelligence report, “BNPL’s Multi-Provider Moment: Why Shoppers No Longer Pick Just One,” found that among those who use buy now, pay later, 44% used Klarna.
Klarna reported in May that its U.S. business remained a key growth engine during the first quarter. The company’s gross merchandise value (GMV) in the U.S. rose 39% to $7.1 billion, and its revenue in the market climbed 67% to $399 million.
Klarna CEO and Co-Founder Sebastian Siemiatkowski said at the time in a press release: “Klarna addresses the entire consumer wallet: Pay Now for everyday spending and saving, Pay Later our charge card equivalent at 0% interest for mid-size ticket spending, and POS installments (Fair Financing) for big-ticket purchases.”
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Ford's truck gets an all-new name: Fathom. Bloomberg/Getty Images Ford has been very secretive about its all-important new slate of EVs. That's starting to change.
The Detroit automaker confirmed to Business Insider that its next EV, a midsize truck, will be called the Fathom. The company also said it will have a starting price of $28,350 — or $29,945 after destination charges.
Both the name and pricing are a big departure from Ford's recent EV efforts. The company's first generation of mass-market EVs — including the Mustang Mach-E and the F-150 Lightning — were named after iconic, nostalgic Ford vehicles. They also had sticker prices ranging from roughly $38,000 to around $90,000.
Fathom is a new nameplate for Ford. The sub-$30,000 starting price will also put the new EV in striking distance of the coming no-frills Slate truck.
Fathom is the result of a Skunkworks program that the company launched in 2022, which aimed at building simpler electric cars after Ford lost billions of dollars on its first generation of EV products.
Unlike the standard assembly line that Ford adopted in the early 1900s, the next generation of EVs will adopt an "assembly tree" production system. The company will build the EV's front, rear, and structural battery-and-interior sections on three separate lines before joining them.
Ford has teased multiple silhouettes, suggesting that the retooled assembly line could support vehicles including a hatchback, SUVs, and a cargo van — but the company has not confirmed which of those models will reach production.
Ford has teased the Fathom's design in a few images of camouflage-wrapped units during winter testing. Ford The Fathom, Ford says, has some pretty impressive specs. The automaker says it's as fast off the line as the Mustang EcoBoost, and has the same interior cargo space as the Toyota RAV4 SUV.
It's also Ford's first vehicle that will have Apple software integration.
There's still plenty we don't know about the truck: we haven't seen its full design, because Ford has only revealed images of the truck wrapped in camouflage. We also don't have trim details or range estimates.
Work at Ford? We want to hear from you. Contact Ben Shimkus at [email protected] or Signal at bshimkus.41. Use a personal email address and a nonwork device.
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Ben Shimkus is a reporter for the Business News desk. He writes about cars, transportation, retail, and jobs. Ben's reporting has appeared in Rolling Stone, The Verge, Automotive News, USA Today, AutoBody News, LGBTQ Nation, TopSpeed, and Out Magazine. He's also held staff writing positions at The U.S. Sun and the Daily Mail. He graduated from NYU with a Master's in journalism in 2024. Email Ben at [email protected] or message him privately on Signal at bshimkus.41.
Royal Caribbean Group zahájila veřejnou nabídku seniorních nezajištěných dluhopisů. Výnosy chce použít ke splacení části úvěrů s pohyblivou sazbou a dalšího stávajícího dluhu.
, /PRNewswire/ -- Royal Caribbean Cruises Ltd. (NYSE: RCL) (the "Company") today announced that it has commenced a registered public offering of senior unsecured notes (the "Notes").
The Company intends to use the net proceeds from the sale of the Notes to repay a portion of the outstanding borrowings under its floating rate term loan facilities and any remaining net proceeds to repay or refinance other existing indebtedness.
BNP Paribas Securities Corp., BofA Securities, Inc. and Citigroup Global Markets Inc. are acting as lead book-running managers for the offering.
The Notes offering is being made pursuant to an automatic shelf registration statement (including a prospectus) that was filed by the Company with the Securities and Exchange Commission (the "SEC") on February 29, 2024, and became effective upon filing. Before you invest, you should read the prospectus in the shelf registration statement and the documents incorporated by reference therein and the prospectus supplement that the Company has filed with the SEC for more complete information about the Company and the offering.
Copies of the prospectus and related prospectus supplement relating to the offering may be obtained from BNP Paribas Securities Corp. by telephone at 1-800-854-5674, BofA Securities, Inc., 201 North Tryon Street, NC1-022-02-25, Charlotte, NC 28255-0001, Attn: Prospectus Department, at [email protected] or by telephone at 1-800-294-1322 or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, telephone: 1-800-831-9146 or email: [email protected]. A copy of the prospectus and the related prospectus supplement relating to the offering may also be obtained free of charge by visiting EDGAR on the SEC's website at www.sec.gov. This press release shall not constitute an offer to sell or a solicitation of an offer to buy the Notes or any other securities and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Special Note Regarding Forward-Looking Statements
Certain statements in this press release relating to, among other things, the offering and sale of the Notes constitute forward-looking statements under the Private Securities Litigation Reform Act of 1995. These statements include, but are not limited, to: statements regarding terms of the offering of the Notes and the intended use of proceeds. Words such as "anticipate," "believe," "committed," "could," "driving," "estimate," "expect," "goal," "intend," "may," "plan," "encouraged," "project," "shaping up," "position," "allows," "seek," "should," "will," "would," "considering," and similar expressions are intended to help identify forward-looking statements. Forward-looking statements reflect management's current expectations, are based on judgments, are inherently uncertain and are subject to risks, uncertainties and other factors, which could cause the Company's actual results, performance or achievements to differ materially from the future results, performance or achievements expressed or implied in those forward-looking statements. Examples of these risks, uncertainties and other factors include, but are not limited to, the following: the impact of the economic and geopolitical environment on key aspects of the Company's business, such as the demand for cruises, passenger spending, and operating costs; changes in operating costs; the unavailability or cost of air service; incidents or adverse publicity concerning the Company's ships, port facilities, land destinations and/or passengers or the cruise vacation industry in general; the effects of weather, climate events and/or natural disasters on the Company's business; risks related to the Company's sustainability activities; the impact of issues at shipyards, including ship delivery delays or ship construction cost increases; shipyard unavailability; unavailability of ports of call; vacation industry competition and increase in industry capacity; inability to manage the Company's cost and capital allocation strategies; the uncertainties of conducting business globally and expanding into new markets and new ventures, including potential acquisitions; issues with travel advisers that sell and market the Company's cruises; reliance on third-party service providers; potential unavailability of insurance coverage; disease outbreaks and increased concern about the risk of illness on the Company's ships or when travelling to or from the Company's ships, which could cause a decrease in demand, guest cancellations, and ship redeployments; the risks and costs related to cyber security attacks, data breaches, protecting the Company's systems and maintaining data integrity and security; uncertainties of a foreign legal system as the Company is not incorporated in the United States; the Company's ability to obtain sufficient financing or capital to fund its capital expenditures, operations, debt repayments and other financing needs; the Company's expectation and ability to pay a cash dividend on its common stock in the future; changes to the Company's dividend policy; growing anti-tourism sentiments and environmental concerns; changes in U.S. or other countries' foreign travel policy; impact of new or changing legislation and regulations (including environmental regulations) or governmental orders on the Company's business; fluctuations in foreign currency exchange rates, fuel prices and interest rates; further impairments of the Company's goodwill, long-lived assets, equity investments and notes receivable; an inability to source crew or provisions and supplies from certain places; the Company's ability to recruit, develop and retain high quality personnel; and pending or threatened litigation, investigations and enforcement actions.
Forward-looking statements should not be relied upon as predictions of actual results. Undue reliance should not be placed on the forward-looking statements in this release, which are based on information available to the Company on the date hereof. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.
About Royal Caribbean Group
Royal Caribbean Group is a leading global vacation company spanning cruise, exclusive destinations, and land-based vacation experiences. The company operates 71 ships sailing to more than 1,000 destinations across all seven continents through its three wholly owned brands - Royal Caribbean, Celebrity Cruises, and Silversea - and a 50% joint venture interest in TUI Cruises, which operates the Mein Schiff and Hapag-Lloyd brands.
Novavax ve 2. čtvrtletí 2026 vykázal tržby 57 milionů USD a zlepšil celoroční výhled tržeb na 235 až 275 milionů USD. Zároveň snížil výhled kombinovaných nákladů na R&D a SG&A o 10 milionů USD na střední hodnotě.
Reported total revenue of $57 million for the second quarter of 2026 and raised full-year 2026 Revenue Framework Improved GAAP Combined R&D and SG&A expense guidance by $10 million at mid-point Sanofi confirmed with Novavax that they are in advanced discussions with regulators regarding their Phase 3 COVID-19-Influenza Combination trial timing and intend to be among the first movers in the combination vaccine segment Completion of manufacturing technology transfer to Sanofi expected in mid-2027 and would trigger a $75 million milestone payment to Novavax Multiple partner-led experiments with Matrix-M are currently underway in a wide array of infectious disease and oncology targets On track to advance C. difficile vaccine program into the clinic as early as 2027 , /PRNewswire/ -- Novavax, Inc. (Nasdaq: NVAX) today announced its financial results and operational highlights for the second quarter ended June 30, 2026.
"We're encouraged by the momentum we're seeing across our business as we continue to advance our strategy," said John C. Jacobs, President and Chief Executive Officer, Novavax. "As we enter the second half of 2026 and prepare for next year, we believe we are well positioned to deliver several important partner milestones while we advance our internal R&D programs and progress our MTA collaborations. This continued progress reinforces our confidence in our strategy and the potential to drive vaccine innovation to create meaningful value for our shareholders."
Second Quarter 2026 and Recent Highlights
Key Business Highlights
Sanofi partnership continues to advance, supporting significant potential near- and long-term value creation. Sanofi confirmed with Novavax they intend to be among the first movers in the combination vaccine segment and that they are in advanced discussions with regulators regarding their Phase 3 COVID-19-Influenza Combination (CIC) trial timing. Initiation of this trial in the U.S. or European Union will trigger a $125 million milestone to Novavax. Manufacturing technology transfer to Sanofi for Nuvaxovid™ is expected to be completed in mid-2027, which would trigger a $75 million milestone payment to Novavax. Sanofi is expanding the commercial reach of Nuvaxovid through broader commercial activities in the U.S. and launches in the United Kingdom, Germany and Canada from 2026 onwards, with Novavax eligible to receive royalties in the high teens to low twenties as a percentage of Sanofi's global net sales. Sanofi received Fast Track designation from the U.S. Food and Drug Administration (FDA) for its H5 pandemic influenza vaccine candidate (SP0335) utilizing Matrix-M®. A growing body of scientific evidence supports Matrix-M's utility in oncology and infectious disease. Multiple scientific evaluations by partners and potential partners are underway, enabling future licensing opportunities. Advanced Novavax's differentiated C. difficile vaccine candidate into pre-IND interactions with the FDA and initiated GMP manufacturing process, supporting potential clinical entry as early as 2027. Second Quarter 2026 Total Revenue
$ in millions
Q2 2026
Q2 2025
Change
%
Nuvaxovid Sales 1
$ 0
$ (2)
$ 2
N/A
Supply Sales 2
19
13
6
47 %
Product Sales
19
11
8
76 %
Sanofi 3
36
199
(164)
(82 %)
Takeda
0
27
(27)
(99 %)
Serum
2
2
0
N/A
Licensing, Royalties
and Other Revenue
38
229
(191)
(83 %)
Total Revenue
$ 57
$ 239
$ (183)
(76 %)
Notes
1.
Nuvaxovid Sales reflects product sales where Novavax is the commercial market lead and records revenue related to the sales and distribution of its COVID-19 vaccine.
2.
Supply Sales includes sales of finished product, adjuvant and other supplies from Novavax to its license partners.
3.
Sanofi includes revenue recognized under the license agreement including upfront payments, milestones, royalties and transition services reimbursement.
Second Quarter 2026 Financial Results
Total revenue for the second quarter of 2026 was $57 million, a 76% decrease compared to $239 million in the same period in 2025. The prior year's second quarter 2025 total revenue included the benefit of $202 million from the combination of a $175 million milestone earned for the Nuvaxovid U.S. Biologics License Application (BLA) approval and a $27 million Takeda amendment. Product sales of $19 million in the second quarter of 2026 were 76% higher than the same period in 2025 due to higher Matrix-M adjuvant demand and sales to license partners. Cost of sales for the second quarter of 2026 were $14 million, compared to $15 million in the same period in 2025.
Research and development (R&D) expenses for the second quarter of 2026 were $71 million, compared to $79 million in the same period in 2025. R&D expenses reimbursed by partners in the second quarter of 2026 were $23 million. Non-GAAP R&D expenses, net of partner reimbursement, were $48 million in the second quarter of 2026, a 34% decrease when compared to $73 million in the same period in 2025. The lower Non-GAAP R&D expenses were driven by the ongoing Novavax cost reduction program as it streamlines operations and makes targeted R&D investments. Selling, general and administrative expenses (SG&A) expenses for the second quarter of 2026 were $27 million, a 39% decrease compared to $44 million for the same period in 2025. The decrease was primarily due to the transition of lead commercial activities to Sanofi and the elimination of commercial infrastructure plus the ongoing general administrative cost reduction program. Net loss for the second quarter of 2026 was $53 million, compared to net income of $107 million in the same period in 2025. The prior years, second quarter of 2025 net income benefited from $202 million from a combination of a $175 million milestone earned for the Nuvaxovid U.S. BLA approval and a $27 million Takeda amendment. Cash, cash equivalents, marketable securities and restricted cash (Cash) were $724 million as of June 30, 2026, compared to $751 million as of December 31, 2025. Financial Framework
Improves Full Year 2026 Financial Guidance
Novavax improved its Full Year 2026 Financial Guidance by reducing Combined R&D and SG&A Expense guidance while maintaining Non-GAAP Combined R&D and SG&A Expense guidance and expects to achieve the following results:
$ in millions
Full Year 2026
(as of Aug 6, 2026)
Full Year 2026
(as of May 6, 2026)
Combined R&D and SG&A
Expenses
$370 - $410
$380 - $420
Less: R&D Reimbursements
($60 - $70)
($70 - $80)
Non-GAAP Combined R&D and
SG&A Expenses
$310 - $340
$310 - $340
Non-GAAP Combined R&D and SG&A Expenses exclude R&D Reimbursements, which are amounts reimbursed by Novavax's license partners. See "Non-GAAP Financial Measures" below. R&D Reimbursements are recorded as revenue under Licensing, Royalties and Other Revenue.
Raises Full Year 2026 Revenue Framework
For 2026, Novavax raised its 2026 Revenue Framework and expects to achieve Adjusted Total Revenue4 to between $235 million and $275 million. Novavax transitioned lead commercial responsibility of Nuvaxovid beginning with the 2025-2026 COVID-19 vaccination season to Sanofi for select markets. Since Novavax is reliant on Sanofi's sales forecasts for certain revenue components, these are not included in the Full Year 2026 Revenue Framework.
$ in millions
Full Year 2026
(as of Aug 6, 2026)
Full Year 2026
(as of May 6, 2026)
Nuvaxovid Product Sales1
$35 - $45
$35 - $45
Adjusted Supply Sales2
$45 - $55
$40 - $50
Adjusted Licensing, Royalties and
Other Revenue3
$155 - $175
$155 - $175
Adjusted Total Revenue4
$235 - $275
$230 - $270
Sanofi Supply Sales, Sanofi Royalties
and Sanofi Milestones
No guidance
No guidance
Revenue Framework Footnotes
Revenue Category
Revenue Framework Footnotes
Nuvaxovid Product
Sales1
$35 million to $45 million in Nuvaxovid Product Sales by Novavax
under existing Advance Purchase Agreements and commercial
agreements.
Adjusted Supply
Sales2
$45 million to $55 million in Adjusted Supply Sales associated with
collaborations with the Serum Institute on R21/Matrix-M™ and
collaboration partners for COVID-19 vaccine, including Serum and
Takeda and other partner related clinical and commercial supply
sales.
Adjusted Licensing,
Royalties and Other
Revenue3
•
$60 million to $70 million in R&D Reimbursement. Under the
Sanofi co-exclusive licensing agreement, Novavax is eligible to
receive reimbursement for costs incurred related to select R&D
and technology transfer activities during the transition
performance period.
•
$60 million to $70 million in Other Partner related revenue
including royalties and milestones from Pfizer, Serum on
R21/Matrix-M and collaboration partners for COVID-19 vaccine,
including Serum and Takeda. Includes a $30 million upfront
payment under the Pfizer agreement received in the first quarter
of 2026.
•
$35 million amortization related to the $500 million Upfront
Payment and the $50 million Database Lock Milestone. Revenue
recognition will occur over the transition performance period.
Adjusted Total
Revenue4
•
Adjusted Total Revenue is a Non-GAAP Financial Measure.
Adjusted Total Revenue is total revenue excluding Sanofi Supply
Sales, Sanofi Royalties and Sanofi Milestones. See "Non-GAAP
Financial Measures."
Components of Revenue excluded from the Full Year 2026 Revenue Framework are described below.
Sanofi Supply Sales
Novavax will sell Nuvaxovid commercial supply to Sanofi for the 2026-2027 COVID-19 vaccination season and the reimbursement for this supply will be recorded as product sales. Sanofi Royalties
Sanofi will lead commercial activities for the 2026-2027 COVID-19 vaccination season in select markets, including the U.S. Novavax is eligible to receive royalties in the high teens to low twenties percent on Sanofi global net sales. Sanofi Milestones
Novavax is eligible to receive up to $350 million in Phase 3 development and commercial launch milestone payments associated with Sanofi CIC products. For each new vaccine using Matrix-M, Novavax is eligible to receive up to $200 million in launch and sales milestones and mid-single digit sales royalties for 20 years. Conference Call
Novavax will discuss second quarter 2026 financial results and operational highlights at 8:30 a.m. Eastern Time on Thursday, August 6, 2026. Dial-in information can be found here. A webcast of the conference call can also be accessed on the Novavax website at ir.novavax.com/events.
About Novavax
Novavax, Inc. (Nasdaq: NVAX) tackles some of the world's most pressing health challenges with its scientific expertise in vaccines and its proven technology platform, including its Matrix-M adjuvant and protein-based nanoparticles. The Company's corporate growth strategy is designed to deliver value via three key strategic pillars: partnering its technology, targeted and capital-efficient R&D innovation and a lean and efficient operating model. This includes maximizing impact through partnerships for its marketed products (Nuvaxovid, R21/Matrix-M), Matrix technology and R&D assets. Please visit novavax.com and LinkedIn for more information.
Non-GAAP Financial Measures
The Company presents the following non-GAAP financial measures in this press release: Non-GAAP Combined R&D and SG&A Expenses, Adjusted Total Revenue and Adjusted Licensing, Royalties and Other Revenue. Non-GAAP financial measures refer to financial information adjusted from financial measures prepared in accordance with accounting principles generally accepted in the United States (GAAP). The Company believes that the presentation of these adjusted financial measures is useful to investors as they provide additional information on comparisons between periods by including certain items that affect overall comparability. The Company uses these non-GAAP financial measures for business planning purposes and to consider underlying trends of its business. Non-GAAP financial measures should be considered in addition to, and not as an alternative for, the Company's reported results prepared in accordance with GAAP. Our use of non-GAAP financial measures may differ from similar measures reported by other companies and may not be comparable to other similarly titled measures. The Company is unable to reconcile these revenue forward-looking non-GAAP financial measures to the most directly comparable GAAP measures without unreasonable effort because the Company is reliant on Sanofi sales forecasts for certain revenue categories, which are not available.
Forward-Looking Statements
This press release contains forward-looking statements relating to the future of Novavax, its mission; its corporate strategy and operating plans, objectives and prospects; its value drivers and strategic priorities; its partnerships, including expectations with respect to potential partner product sales and royalties, milestones and other commercial objectives, and cost reimbursement, Matrix-M's potential utility in partners' vaccine portfolios and plans for additional potential partnering activities; the development of Novavax's clinical and preclinical product candidates and pipeline advancement opportunities the conduct, timing and potential results from clinical trials, conducted by Novavax or its partners, ; expectations as to the timing and outcome of future and pending regulatory filings and actions; full year 2026 financial guidance and revenue framework; and Novavax's future financial or business performance. Novavax cautions that these forward-looking statements are subject to numerous risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. These risks and uncertainties include, without limitation, Novavax's ability to successfully and timely obtain and maintain full U.S. FDA licensure or foreign regulatory approvals necessary to manufacture, market, distribute, or deliver its COVID-19 vaccine; the impact of delays in obtaining regulatory approval, including regulatory decisions impacting labeling, approval or authorization, including the scope of the indicated population, product dosage, manufacturing processes, shelf life, safety, for our product candidates; challenges in conducting the PMC study, our ability to obtain adequate additional funding to maintain our current level of operations and fund the further development of our vaccine candidates; challenges related to Novavax's partnership with Sanofi, including collaboration on the Nuvaxovid PMC, and in pursuing additional partnership opportunities; challenges satisfying, alone or together with partners, various safety, efficacy, and product characterization requirements, including those related to process qualification, assay validation and stability testing, necessary to satisfy applicable regulatory authorities; challenges or delays in conducting clinical trials or studies for its product candidates; manufacturing, distribution or export delays or challenges; Novavax's substantial dependence on Serum Institute of India Pvt. Ltd. and Serum Life Sciences Limited for co-formulation and filling Novavax's COVID-19 vaccine and the impact of any delays or disruptions in their operations; the impact of potential legislative, regulatory, or policy changes under the current presidential administration, including any adverse impact funding for vaccine research and development, reimbursement for vaccines and their administration, vaccine mandates and recommendations, and public perception of vaccine importance; uncertainty with respect to pricing, third-party reimbursement and healthcare reform; uncertainty in the regulatory pathway for Novavax's COVID -19 Vaccine; the impact of any new or changes in interpretations of existing trade measures, including tariffs, embargoes, sanctions, import restrictions, and export licensing requirements; difficulty obtaining scarce raw materials and supplies including for its proprietary adjuvant; resource constraints, including human capital and manufacturing capacity; constraints on Novavax's ability to pursue planned regulatory pathways, alone or with partners, in multiple jurisdictions simultaneously, leading to staggering of regulatory filings, and potential regulatory actions; Novavax's ability to timely deliver doses; challenges in obtaining commercial adoption and market acceptance of its COVID-19 vaccine or any COVID-19 variant strain containing formulation, or for its CIC vaccine candidates, stand-alone influenza vaccine candidates or other candidates; challenges meeting contractual requirements under agreements with multiple commercial, governmental, and other entities, including requirements to deliver doses that may require Novavax to refund portions of upfront and other payments previously received or result in reduced future payments pursuant to such agreements; challenges related to the seasonality of vaccinations against COVID-19; challenges related to the demand for vaccinations against COVID-19 or influenza; challenges in identifying and successfully pursuing innovation expansion opportunities; Novavax's expectations as to expenses and cash needs may prove not to be correct for reasons such as changes in plans or actual events being different than its assumptions; and those other risk factors identified in the "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of Operations" sections of Novavax's Annual Report on Form 10-K for the year ended December 31, 2025, and subsequent Quarterly Reports on Form 10-Q, as filed with the Securities and Exchange Commission (SEC). We caution investors not to place considerable reliance on forward-looking statements contained in this press release. You are encouraged to read our filings with the SEC, available at www.sec.gov and www.novavax.com, for a discussion of these and other risks and uncertainties. The forward-looking statements in this press release speak only as of the date of this document, and we undertake no obligation to update or revise any of the statements. Our business is subject to substantial risks and uncertainties, including those referenced above. Investors, potential investors, and others should give careful consideration to these risks and uncertainties.
NOVAVAX, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(in thousands, except per share information)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
(unaudited)
(unaudited)
Revenue:
Product sales
$ 18,854
$ 10,724
$ 61,054
$ 632,402
Licensing, royalties and other
37,844
228,516
135,158
273,493
Total revenue
56,698
239,240
196,212
905,895
Expenses:
Cost of sales
14,246
15,325
44,941
29,439
Research and development
70,693
79,233
166,165
168,170
Selling, general and administrative
26,665
43,612
55,442
91,702
Total expenses
111,604
138,170
266,548
289,311
Income (loss) from operations
(54,906)
101,070
(70,336)
616,584
Other income (expense):
Interest expense
(5,689)
(5,518)
(10,590)
(11,241)
Other income, net
8,919
11,902
20,744
21,957
Income (loss) before income tax expense
(51,676)
107,454
(60,182)
627,300
Income tax expense
1,711
946
2,696
2,146
Net income (loss)
$ (53,387)
$ 106,508
$ (62,878)
$ 625,154
Net income (loss) per share:
Basic
$ (0.32)
$ 0.66
$ (0.38)
$ 3.87
Diluted
$ (0.32)
$ 0.62
$ (0.38)
$ 3.55
Weighted average number of common shares outstanding:
Basic
164,574
162,019
163,929
161,536
Diluted
164,574
177,215
163,929
177,410
SELECTED CONSOLIDATED BALANCE SHEET DATA
(in thousands)
June 30, 2026
December 31, 2025
(unaudited)
Cash and cash equivalents
$ 191,458
$ 240,634
Marketable securities
527,882
494,450
Total restricted cash
4,582
15,418
Total current assets
771,098
978,276
Working capital
440,524
518,326
Total assets
955,575
1,176,512
Long-term debt
291,490
244,213
Total stockholders' deficit
(190,707)
(127,753)
NOVAVAX, INC.
Reconciliation of GAAP to NON-GAAP Financial Results
(unaudited)
Three Months Ended
Six Months Ended
($ in millions)
June 30,
June 30,
2026
2025
2026
2025
R&D Expenses
$70.7
$79.2
$166.2
$168.2
Adjustments:
R&D Reimbursement
22.6
6.5
50.3
17.7
Non-GAAP R&D Expenses
$48.1
$72.8
$115.9
$150.4
Combined R&D and SG&A Expenses
$97.4
$122.8
$221.6
$259.9
Adjustments:
R&D Reimbursement
22.6
6.5
50.3
17.7
Non-GAAP Combined R&D and SG&A
Expenses
$74.8
$116.4
$171.3
$242.1
Contacts:
Investors
Naina Zaman
240-410-5353
[email protected]
Shopify vykázala upravený zisk 42 centů na akcii a tržby 3,58 miliardy USD, obojí nad odhady. Na třetí čtvrtletí čeká růst tržeb v nízkých 30 % a výhled také překonal konsensus.
The company reported adjusted earnings of 42 cents per share, topping the analyst consensus estimate of 40 cents. Revenue increased 34.3% year over year to $3.58 billion, exceeding the consensus estimate of $3.45 billion.
Shopify expects third-quarter 2026 revenue to grow in the low-30% range year over year. The guidance implies revenue of approximately $3.73 billion to $3.78 billion, above the analyst consensus estimate of $3.59 billion.
“This was a monster quarter: more than 30% growth in GMV AND revenue AND gross profit AND free cash flow,” said Harley Finkelstein, President of Shopify. “We power every kind of business, and with AI, we’re expanding what’s possible for all of them. No one else comes close.”
Shopify shares fell 0.8% to $143.05 in pre-market trading.
These analysts made changes to their price targets on Shopify following earnings announcement.
Goldman Sachs analyst Gabriela Borges maintained the stock with a Buy and raised the price target from $170 to $194. Cantor Fitzgerald analyst Deepak Mathivanan maintained the stock with a Neutral and raised the price target from $127 to $145. Considering buying SHOP stock? Here’s what analysts think:
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Charter oznámil, že k předčasnému termínu bylo upsáno dluhopisů Pool 1 za 2,66474 mld. USD a dluhopisů Pool 2 za 2,689377 mld. USD. Zároveň zvýšil limit nových dluhopisů na 2 mld. USD u obou nabídek.
, /PRNewswire/ -- Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, "Charter") announced today the early tender results for the previously announced (i) private offer by its wholly-owned subsidiaries, Charter Communications Operating, LLC ("CCO"), Charter Communications Operating Capital Corp. ("CCO Capital" and, together with CCO, collectively, the "CCO Issuers" or the "Company") and Time Warner Cable, LLC (the "TWC Issuer" and, together with CCO Issuers, the "Old Notes Issuers"), as applicable, to exchange (the "Pool 1 Offer") seven series of notes issued by the CCO Issuers or the TWC Issuer, as applicable (collectively, the "Pool 1 Notes"), for a combination of cash consideration and a new series of Senior Secured Notes due 2038 (the "New 2038 Notes") to be issued by the CCO Issuers and (ii) private offer by the CCO Issuers to exchange (the "Pool 2 Offer" and, together with the Pool 1 Offer, the "Exchange Offers") five series of notes (collectively, the "Pool 2 Notes" and, together with the Pool 1 Notes, the "Old Notes" and each series of Old Notes, a "series of Old Notes") for a combination of cash and a new series of Senior Secured Notes due 2041 (the "New 2041 Notes" and, together with the New 2038 Notes, the "New Notes" and each series of New Notes, a "series of New Notes") to be issued by the CCO Issuers.
As of the previously announced early tender time of 5:00 p.m., New York City time, on August 5, 2026 (the "Early Tender Date"), according to information provided by D.F. King & Co., Inc., the exchange agent and the information agent for the Exchange Offers, the aggregate principal amount of $2,664,740,000 of Pool 1 Notes had been validly tendered and not withdrawn in the Pool 1 Offer, representing 26.5% of the outstanding Pool 1 Notes, and the aggregate principal amount of $2,689,377,000 of Pool 2 Notes had been validly tendered and not withdrawn in the Pool 2 Offer, representing 27.8% of the outstanding Pool 2 Notes, each as detailed below.
Pool 1 Notes
Issuer(s)
Title of Security
Aggregate Principal
Amount Outstanding
CUSIP No./ ISIN(1)
Acceptance Priority
Level(2)
Sub-Cap(2)
Principal
Amount
Tendered
CCO Issuers
3.500% senior secured notes due 2042
$1,236,000,000
161175CE2 /
US161175CE27
1
N/A
$323,348,000
3.500% senior secured notes due 2041
$1,479,000,000
161175BZ6 /
US161175BZ64
2
N/A
$450,822,000
TWC Issuer
4.500% senior debentures due 2042
$1,250,000,000
88732JBD9 /
US88732JBD90
3
$ 614,423,000
$614,423,000
CCO Issuers
5.375% senior secured notes due 2047
$2,265,000,000
161175BL7 /
US161175BL78
161175BD5
US161175BD52
4
N/A
$778,719,000
2.300% senior secured notes due 2032
$1,000,000,000
161175BX1 /
US161175BX17
5
N/A
$144,042,000
2.800% senior secured notes due 2031
$1,590,000,000
161175BU7 /
US161175BU77
6
N/A
$260,060,000
2.250% senior secured notes due 2029
$1,250,000,000
161175CD4 /
US161175CD44
7
N/A
$93,326,000
(1)
No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed in the Offering Memorandum (as defined below). Such CUSIP and ISIN numbers are provided solely for the convenience of the holders of Pool 1 Notes.
(2)
Subject to the New 2038 Notes Cap (as defined below) and, solely with respect to the 4.500% senior debentures due 2042 issued by the TWC Issuer (the "4.500% Notes"), the sub-cap with respect to the aggregate principal amount of such series set forth in this table and proration, the principal amount of each series of Pool 1 Notes that is accepted for exchange in the Pool 1 Offer will be determined in accordance with the applicable Acceptance Priority Level (in numerical priority order with 1 being the highest Acceptance Priority Level and 7 being the lowest) specified in this column.
Pool 2 Notes
Issuer(s)
Title of Security
Aggregate Principal
Amount Outstanding
CUSIP No./ ISIN(1)
Acceptance
Priority Level(2)
Sub-Cap
Principal Amount
Tendered
CCO Issuers
3.700% senior secured notes due 2051
$2,050,000,000
161175BV5 /
US161175BV50
1
N/A
$517,617,000
3.900% senior secured notes due 2052
$2,400,000,000
161175CA0 /
US161175CA05
2
N/A
$504,449,000
4.800% senior secured notes due 2050
$2,473,000,000
161175BT0 /
US161175BT05
3
N/A
$864,822,000
5.125% senior secured notes due 2049
$1,244,000,000
161175BS2 /
US161175BS22
4
N/A
$505,766,000
5.250% senior secured notes due 2053
$1,500,000,000
161175CK8 /
US161175CK86
5
N/A
$296,723,000
(1)
No representation is made as to the correctness or accuracy of the CUSIP or ISIN numbers listed in the Offering Memorandum (as defined below). Such CUSIP and ISIN numbers are provided solely for the convenience of the holders of Pool 2 Notes.
(2)
Subject to the New 2041 Notes Cap (as defined below) and proration, the principal amount of each series of Pool 2 Notes that is accepted for exchange in the Pool 2 Offer will be determined in accordance with the applicable Acceptance Priority Level (in numerical priority order with 1 being the highest Acceptance Priority Level and 5 being the lowest) specified in this column.
Charter further announced that the Company has amended the Exchange Offers to increase the consideration for Eligible Holders who validly tender their Old Notes after the Early Tender Date (as defined below) but on or prior to the Expiration Date (as defined below), and whose Old Notes are accepted for exchange pursuant to the terms of the applicable Exchange Offers, to receive, for each $1,000 aggregate principal amount of Old Notes validly tendered after the Early Tender Date but on or prior to the Expiration Date (and not validly withdrawn), the Total Exchange Consideration (as defined in the Offering Memorandum).
In addition, the Company has increased (i) the maximum aggregate principal amount of New 2038 Notes that the CCO Issuers will issue in connection with the Exchange Offers from $1,750,000,000 to $2,000,000,000 (as increased, the "New 2038 Notes Cap"), (ii) the maximum aggregate principal amount of New 2041 Notes that the CCO Issuers will issue in connection with the Exchange Offers from $1,750,000,000 to $2,000,000,000 (as increased, the "New 2041 Notes Cap") and (iii) the maximum aggregate principal amount of 4.500% Notes that the Company will accept for exchange pursuant to the terms of the Pool 1 Offer from $450,000,000 to $614,423,000, which is equivalent to the amount of 4.500% Notes tendered prior to the Early Tender Date (as increased, the "4.500% Notes Sub-Cap"). The maximum aggregate principal amount of Pool 1 Notes that the Company will accept for exchange is an amount of Pool 1 Notes that results in the issuance of New 2038 Notes in an amount not exceeding the New 2038 Notes Cap. The maximum aggregate principal amount of Pool 2 Notes that the Company will accept for exchange is an amount of Pool 2 Notes that results in the issuance of the New 2041 Notes in an amount not exceeding the New 2041 Notes Cap. The maximum aggregate principal amount of the 4.500% Notes that the Company will accept for exchange is the 4.500% Notes Sub-Cap.
Except as stated in this press release, no other terms of the Exchange Offers have changed. The complete terms and conditions of the Exchange Offers are set forth in the offering memorandum, dated July 23, 2026 (as amended and supplemented from time to time, the "Offering Memorandum").
The withdrawal deadline for the Exchange Offers occurred at 5:00 p.m., New York City time, on August 5, 2026 (the "Withdrawal Deadline"). As a result, tenders of Old Notes submitted in the Exchange Offers after the Withdrawal Deadline will be irrevocable except in the limited circumstances where additional withdrawal rights are required by law (as determined by the Company).
The pricing of the New Notes will occur at 10:00 a.m., New York City time, on August 6, 2026.
The Company has elected to exercise its right to settle the Exchange Offers for Old Notes that were validly tendered (and not validly withdrawn) prior to or at the Early Tender Date and that are accepted for exchange pursuant to the terms of the applicable Exchange Offers on August 12, 2026 (the "Early Settlement Date").
Eligible Holders of Old Notes who validly tendered their Old Notes on or prior to the Early Tender Date, and whose Old Notes are accepted pursuant to the terms of the applicable Exchange Offers, will receive (i) the Total Exchange Consideration, which includes the Early Exchange Premium (as defined in the Offering Memorandum), and (ii) accrued and unpaid interest in cash from the last applicable interest payment date to, but excluding, the Early Settlement Date, plus amounts due in lieu of fractional amounts of New Notes.
The amount of outstanding Old Notes validly tendered at or prior to the Early Tender Date (and not validly withdrawn at or prior to the Withdrawal Deadline), as reflected in the tables above, satisfied the Minimum New Issue Condition in each of the Exchange Offers as described in the Offering Memorandum.
The Exchange Offers will expire at 5:00 p.m., New York City time, on August 20, 2026, unless extended or earlier terminated by the Company (the "Expiration Date").
The New Notes and related guarantees and the offering thereof have not been registered with the Securities and Exchange Commission (the "SEC") under the Securities Act of 1933, as amended (the "Securities Act"), or any state or foreign securities laws. The New Notes and related guarantees may not be offered or sold in the United States or to any U.S. persons except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act. The Exchange Offers are only being made, and the New Notes and related guarantees are only being offered and will only be issued to holders of Old Notes who are (1) reasonably believed to be "qualified institutional buyers" ("QIBs") as defined in Rule 144A under the Securities Act ("Rule 144A") or (2) outside the United States to persons other than "U.S. persons" as defined in Rule 902 under the Securities Act in offshore transactions in compliance with Regulation S under the Securities Act ("Regulation S") (such holders, the "Eligible Holders"). Only Eligible Holders who have properly completed and returned the eligibility certification, which is available from the information agent, are authorized to receive and review the Offering Memorandum and to participate in the Exchange Offers. Additionally, in order to participate in the Exchange Offers, Eligible Holders located in Canada are required to complete, sign and submit to the information agent a Canadian Eligibility Form (which is available from the information agent). There is no separate letter of transmittal in connection with the Offering Memorandum.
Holders are advised to check with any bank, securities broker or other intermediary through which they hold Old Notes as to when such intermediary needs to receive instructions from a holder in order for that holder to be able to participate in, or (in the circumstances in which revocation is permitted) revoke their instruction to participate in the Exchange Offers before the deadlines specified herein and in the Offering Memorandum, eligibility certification and Canadian Eligibility Form. The deadlines set by each clearing system for the submission and withdrawal of exchange instructions will also be earlier than the relevant deadlines specified herein and in the Offering Memorandum, eligibility certification and Canadian Eligibility Form.
This press release is not an offer to sell or a solicitation of an offer to buy any of the securities described herein. The Exchange Offers are being made solely by the Offering Memorandum and only to such persons and in such jurisdictions as is permitted under applicable law.
Barclays Capital Inc., Citigroup Global Markets Inc. and Morgan Stanley & Co. LLC are serving as the joint lead dealer managers for the Exchange Offers, and BofA Securities, Inc., Deutsche Bank Securities Inc., Goldman Sachs & Co. LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are serving as the co-dealer managers for the Exchange Offers. Questions regarding the Exchange Offers may be directed to Barclays Capital Inc., Liability Management Group at (800) 438-3242 (toll free) or (212) 528-7581 (collect), Citigroup Global Markets Inc., Liability Management Group at (800) 558-3745 (toll free) or (212) 723-6106 (collect) or Morgan Stanley & Co. LLC, Liability Management Group at (800) 624-1808 (toll free) or (212) 761-1057 (collect).
D.F. King & Co., Inc. will act as the exchange agent and information agent for the Exchange Offers. Documents relating to the Exchange Offers will only be distributed to holders of Old Notes who certify that they are Eligible Holders. Questions or requests for assistance related to the Exchange Offers or for additional copies of the Offering Memorandum, eligibility certification or Canadian beneficial holder form may be directed to D.F. King & Co., Inc. at (888) 644-5854 (toll-free) or (646) 981-1289 (banks and brokers) or by email at [email protected]. You may also contact your broker, dealer, commercial bank, trust company or other nominee for assistance concerning the Exchange Offers. The Offering Memorandum, eligibility certification and Canadian beneficial holder form can be accessed at the following link: www.dfking.com/charter.
About Charter
Charter Communications, Inc. (NASDAQ: CHTR) is a leading broadband connectivity company with services available to nearly 59 million homes and small to large businesses across 41 states through its Spectrum brand. Founded in 1993, Charter has evolved from providing cable TV to streaming, and from high-speed Internet to a converged broadband, WiFi and mobile experience. Over the Spectrum Fiber Broadband Network and supported by our 100% U.S.-based employees, the company offers Seamless Connectivity and Entertainment with Spectrum Internet®, Mobile, TV and Voice products.
More information about Charter can be found at corporate.charter.com.
This press release includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, the Exchange Offers. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under "Risk Factors" from time to time in Charter's filings with the SEC. Many of the forward-looking statements contained in this press release may be identified by the use of forward-looking words such as "believe," "future," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," "aim," "on track," "target," "opportunity," "tentative," "positioning," "designed," "create," "predict," "project," "initiatives," "seek," "would," "could," "continue," "ongoing," "upside," "increases," "grow," "focused on" and "potential," among others.
All forward-looking statements attributable to the Company or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. The Company is under no duty or obligation to update any of the forward-looking statements after the date of this press release.
Charter Communications oznámila, že její dceřiné společnosti plánují nabídku senior secured fixed rate notes. Výnos z emise má financovat akvizici Cox Communications a obecné firemní účely, včetně splátky části dluhu a úhrady souvisejících poplatků a výdajů.
, /PRNewswire/ -- Charter Communications, Inc. (NASDAQ: CHTR) (along with its subsidiaries, "Charter") today announced that its subsidiaries, Charter Communications Operating, LLC ("CCO") and Charter Communications Operating Capital Corp. ("CCO Capital," and together with CCO, the "Issuers"), intend to offer senior secured fixed rate notes (the "Notes").
The Issuers intend to use the net proceeds from this offering to pay the cash consideration of the previously announced acquisition of Cox Communications, Inc. (the "Cox Transactions") and for general corporate purposes, including to repay certain indebtedness and to pay related fees and expenses. This offering is not conditioned on the closing of the Cox Transactions and the closing of the Cox Transactions is not conditioned on the consummation of this offering.
The offering and sale of the Notes will be made pursuant to an effective automatic shelf registration statement on Form S-3 filed with the Securities and Exchange Commission (the "SEC"). The offering is subject to, among other things, market conditions.
Citigroup Global Markets Inc., Morgan Stanley & Co. LLC and Wells Fargo Securities, LLC will act as Joint Book-Running Managers for the senior secured notes offering. The offering will be made only by means of a prospectus supplement dated August 6, 2026 and the accompanying base prospectus, copies of which, when available, may be obtained on the SEC's website at www.sec.gov or by contacting Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Telephone: (800) 831-9146, E-mail: [email protected]; or by contacting Morgan Stanley & Co. LLC, c/o 180 Varick Street, New York, NY 10014, Attention: Prospectus Department, Telephone: (866) 718-1649, Email: [email protected]; or by contacting Wells Fargo Securities, LLC, c/o 608 2nd Avenue South, Suite 1000, Minneapolis, Minnesota 55402, Attention: WFS Customer Service, Email: [email protected].
This news release is neither an offer to sell nor a solicitation of an offer to buy the Notes and shall not constitute an offer, solicitation or sale, nor is it an offer to purchase, or the solicitation of an offer to sell the Notes in any jurisdiction in which such offer, solicitation, or sale is unlawful.
About Charter
Charter Communications, Inc. (NASDAQ:CHTR) is a leading broadband connectivity company with services available to nearly 59 million homes and small to large businesses across 41 states through its Spectrum brand. Founded in 1993, Charter has evolved from providing cable TV to streaming, and from high-speed Internet to a converged broadband, WiFi and mobile experience. Over the Spectrum Fiber Broadband Network and supported by our 100% U.S.-based employees, the Company offers Seamless Connectivity and Entertainment with Spectrum Internet®, Mobile, TV and Voice products.
This communication includes forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, regarding, among other things, the potential offering. Although we believe that our plans, intentions and expectations as reflected in or suggested by these forward-looking statements are reasonable, we cannot assure you that we will achieve or realize these plans, intentions or expectations. Forward-looking statements are inherently subject to risks, uncertainties and assumptions including, without limitation, the factors described under "Risk Factors" from time to time in our filings with the SEC. Many of the forward-looking statements contained in this communication may be identified by the use of forward-looking words such as "believe," "future," "expect," "anticipate," "should," "planned," "will," "may," "intend," "estimated," "aim," "on track," "target," "opportunity," "tentative," "positioning," "designed," "create," "predict," "project," "initiatives," "seek," "would," "could," "continue," "ongoing," "upside," "increases," "grow," "focused on" and "potential," among others.
All forward-looking statements attributable to us or any person acting on our behalf are expressly qualified in their entirety by this cautionary statement. We are under no duty or obligation to update any of the forward-looking statements after the date of this communication.
Parker Hannifin vykázala ve 4. fiskálním čtvrtletí rekordní tržby 5,8 miliardy USD, meziročně o 9,8 % více, a čistý zisk 1,1 miliardy USD. Za celý fiskální rok tržby stouply na rekordních 21,5 miliardy USD.
CLEVELAND, Aug. 06, 2026 (GLOBE NEWSWIRE) -- Parker Hannifin Corporation (NYSE: PH), the global leader in motion and control technologies, today reported results for the quarter and fiscal year ended June 30, 2026, that included the following highlights (compared with the prior year period): Fiscal 2026 Fourth Quarter Highlights: Sales increased 9.8% to a record $5.8 billion; organic sales increased 8.0% Net income was $1.1 billion, an increase of 18%, or $1.2 billion adjusted, an increase of 20% EPS increased 19% to $8.54, adjusted EPS increased 21% to a record $9.27 Segment operating margin was 26.5%, an increase of 260 bps, or 28.0% adjusted, an increase of 110 bps Fiscal 2026 Full Year Highlights: Sales increased 8.3% to a record $21.5 billion; organic sales increased 6.6% Net income was $3.6 billion, an increase of 3%, or $4.1 billion adjusted, an increase of 16% EPS increased 5% to $28.48, adjusted EPS increased 18% to a record $32.31 Segment operating margin was 24.5%, an increase of 150 bps, or 27.3% adjusted, an increase of 120 bps Cash flow from operations was a record $4.4 billion, or 20.3% of sales Completed acquisition of Curtis Instruments, Inc. and announced agreements to acquire Filtration Group Corporation and CIRCOR's Commercial and Defense Aerospace Business Returned nearly $2 billion to shareholders, through a combination of share repurchases and dividends Increased the annual dividend 11%, marking 70 consecutive fiscal years of increasing annual dividends per share paid “On behalf of the entire leadership team, thank you to our global team members for their outstanding contributions in fiscal year 2026,” said Jenny Parmentier, Chairman and Chief Executive Officer. “We had our safest year ever, continued enhancing our portfolio of interconnected technologies through strategic acquisitions, and demonstrated operational excellence to deliver record results.
Federal Realty Investment Trust oznámila soukromou nabídku směnitelných seniorních dluhopisů za 400 milionů USD splatných v roce 2031. Výnosy z nabídky chce použít na splacení dluhu a obecné firemní účely.
, /PRNewswire/ -- Federal Realty Investment Trust (NYSE: FRT) ("Federal Realty") announced today that its operating partnership, Federal Realty OP LP (the "Partnership"), launched an offering (the "Offering"), subject to market conditions and other factors, of $400 million aggregate principal amount of exchangeable senior notes due 2031 (the "notes") in a private placement to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"). The Partnership also intends to grant the initial purchasers of the notes an option to purchase, during a 13-day period beginning on, and including, the first date on which the notes are issued, up to an additional $60.0 million aggregate principal amount of notes.
The notes will be the Partnership's senior unsecured obligations and will accrue interest payable semi-annually in arrears. Subject to certain conditions, the notes will be exchangeable for cash up to the principal amount of the notes exchanged and, in respect of the remainder of the exchange value, if any, in excess thereof, cash or common shares of beneficial interest, par value $.01 per share, of Federal Realty ("common shares"), or a combination thereof, at the election of the Partnership. The interest rate, exchange rate and other terms of the notes will be determined at the time of pricing of the Offering.
The Partnership intends to use the net proceeds from the Offering to pay the cost of the capped call transactions described below, for the repayment of indebtedness and for general corporate purposes. Pending such use, the net proceeds may be invested in short-term, income-producing investments or the Partnership may use the net proceeds to temporarily repay current and/or future amounts outstanding under its revolving credit facility. If the initial purchasers of the notes exercise their option to purchase additional notes, the Partnership expects to use a portion of the net proceeds from the sale of the additional notes to enter into additional capped call transactions with the option counterparties and the remaining net proceeds for the purposes described above.
In connection with the pricing of the notes, Federal Realty and the Partnership expect to enter into privately negotiated capped call transactions relating to the notes with one or more of the initial purchasers of the notes or their respective affiliates and/or other financial institutions (the "option counterparties"). The capped call transactions will cover, subject to customary adjustments, the number of Federal Realty's common shares that will initially underlie the notes.
The capped call transactions are expected generally to reduce the potential dilution to Federal Realty's common shares upon exchange of any notes and/or offset any cash payments the Partnership is required to make in excess of the principal amount of exchanged notes, as the case may be, with such reduction and/or offset subject to a cap.
In connection with establishing their initial hedges of the capped call transactions, the option counterparties or their respective affiliates may enter into various derivative transactions with respect to Federal Realty's common shares and/or purchase Federal Realty's common shares or other securities of Federal Realty in secondary market transactions concurrently with or shortly after the pricing of the notes, including with or from, as the case may be, certain investors in the notes. This activity could increase (or reduce the size of any decrease in) the market price of Federal Realty's common shares or the notes at that time.
In addition, the option counterparties or their respective affiliates may modify or unwind their hedge positions by entering into or unwinding various derivatives with respect to Federal Realty's common shares and/or purchasing or selling Federal Realty's common shares or other securities of Federal Realty or the Partnership in secondary market transactions following the pricing of the notes and prior to the maturity of the notes (and are likely to do so following any fundamental change repurchase, redemption or early exchange of the notes and during the 40 trading day period beginning on the 41st scheduled trading day prior to the maturity date of the notes, or, to the extent the Partnership exercises the relevant election under the capped call transactions, following any other repurchase of the notes). This activity could also cause, reduce the extent of or avoid an increase or a decrease in the market price of Federal Realty's common shares or the notes, which could affect a noteholder's ability to exchange the notes, and, to the extent the activity occurs following exchange or during any observation period related to an exchange of notes, it could affect the number of common shares, if any, and value of the consideration that noteholders will receive upon exchange of the notes.
Neither the notes nor the common shares issuable upon exchange of the notes have been registered under the Securities Act or any state securities laws, and unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and other applicable securities laws. Accordingly, the notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers (as defined in Rule 144A under the Securities Act).
This press release does not constitute an offer to sell or a solicitation of an offer to buy, nor shall there be any offer or sale of, the notes in any jurisdiction in which the offer, solicitation or sale of the notes would be unlawful prior to the registration or qualification thereof under the securities laws of any such state or jurisdiction.
Safe Harbor Statement
This press release contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. These statements may be identified by use of terms such as "propose," "will," "expect," "shall," and similar terms or the negative of such terms, and include, without limitation, statements regarding the expected timing, size, and completion of the proposed Offering, the grant to the initial purchasers of the option to purchase additional notes, the expected use of the net proceeds of the Offering, and other information that is not historical information. Actual results or developments may differ materially from those projected or implied in these forward-looking statements. Factors that may cause such a difference include risks and uncertainties related to completion of the Offering on the anticipated terms or at all, market conditions, and the satisfaction of customary closing conditions related to the Offering. More information about the risks and uncertainties faced by Federal Realty and the Partnership is contained in the section captioned "Risk Factors" in Federal Realty's and the Partnership's Securities and Exchange Commission ("SEC") filings, including their Annual Report on Form 10-K for the fiscal year ended December 31, 2025, as well as subsequent SEC filings. The forward-looking statements contained in this release are as of the date of this release, and, except as required by law, neither Federal Realty nor the Partnership undertakes any obligation to update any such statements, whether as a result of new information, future events or otherwise.
About Federal Realty
Federal Realty is a recognized leader in the ownership, operation and redevelopment of high-quality retail-based properties located primarily in major coastal markets and select underserved regions with strong economic and demographic fundamentals. Founded in 1962, Federal Realty's mission is to deliver long-term, sustainable growth through investing in communities where retail demand exceeds supply. This includes a portfolio of open-air shopping centers and mixed-use destinations—such as Santana Row, Pike & Rose, and Assembly Row—which together reflect the company's ability to create distinctive, high-performing environments that serve as vibrant destinations for their communities. Federal Realty's 103 properties include approximately 3,700 tenants in 28.8 million commercial square feet, and approximately 2,700 residential units.
Federal Realty has increased its quarterly dividends per common share for 59 consecutive years on an annualized basis, the longest record in the REIT industry. Federal Realty is an S&P 500 index member and its shares are traded on the NYSE under the symbol FRT.
Hyliion získal kontrakt od U.S. Navy za 41,7 milionu USD na návrh a dodání dvou multi-megawattových modulů KARNO. Jde o jeho největší vojenskou zakázku dosud.
AUSTIN, Texas--(BUSINESS WIRE)--Hyliion Holdings Corp. (NYSE American: HYLN), a developer of modular power plant technology, today announced it has been awarded a $41.7 million contract from the Office of Naval Research (ONR) to design, develop, and deliver two multi-megawatt KARNO™ Power Modules for validation in land and maritime applications at NAVSEA, Philadelphia. This contract represents Hyliion’s largest military contract to date and marks a significant milestone in scaling the KARNO platform toward multi-megawatt power solutions for both defense and commercial applications.
Under the contract, Hyliion will develop and deliver two KARNO Power Modules rated at 2+ MW and 3+ MW scale, expanding the platform to support a broader range of U.S. Navy vessels and applications. These systems build on the company’s modular 800 kW architecture to meet the higher power requirements of naval and land-based missions.
“This contract accelerates the development of our multi-megawatt KARNO systems and expands the range of naval platforms the technology can support,” said Thomas Healy, Founder and CEO of Hyliion. “The Office of Naval Research has been a tremendous partner in advancing the KARNO technology, and their continued investment reflects the confidence they have built in both our team and the platform.”
The multi-megawatt KARNO Power Modules are expected to expand the capabilities that have driven Navy interest in the technology: unmatched fuel flexibility, high electrical efficiency, and a low-maintenance design optimized for demanding operating environments. These attributes can reduce logistical burden, extend mission endurance, and deliver resilient power for maritime and expeditionary operations while maintaining low acoustic and thermal signatures.
This award underscores the critical role of investment in accelerating innovative power technologies that support national security and the domestic industrial base. It also validates Hyliion’s strategy of deploying a common KARNO architecture across diverse markets, enabling the same scalable platform to serve both defense missions and high-growth distributed power applications including data centers.
The views expressed are those of the author and do not reflect the official policy or position of the Department of Defense or the U.S. Government.
About Hyliion
Hyliion is committed to creating innovative solutions that enable clean, flexible and affordable electricity production. The Company’s primary focus is to provide modular power plant technology that can operate on various fuel sources to future-proof against an ever-changing energy economy. Headquartered in Austin, Texas, and with research and development in Cincinnati, Ohio, Hyliion is initially targeting the commercial and waste management industries with a locally deployable KARNO Power Module that can offer prime power as well as energy arbitrage opportunities. Beyond stationary power, Hyliion will address mobile applications such as vehicles and marine vessels. The Company aims to offer innovative, yet practical solutions that contribute positively to the environment in the energy economy. For further information, please visit www.hyliion.com.
Forward-Looking Statements
The information in this press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements, other than statements of present or historical fact included in this press release, regarding Hyliion and its future financial and operational performance, as well as its strategy, future operations, estimated financial position, estimated revenues, and losses, projected costs, prospects, plans and objectives of management are forward looking statements. When used in this press release, including any oral statements made in connection therewith, the words "could," "should," "will," "may," "believe," "anticipate," "intend," "estimate," "expect," "project," the negative of such terms and other similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain such identifying words.
These forward-looking statements are based on management's current expectations and assumptions about future events and are based on currently available information as to the outcome and timing of future events.
Except as otherwise required by applicable law, Hyliion expressly disclaims any duty to update any forward-looking statements, all of which are expressly qualified by the statements herein, to reflect events or circumstances after the date of this press release. Hyliion cautions you that these forward-looking statements are subject to numerous risks and uncertainties, most of which are difficult to predict and many of which are beyond the control of Hyliion. These risks include, but are not limited to, our status as an early stage Company with a history of losses; our expectation of incurring significant expenses and continuing losses for the foreseeable future; our ability to develop key commercial relationships with suppliers and customers; our ability to retain the services of Thomas Healy, our Chief Executive Officer; the expected performance of the KARNO generator and system; the execution of the strategic shift from our powertrain business to our KARNO business, and the other risks and uncertainties described under the heading "Risk Factors" in our SEC filings including in our Annual Report (See item 1A. Risk Factors) on Form 10-K filed with the Securities and Exchange Commission (the "SEC") on February 25, 2026 for the year ended December 31, 2025 and our subsequently filed Form 10-Qs. Given these risks and uncertainties, readers are cautioned not to place undue reliance on such forward-looking statements. Should one or more of the risks or uncertainties described in this press release occur, or should underlying assumptions prove incorrect, actual results and plans could differ materially from those expressed in any forward-looking statements. Additional information concerning these and other factors that may impact Hyliion’s operations and projections can be found in its filings with the SEC. Hyliion’s SEC Filings are available publicly on the SEC’s website at www.sec.gov, and readers are urged to carefully review and consider the various disclosures made in such filings.
eBay ve 2. čtvrtletí zvýšil tržby o 15 % na 3,13 mld. USD a upravený EPS 1,60 USD překonal odhad. Firma zároveň uvedla výhled tržeb na 3. čtvrtletí v rozmezí 3,07 až 3,12 mld. USD, nad odhady trhu.
eBay Inc (NASDAQ:EBAY) on Wednesday reported upbeat second-quarter financial results.
eBay reported second-quarter revenue of $3.1 3 billion, up 15% year-over-year. The revenue total beat a Street consensus estimate of $3.02 billion, according to data from Benzinga Pro. The company reported second-quarter adjusted earnings per share of $1.60, beating a Street estimate of $1.51.
“eBay’s second quarter delivered meaningful, broad-based momentum driven by continued innovation and focused execution against our strategic roadmap,” eBay CEO Jamie Iannone said.
The company is guiding for third-quarter earnings per share in a range of $1.36 to $1.42 versus a Street estimate of $1.42. Guidance for third-quarter sales is $3.07 billion to $3.12 billion, versus a Street estimate of $2.97 billion. The sales guidance represents year-over-year growth of 8% to 10%, lower than the 15% in the second quarter.
eBay shares rose 1.4% to $112.75 in pre-market trading.
These analysts made changes to their price targets on eBay following earnings announcement.
Needham analyst Bernie McTernan maintained the stock with a Buy and raised the price target from $122 to $135. Cantor Fitzgerald analyst Deepak Mathivanan maintained the stock with a Neutral and lowered the price target from $110 to $106. Considering buying EBAY stock? Here’s what analysts think:
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BigCommerce ve 2. čtvrtletí zvýšil tržby na 84,5 milionu USD a non-GAAP provozní zisk na 8,1 milionu USD, ale snížil celoroční výhled. Firma zároveň uvedla, že dál tlačí na AI, produktovou inteligenci a B2B, a že úprava výhledu souvisí s koncentrovanější partnerskou strategií, cílenými produktovými investicemi a přetrvávající slabostí v aktivitě B2C replatformingu.
Bigcommerce NASDAQ: BIGC, which operates under the Commerce brand, reported second-quarter 2026 revenue of $84.5 million and non-GAAP operating income of $8.1 million, exceeding its prior operating-income guidance range of $4 million to $5 million. The company also revised its full-year outlook lower, citing a more concentrated partner strategy, targeted product investment and continued softness in B2C replatforming activity.
Chief Executive Officer Travis Hess said the company generated positive GAAP net income for the second consecutive quarter and improved net revenue retention for a third straight quarter. Net revenue retention reached 95.8%, up from 95.4% in the first quarter, while gross merchandise value rose 14% year over year to $8.8 billion.
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Profitability and cash generation improve Subscription solutions revenue totaled $63.1 million in the second quarter, while partner and services revenue was $21.4 million. Non-GAAP operating margin was 9.6%, an improvement of nearly 400 basis points from a year earlier.
Chief Financial Officer and Chief Operating Officer Daniel Lentz said annual recurring revenue ended the quarter at $360.5 million, compared with $359.8 million in the prior quarter. The company ended June with more than $157 million in cash equivalents, restricted cash and marketable securities. Its net cash position increased by nearly $22 million from a year earlier, according to Lentz.
For the first half of 2026, Commerce generated operating cash flow of $23.5 million and free cash flow of $14.1 million, compared with $14 million and $9 million, respectively, in the prior-year period. Second-quarter operating cash flow was $5.1 million and free cash flow was $0.1 million, as capital expenditures rose to $5 million from $1.7 million a year earlier to support product investment.
The company said it remains on track to achieve GAAP profitability for the full year.
Company shifts focus toward product intelligence and AI Hess described a changing commerce environment in which product discovery is increasingly spread across marketplaces, retail media networks, AI search, shopping agents and other channels rather than occurring only through a merchant’s website.
Commerce is organizing its strategy around three “control planes”: Feedonomics for product intelligence, Makeswift for digital experiences and BigCommerce for transactions and operational workflows. Feedonomics processes and transforms more than one trillion product listings each month, Hess said.
The company plans to introduce data-enrichment offerings across Feedonomics and BigCommerce in the third quarter, intended to improve and measure product discovery across conventional and AI-driven channels. In early fourth quarter, it expects to launch a B2C brand agent and conversational search capabilities for BigCommerce.
Hess said Commerce is also preparing a year-end freemium launch of Makeswift within BigCommerce. Feedonomics Surface, a self-service product-intelligence offering for small and mid-market merchants, continued to see adoption and stronger GMV growth among its users, he said.
Commerce has also expanded BigCommerce Payments following its U.S. launch earlier this year. Lentz said payment GMV has been running more than 30% ahead of internal plans, while adoption has included both new customers and existing accounts. The company expects to launch the offering in the U.K. later this year.
B2B strength contrasts with slower B2C replatforming B2B GMV increased 17% year over year, ahead of the platform-wide 14% GMV growth rate. Management said B2B pipeline, win rates and gross retention were stronger than those of the broader business.
However, the company noted that B2B transaction volumes tend to include fewer card-based payments, resulting in less partner revenue share than B2C activity. Lentz said closing the gap between GMV growth and revenue growth through payments, cross-selling and improved product attach rates remains a priority.
Management said B2C replatforming demand has remained subdued, with customer decision cycles taking longer as merchants consider AI’s effect on their technology choices. Hess told analysts that the company has not observed a material change in win rates or losses, characterizing the trend as more of a delay in decision-making than a broad loss of opportunities.
The company said its June pricing and packaging changes were not a broad price increase and have not affected pipeline activity or conversion rates. Lentz said the changes primarily affected smaller business plans and the company’s payments approach, while negotiated agreements representing most of its ARR were not affected.
Outlook lowered on partner decisions and investment Commerce updated its full-year 2026 outlook to revenue of $336.5 million to $344.5 million and non-GAAP operating income of $28 million to $34 million. At the midpoint, the revenue forecast is $18 million below the company’s previous outlook, while the non-GAAP operating-income midpoint is lower by $12.5 million.
For the third quarter, the company forecast revenue of $82.5 million to $85.5 million and non-GAAP operating income of $3.3 million to $5.3 million.
Lentz said the revised outlook reflects an approximately even contribution from two factors:
A decision to reduce exposure to portions of the partner ecosystem in favor of a smaller set of deeper strategic relationships. A more cautious outlook for new account bookings during the second half, particularly in B2C replatforming. The reduced operating-income outlook also incorporates higher research-and-development spending and increased infrastructure costs related to AI-driven discovery. Non-GAAP gross margin declined sequentially to 75.7% from 77.4% in the first quarter, largely because of higher hosting costs from AI crawlers and agents accessing merchant storefronts.
Hess said the company intends to keep merchant storefronts broadly accessible to AI agents despite the added near-term costs, arguing that the traffic reflects growing demand from AI-based discovery surfaces. Commerce said it is redirecting operating efficiencies toward product intelligence, payments, B2B, Makeswift and AI-related capabilities as it seeks to improve long-term monetization.
About Bigcommerce (NASDAQ:BIGC)BigCommerce Holdings, Inc NASDAQ: BIGC is a software-as-a-service (SaaS) company that provides a cloud-based e-commerce platform designed to help merchants create, manage and scale online stores. Its platform offers a suite of tools including storefront design and customization, shopping cart functionality, payment gateway integrations, order management, shipping and tax solutions, and security features. The open architecture of its API-driven platform enables businesses to connect with a wide range of third-party applications, marketplaces and digital channels.
The company was founded in 2009 by Eddie Machaalani and Mitchell Harper and is headquartered in Austin, Texas, with additional offices in San Francisco and Sydney.
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Peloton v fiskálním roce 2026 vykázal první celoroční čistý zisk 63,2 mil. USD, ale pro fiskální rok 2027 čeká pokles tržeb téměř o 4 % na 2,3 až 2,4 mld. USD.
Peloton delivered its first full year of net profit and operating income in fiscal 2026, but said it expects sales to fall in the coming fiscal year as it begins to lap price increases on its hardware and subscription plans.
Peloton shares tumbled about 13% in premarket trading as the outlook disappointed investors. Even so, Peloton CEO Peter Stern highlighted the major strides the company has made in becoming profitable.
"This was the year where Peloton sort of grew up," Stern told CNBC in an interview, calling fiscal 2026 a "landmark" year for the company financially. "That solid foundation positions us for what we need to do to get to long-term growth to deliver on our strategy of becoming a connected wellness company and puts us in really our strongest position to date."
In the year ended June 30, Peloton posted a net income of $63.2 million, up from a loss of $118.9 million in the year-ago period, helped in part by the brand's decision to raise prices last fall.
Looking ahead to fiscal 2027, the company expects another year of positive free cash flow. It also anticipates gross margin and adjusted earnings before interest, tax, depreciation and amortization will grow compared to the prior year.
Aside from its fiscal year, Peloton issued mixed results during its fiscal fourth quarter.
Here's how the company performed compared with what Wall Street was anticipating, based on a survey of analysts by LSEG:
Earnings per share: 13 cents vs. 13 cents expectedRevenue: $608 million vs. $598 million expectedPeloton's reported net income for the three-month period that ended June 30 was $61.6 million, or 13 cents per share, compared with $21.6 million, or five cents per share, a year earlier.
Sales rose to $607.7 million, up slightly from $606.9 million a year earlier.
Though it raised prices last fall, Peloton's annual sales still fell in fiscal 2026 compared to the year-ago period. In the current fiscal year 2027, Peloton said it expects sales to fall nearly 4% to between $2.3 billion and $2.4 billion, worse than the $2.42 billion analysts had been looking for, according to LSEG.
It shows that while Peloton has made enormous strides in becoming a stronger, more profitable business with more say over its destiny, it's still struggling to sell its pricey hardware and keep subscribers engaged and paying.
"We are gradually improving the trajectory of our gross adds and our connected fitness sales while we're keeping churn flat," said Stern. "We're not at the stage yet where we turn the net of all those things positive, but we're getting better and better so that's basically the story of [fiscal year] '27. We're a work in progress on that one but the trajectory is getting better in '27 than it's been in a long time."
Peloton recently hired Sarah Robb O'Hagan as its new chief content and member development officer, replacing company veteran Jen Cotter, as Peloton looks to stabilize churn, or subscribers dropping off memberships. In the role, Robb O'Hagan will focus on accelerating innovation and driving engagement and loyalty, said Stern.
"We've kicked off a major project under Sarah focusing on member development. This looks at everything from onboarding through to the experience of live classes," said Stern.
"The other thing that Sarah's done is at the same time that we're adding new instructors, she has resigned contracts with a significant portion of our existing instructors. So we're continuing to deliver on what our members love about Peloton while also sort of challenging them to broaden their experience," he added.
Peloton is pursuing a number of new revenue streams under Stern. It recently announced a partnership with Spotify and is working to launch its first ever commercial Bike and Tread this fall, which will allow Peloton to expand into commercial gyms. Stern couldn't yet say which gyms the company might be partnering with as it just finalized pricing on the machines, but said there's been "plenty of interest."
"We're having lots of conversations, but we're not actually making sales yet," said Stern.
Redfin uvedl, že rozjednané prodeje v USA klesly mezitýdně o 3,7 % na nejnižší úroveň za více než 5 měsíců, protože hypoteční sazby vystoupaly na téměř roční maximum.
New listings edged higher, but buyers pulled back as mortgage rates climbed to their highest level in nearly a year
, /PRNewswire/ -- The number of homes going under contract fell 3.7% week over week nationwide—the steepest decline since 2022—as would-be buyers pressed pause amid high mortgage rates. That's according to a new report from Redfin, the real estate brokerage powered by Rocket.
Redfin is taking a break from analysis this week, but please see the tables and charts below for this week's housing-market data.
Down 4% from a
week earlier (as of
week ending July 29)
Up 3%
Mortgage Bankers
Association
Google searches of
"homes for sale"
Down about 3% from
a month earlier (as of
Aug. 2)
Down 6%
Google Trends
Touring activity
Up 12% from the
start of the year (as of
July 26)
At this time last year, it
was up 29% from the
start of 2025
ShowingTime
Key housing-market data
U.S. highlights: Four weeks ending Aug. 2, 2026
Redfin's national metrics include data from 900+ U.S. metro areas and are based on homes listed and/or sold during the period. Weekly housing-market data goes back through 2021. Subject to revision.
Four weeks ending Aug. 2, 2026
Year-over-year change
Week-over-week
change (where applicable)
Notes
Median sale price
$406,362
2.9 %
Median asking price
(seasonally adjusted)
$398,666
1.1 %
Median monthly mortgage
payment (seasonally adjusted)
$2,631 at a 6.66% mortgage rate
0.6 %
Pending sales (seasonally adjusted)
311,150
-1.9 %
-3.7 %
Lowest level in over 5
months, biggest weekly
decline since 2022
New listings (seasonally adjusted)
354,313
0.2 %
1 %
Active listings (seasonally adjusted)
1,468,943
-0.3 %
-1.5 %
Months of supply
3.6
Unchanged
4 to 5 months of supply
is considered balanced,
with a lower number
indicating seller's
market conditions
Share of homes off market in two weeks
31.5 %
Unchanged
Median days on market
41
-1 day
Share of home listings with price drops
21.5 %
Unchanged
Share of homes sold above list price
27.6 %
Up from about 27%
Average sale-to-list price ratio
99 %
Up from 98.8%
Metro-level highlights: Four weeks ending Aug. 2, 2026
Redfin's metro-level data includes the 50 most populous U.S. metros. Select metros may be excluded from time to time to ensure data accuracy.
Metros with biggest year-over-
year increases
Metros with biggest year-over-
year decreases
Notes
Median sale price
Newark, NJ (9.8%)
West Palm Beach, FL (9.5%)
Baltimore (7.6%)
St. Louis (6.8%)
Cleveland (6.5%)
San Jose, CA (-4.2%)
Seattle (-1.8%)
Dallas (-1.6%)
Los Angeles (-0.8%)
Indianapolis (-0.4%)
Portland, OR (-0.4%)
Las Vegas (-0.3%)
Declined in 7 metros
Pending sales
West Palm Beach, FL (13%)
Cincinnati (7.1%)
Pittsburgh (6.7%)
St. Louis (3.9%)
Chicago (3.4%)
Seattle (-19.8%)
Houston (-17.1%)
Phoenix (-15%)
Denver (-10.9%)
Atlanta (-9.8%)
New listings
St. Louis (13%)
San Jose, CA (11.7%)
Montgomery County, PA (9.7%)
Boston (9.4%)
Chicago (8.1%)
Dallas (-12.6%)
Atlanta (-10.9%)
Fort Worth, TX (-10.8%)
Miami (-10.1%)
San Antonio (-9.8%)
To view the full report, including charts, please visit:
https://www.redfin.com/news/housing-market-update-homebuying-demand-stalls-summer
About Redfin
Redfin is a technology-driven real estate company with the country's most-visited real estate brokerage website. As part of Rocket Companies (NYSE: RKT), Redfin is creating an integrated homeownership platform from search to close to make the dream of homeownership more affordable and accessible for everyone. Redfin's clients can see homes first with on-demand tours, easily apply for a home loan with Rocket Mortgage, and save thousands in fees while working with a top local agent.
You can find more information about Redfin and get the latest housing market data and research at https://www.redfin.com/news. For more information about Rocket Companies, visit https://www.rocketcompanies.com.
Newly pending sales fell sharply from June as mortgage rates hit their highest point in a year, signaling that July's sales bump may not last
Home sales rose 7% year over year in July, the strongest annual gain of the year, according to Zillow's July Market Report. This largely represents transactions in which an offer was accepted in June. Newly pending listings, a leading indicator of future closings, grew just 0.3% from a year ago and fell 7.7% from June. Inventory sits 1.5% above year-ago levels, helped by 3.1% annual growth of new listings, extending the 32-month streak of supply gains. , /PRNewswire/ -- Home sales surged 7% in July, the strongest annual gain seen so far this year, according to the Zillow® July Market Report. But a closer look takes some air out of that headline figure. Newly pending listings are up just 0.3% year over year, suggesting the pipeline of future sales is running dry.
July's headline sales figure reflects contracts signed weeks earlier, when mortgage rates were hovering in the 6.5% range. A fresh oil price shock in July sent mortgage rates higher, likely prompting many home shoppers to pause their search.
The affordability edge that has been a silver lining to an otherwise disappointing home shopping season may disappear in the coming months. U.S. home values are up 1.1% from a year ago, according to the Zillow Home Value Index. A monthly mortgage payment on the typical U.S. home in July, assuming a 20% down payment, was 0.9% lower than the year prior. Unless they reverse course, mortgage rates will be higher than last year in August, likely enough to push the typical mortgage payment above year-ago levels.
"July was a strong month for existing home sales, but unfortunately it may represent the peak of what we can expect for the rest of the year," said Mischa Fisher, chief economist at Zillow. "Closed sales in July mostly reflect offers accepted in June, when underlying pent-up demand for housing, combined with an improving rate environment, drove strong activity. Unfortunately, the weak growth in newly pending sales in July and the worsening rate environment portend a weaker half of the year for sales growth, with flat to declining transaction volumes for the remainder of the year in some regions."
Home Values & Mortgage Payments
The typical U.S. home value is $371,757. The Zillow Home Value Index (ZHVI) rose 0.4% month over month in July. Home values are 1.1% higher than a year earlier. The monthly mortgage payment on a typical U.S. home is $1,888, assuming a 20% down payment and excluding taxes and insurance. That is 0.9% lower than last year. Inventory
There were 1.41 million homes for sale nationwide in July. Active inventory was 1.5% higher than a year earlier. Inventory rose 0.9% from June. New for-sale listings totaled 387,203 in July, up 3.1% from a year earlier and down 4.2% from June. Sales
382,898 homes were sold in July, according to the preliminary Zillow sales count nowcast. That is 7% higher than a year earlier but down 2.7% from June. These figures will be revised mid-month. Newly pending listings, which measures listings that changed from for-sale to pending status rather than closed sales, shows 0.3% growth from a year earlier and a 7.7% decrease from June. Competition
Homes took a median of 25 days to go pending in July. That was five days longer than a year earlier and one day longer than June. The share of listings with a price cut in July was 27.1%. That was down from 27.4% a year earlier and up from 25.7% in June. 30.8% of homes sold above list price in June, the most recent data available. That's compared to 30.9% a year earlier and 30.2% in May. Rents
The typical rent nationwide is $1,962, according to the Zillow Observed Rent Index. That's 2.3% higher than a year earlier and up 0.3% from June. 39.8% of rental listings on Zillow offered a concession in July. That's up from 36% a year earlier and up from 39.7% in June. 39.8% of rental listings on Zillow offered a concession in July. That's compared to 36% a year earlier and 39.7% in June. Local data can be found on Zillow's market explorer. The Zillow August Market Report is expected to be released September 8.
Zillow July Market Report
Metro Area*
Typical
Home
Value
(ZHVI)
Home
Value
Change:
MoM
Home
Value
Change:
YoY
Inventory
Change:
YoY
Sales
Count
Nowcast
Change:
YoY
Typical
Rent
(ZORI)
Rent
Change:
MoM
Rent
Change:
YoY
United States
$371,757
0.4 %
1.1 %
1.5 %
7 %
$1,962
0.3 %
2.3 %
New York, NY
$739,990
0.8 %
4.6 %
1.9 %
-0.8 %
$3,627
0.8 %
4.5 %
Los Angeles, CA
$966,820
0.1 %
0.9 %
-2.8 %
2.1 %
$2,944
0.1 %
1.5 %
Chicago, IL
$361,494
0.9 %
4.8 %
1 %
7.2 %
$2,253
0.4 %
5.1 %
Dallas, TX
$364,682
0.1 %
-2.2 %
-4.7 %
5.1 %
$1,667
0 %
0.1 %
Houston, TX
$307,199
0.1 %
-1.9 %
3 %
6.5 %
$1,654
0.1 %
0 %
Washington, DC
$581,129
0.1 %
0.1 %
10.8 %
4.5 %
$2,456
0.3 %
0.4 %
Philadelphia, PA
$393,122
0.5 %
2.4 %
8.6 %
2.3 %
$1,925
0.4 %
3.4 %
Miami, FL
$478,760
0.4 %
-0.2 %
-14.9 %
15.8 %
$2,677
0.2 %
1.4 %
Atlanta, GA
$381,578
0.1 %
-1.5 %
-0.5 %
2.8 %
$1,855
0.5 %
2.1 %
Boston, MA
$743,469
0.4 %
2 %
12.4 %
13 %
$3,165
-0.1 %
2.6 %
Phoenix, AZ
$445,622
0 %
-1.1 %
-1.1 %
5.9 %
$1,727
0.2 %
0.3 %
San Francisco, CA
$1,143,620
0.1 %
2.1 %
-15.8 %
7.9 %
$3,372
1.8 %
9.7 %
Riverside, CA
$586,925
0.2 %
-0.1 %
-7.2 %
1.3 %
$2,547
0.1 %
2.5 %
Detroit, MI
$270,291
0.5 %
1.8 %
11.7 %
-2.7 %
$1,531
0.4 %
3.6 %
Seattle, WA
$741,028
-0.3 %
-1.5 %
17.2 %
-4.4 %
$2,282
0.5 %
1.4 %
Minneapolis, MN
$394,679
0.5 %
1.6 %
19 %
14 %
$1,725
0.4 %
3.5 %
San Diego, CA
$936,560
0 %
0.6 %
-7.7 %
9.6 %
$3,008
0.3 %
1.8 %
Tampa, FL
$361,516
0.3 %
-1.2 %
-8.9 %
10.7 %
$2,013
0.1 %
-0.5 %
Denver, CO
$567,979
-0.1 %
-1.7 %
-3.9 %
7.8 %
$1,930
0.3 %
-0.9 %
Baltimore, MD
$404,816
0.2 %
0.5 %
12.2 %
13 %
$1,946
0.6 %
2.5 %
St. Louis, MO
$278,129
0.5 %
3.3 %
9.7 %
-0.6 %
$1,445
0.5 %
4.3 %
Orlando, FL
$386,386
0.1 %
-1.7 %
-4.8 %
11 %
$1,959
-0.1 %
0.6 %
Charlotte, NC
$387,653
0 %
-0.6 %
11.6 %
7.2 %
$1,756
0.2 %
0.6 %
San Antonio, TX
$278,613
0 %
-1.9 %
4 %
8.2 %
$1,425
0.2 %
-1.8 %
Portland, OR
$550,185
0.2 %
-0.3 %
2.1 %
5.5 %
$1,810
0.2 %
0.3 %
Sacramento, CA
$582,570
0.2 %
-0.3 %
-7.1 %
9 %
$2,296
-0.1 %
1.7 %
Pittsburgh, PA
$231,278
0.3 %
-0.2 %
15.7 %
2 %
$1,499
0.3 %
3.4 %
Cincinnati, OH
$311,118
0.3 %
2.2 %
11.4 %
9.6 %
$1,552
0.3 %
2.7 %
Austin, TX
$424,478
0.1 %
-4.5 %
-4.6 %
19.7 %
$1,647
0.3 %
-0.9 %
Las Vegas, NV
$428,201
0 %
-2.8 %
0.5 %
6.3 %
$1,747
-0.1 %
0.2 %
Kansas City, MO
$331,205
0.5 %
3.7 %
2.5 %
11.9 %
$1,546
0.6 %
3.7 %
Columbus, OH
$332,969
0.3 %
1.2 %
12.3 %
18.2 %
$1,519
0.5 %
1.9 %
Indianapolis, IN
$295,966
0.3 %
0.9 %
12.7 %
8.4 %
$1,571
0.6 %
2.7 %
Cleveland, OH
$254,758
0.7 %
3.5 %
14.3 %
7.3 %
$1,476
0.6 %
4.3 %
San Jose, CA
$1,569,703
-0.6 %
-0.4 %
0.4 %
3.2 %
$3,782
1.4 %
7 %
Nashville, TN
$455,148
0.2 %
-0.5 %
8.7 %
8.5 %
$1,820
0.4 %
0.6 %
Virginia Beach, VA
$376,678
0.5 %
2.8 %
4.8 %
7.8 %
$1,877
0.8 %
5.9 %
Providence, RI
$531,026
0.7 %
3.6 %
5.3 %
-1.5 %
$2,180
0.2 %
3.6 %
Jacksonville, FL
$352,756
0.2 %
-0.4 %
-14.3 %
5.2 %
$1,711
0.3 %
1.4 %
Milwaukee, WI
$393,714
0.8 %
5.3 %
9.7 %
15.7 %
$1,545
0.5 %
4.7 %
Oklahoma City, OK
$246,398
0.2 %
0.9 %
5.9 %
4.1 %
$1,390
0.2 %
2.4 %
Raleigh, NC
$436,918
0.1 %
-1.6 %
12.1 %
1.4 %
$1,683
0.4 %
0.5 %
Memphis, TN
$245,565
0 %
0 %
11.5 %
5.4 %
$1,422
0.3 %
1.2 %
Richmond, VA
$398,387
0.4 %
2.6 %
4.5 %
8.2 %
$1,751
0.2 %
2.7 %
Louisville, KY
$282,162
0.2 %
1.4 %
17.4 %
10.8 %
$1,357
0 %
1.8 %
New Orleans, LA
$262,731
0.2 %
2.2 %
-2.1 %
8.1 %
$1,604
0.2 %
1.2 %
Salt Lake City, UT
$567,006
0.2 %
1.1 %
0.9 %
19.9 %
$1,647
0.1 %
0.5 %
Hartford, CT
$405,762
0.8 %
5 %
5.5 %
1.2 %
$2,020
0.3 %
2.8 %
Buffalo, NY
$292,737
0.9 %
3.9 %
16.8 %
7.1 %
$1,446
0.6 %
3.3 %
Birmingham, AL
$263,910
0.4 %
2.4 %
6.4 %
8.8 %
$1,456
0.3 %
1.4 %
*Table ordered by market size
Forward-looking statements
This press release includes forward-looking statements about future housing market conditions, mortgage rates, rental trends and other economic factors. These statements are based on current expectations and assumptions, which are subject to change. Actual outcomes may differ materially due to changes in economic and market conditions. Forward-looking statements speak only as of the date of this release, and Zillow Group undertakes no obligation to update them.
About Zillow Group
Zillow Group, Inc. (Nasdaq: Z and ZG) is reimagining real estate to make home a reality for more and more people.
As the most visited real estate app and website in the United States, Zillow connects hundreds of millions of consumers with innovative technology, trusted agents and loan officers, and seamless digital solutions. With industry-leading tools and resources, Zillow supercharges real estate professionals so they can grow their businesses and deliver exceptional client experiences. For renters and housing providers, Zillow offers not only a robust marketplace but a set of end-to-end products and services to streamline applications, leases, payments and more.
Zillow's ecosystem spans the entire home journey — from dreaming and shopping to renting, buying, selling and financing.
Zillow Group's affiliates, subsidiaries and brands include Zillow®, Zillow Premier Agent®, Zillow Home Loans®, Zillow Rentals®, Zillow® New Construction, Trulia®, StreetEasy®, Out East®, HotPads®, Follow Up Boss®, ShowingTime®, dotloop® and Zillow® Closing.
Medtronic získal rozšířené značení CE pro systém Affera se sondou Sphere-9 k léčbě komorových arytmií včetně komorové tachykardie a PVC. FDA zároveň udělil sondě označení Breakthrough Device Designation.
Sphere-9 all-in-one mapping and ablation, large-tip focal, dual energy catheter first to be CE Marked for ventricular ablation
New indication marks important milestone for ventricular arrhythmia patients as positive physician sentiment and global expansion for Sphere‑9 continue
Sphere VT U.S. pivotal trial enrollment underway
, /PRNewswire/ -- Medtronic (NYSE: MDT), a global leader in healthcare technology, today announced an expanded CE Mark indication for the Affera™ Mapping and Ablation System with Sphere-9™ Catheter to treat ventricular arrhythmias, including ventricular tachycardia (VT) and premature ventricular complexes (PVCs). The Sphere-9 catheter is the first all-in-one mapping and ablation, large-tip focal, dual-energy catheter CE marked for ventricular ablation.
"This milestone is a major step forward as we continue to expand the footprint of the Affera technology to more physicians and patients," said Rebecca Seidel, president of the Electrophysiology Therapies business at Medtronic. "Indication expansion to include ventricular arrhythmias unlocks another fast-growing market opportunity to keep building on our momentum, powered by the versatility, safety and efficiency of the Sphere-9 catheter."
Additionally, in recognition of the critical unmet need for ventricular arrhythmia treatments, the U.S. Food and Drug Administration (FDA) granted Breakthrough Device Designation for the Sphere-9 catheter for the treatment of ventricular arrhythmias, which provides an expedited regulatory pathway for the technology in this patient population. The Sphere VT pivotal trial to evaluate Sphere-9 for the treatment of VT and support future approval in the US is now enrolling patients.
The Affera Mapping and Ablation System with Sphere-9 Catheter is an all-in-one, dual-energy pulsed field (PF) and radiofrequency (RF) ablation and high-definition mapping catheter for use in cardiac ablation procedures.
"Physicians have long needed better tools for ventricular arrhythmias, and we're proud to deliver a technology that addresses this unmet need and moves the needle on patient care," said Khaldoun Tarakji, M.D., MPH, vice president, chief medical officer, Cardiac Ablation Solutions business, which is part of the Cardiovascular Portfolio at Medtronic. "The unique features of Sphere-9, including a single catheter to map and ablate using radiofrequency or pulsed field energy and a large footprint, make it an excellent tool for a variety of arrhythmias, including those that may be challenging to treat."
About Ventricular Arrhythmias
VT is a potentially life-threatening arrhythmia that causes the heart to beat abnormally fast.1 Unlike atrial fibrillation, VT affects the lower chamber of the heart and often presents after a heart attack or together with other advanced heart diseases.1,2 VT patients are often treated with medications and may receive life-saving therapies from implanted defibrillators in the form of pacing or shocks.1 Catheter ablation for VT is an established treatment option, but outcomes have remained suboptimal2 with little ablation tool innovation in recent years. As a result, a significant unmet need exists to improve patient care.3
PVCs are extra or early heartbeats that start in the heart's lower chambers (ventricles), briefly disrupting normal rhythm and potentially causing a flutter-like feeling in the chest.4
About Medtronic
Bold thinking. Bolder actions. We are Medtronic. Medtronic plc, headquartered in Galway, Ireland, is the leading global healthcare technology company that boldly attacks the most challenging health problems facing humanity by searching out and finding solutions. Our Mission — to alleviate pain, restore health, and extend life — unites a global team of 95,000+ passionate people across 150 countries. Our technologies and therapies treat 70 health conditions and include cardiac devices, surgical robotics, insulin pumps, surgical tools, patient monitoring systems, and more. Powered by our diverse knowledge, insatiable curiosity, and desire to help all those who need it, we deliver innovative technologies that transform the lives of two people every second, every hour, every day. Expect more from us as we empower insight-driven care, experiences that put people first, and better outcomes for our world. In everything we do, we are engineering the extraordinary. For more information on Medtronic, visit Medtronic.com and follow @Medtronic on LinkedIn.
Any forward-looking statements are subject to risks and uncertainties such as those described in Medtronic's periodic reports on file with the Securities and Exchange Commission. Actual results may differ materially from anticipated results.
Sciria,C. et al. Trends and Outcomes of Catheter Ablation of Ventricular Tachycardia in Patients With Ischemic and Nonischemic Cardiomyopathy. Circ: Arr. and Elec. 2022; vol.15, no. 4. 2019 HRS/EHRA/APHRS/LAHRS expert consensus statement on catheter ablation of ventricular arrhythmias. Cheung, J, et al. Outcomes, Costs, and 30-Day Readmissions After Catheter Ablation of Myocardial Infarct–Associated Ventricular Tachycardia in the Real World: Nationwide Readmissions Database 2010 to 2015. Circ: Arr. and Elec. 2018; vol. 11, issue 11. American Heart Association, "Premature Contractions: PACs and PVCs." https://www.heart.org/en/health-topics/arrhythmia/about-arrhythmia/premature-contractions-pacs-and-pvcs Contacts:
Leslie Williamson
Public Relations
+1-612-227-5099
Ingrid Goldberg
Investor Relations
+1-763-505-2696
Suncor Energy jmenovala interního kandidáta Petera Zebedeeho svým příštím generálním ředitelem. Stane se prezidentem a generálním ředitelem v dubnu 2027. CFO Troy Little z firmy odešel.
General view of the Suncor Energy refinery in Sarnia, Ontario, Canada March 20, 2021. REUTERS/Carlos Osorio Purchase Licensing Rights, opens new tab
CompaniesAug 6 (Reuters) - Canada's Suncor Energy (SU.TO), opens new tab on Thursday named insider Peter Zebedee its next CEO, and said Chief Financial Officer Troy Little left the company.
Zebedee, currently executive vice president of Suncor's upstream business, will succeed Rich Kruger as president and chief executive in April 2027 — when Kruger transitions to executive vice chair, the company said.
The Reuters Power Up newsletter provides everything you need to know about the global energy industry. Sign up here.
As part of the succession plan, Zebedee will become president and CFO on September 14, overseeing all non-operating functions while working alongside Kruger to ensure leadership transition.
Suncor did not disclose why Little left.
Zebedee joined Suncor in 2022 after serving as CEO of LNG Canada. He previously held senior roles at Shell (SHEL.L), opens new tab, Petro-Canada and Syncrude and has more than three decades of experience in the energy industry.
Reporting by Arunima Kumar in Bengaluru; Editing by Joyjeet Das
Our Standards: The Thomson Reuters Trust Principles., opens new tab
Viatris ve 2. čtvrtletí zvýšil tržby na 3,8 mld. USD a upravený EBITDA na 1,2 mld. USD. Zároveň zvedl střední hodnoty výhledu pro rok 2026 u všech metrik.
Delivers Total Revenues of $3.8 Billion, Representing 5% Reported Growth Compared to Second Quarter 2025 and a U.S. GAAP Net Loss of $119 Million Total Revenues Were Up 3.5% Operationally Compared to Second Quarter 2025 Adjusted EBITDA was $1.2 Billion, Up 8% Operationally Compared to Second Quarter 2025 Advances Key Pipeline Milestones, Including U.S. FDA Approval of Gwyn LoTM Announces Sale of Global Rights to Tyrvaya® Returns Approximately $550 Million of Capital to Shareholders, Including Through Share Repurchases; Reduces Gross Leverage Ratio to 2.9x Raises 2026 Financial Guidance Midpoints for All Metrics [1] , /PRNewswire/ -- Viatris Inc. (Nasdaq: VTRS), a global healthcare company, today announced its second-quarter 2026 financial results.
Executive Commentary
"Our second-quarter results reflect another quarter of strong execution and reinforce the momentum we're building across our business," said Scott A. Smith, CEO, Viatris. "Commercial execution, pipeline progress and the early benefits of our enterprise-wide strategic review continue strengthening our business and improving our financial performance. Our strong first-half results give us the confidence to raise our full-year guidance. We expect a more balanced operating environment in the second half of the year and we remain focused on disciplined execution, investing behind our future growth drivers and creating long-term value for patients and shareholders."
"We delivered another strong quarter of Total Revenues and Adjusted EBITDA growth over the prior year, reflecting continued strong operational execution," said Paul Campbell, Interim CFO, Chief Accounting Officer & Corporate Controller, Viatris. "At the same time, we continued to execute on our balanced capital allocation strategy, returning approximately $550 million to shareholders, including approximately $270 million of share repurchases occurring through early August. In addition, we further strengthened our balance sheet and reduced our gross leverage ratio to 2.9x."
[1] Viatris is not providing forward-looking guidance for U.S. GAAP net earnings (loss) or U.S. GAAP diluted EPS (loss) or a quantitative reconciliation of its 2026 Adjusted EBITDA or Adjusted EPS guidance. U.S. GAAP net cash provided by operating activities for 2026 is estimated to be between $1.9 billion and $2.1 billion, with a midpoint of approximately $2.0 billion. 2026 financial guidance ranges as provided on August 6, 2026, exclude the impact of any transaction-related and restructuring-related costs (as defined below) and acquired IPR&D for unsigned deals as they cannot be reasonably forecasted. Please see "2026 Financial Guidance" and "Non-GAAP Financial Measures" for additional information.
Second-Quarter Results
Three Months Ended
June 30,
(Unaudited; in millions, except %s and per share amounts)
2026
2025
Reported
Change
Operational
Change(1) (2)
Total Revenues
$ 3,756.8
$ 3,582.1
5 %
4 %
Total Net Sales
$ 3,745.9
$ 3,569.0
5 %
4 %
Developed Markets
2,193.7
2,119.3
4 %
2 %
Emerging Markets
542.3
555.1
(2) %
(2) %
JANZ
296.1
305.7
(3) %
— %
Greater China
713.8
588.9
21 %
16 %
Net Sales by Product Category
Brands
$ 2,418.4
$ 2,284.5
6 %
4 %
Generics
1,327.5
1,284.5
3 %
3 %
U.S. GAAP Gross Profit
$ 1,456.5
$ 1,332.9
9 %
U.S. GAAP Gross Margin
38.8 %
37.2 %
Adjusted Gross Profit (2)
$ 2,158.9
$ 2,028.4
6 %
Adjusted Gross Margin (2)
57.5 %
56.6 %
U.S. GAAP Net Loss
$ (118.8)
$ (4.6)
NM
U.S. GAAP Loss Per Share
$ (0.10)
$ —
NM
Adjusted Net Earnings (2)
$ 808.5
$ 726.0
11 %
Adjusted EPS (2)
$ 0.69
$ 0.62
11 %
9 %
EBITDA (2)
$ 729.0
$ 577.8
26 %
Adjusted EBITDA (2)
$ 1,188.3
$ 1,078.8
10 %
8 %
U.S. GAAP Net Cash Provided by Operating Activities
$ 381.8
$ 219.7
74 %
Capital Expenditures
52.8
52.9
— %
Free Cash Flow (2)(3)
$ 329.0
$ 166.8
97 %
___________
(1)
See "Certain Key Terms and Presentation Matters" in this release for more information.
(2)
Non-GAAP financial measures. See "Non-GAAP Financial Measures" for additional information.
(3)
Excluding the impact of transaction-related and restructuring-related costs of $120 million, free cash flow for the three months ended June 30, 2026, was $449 million. Excluding the impact of transaction-related costs of $74 million, free cash flow for the three months ended June 30, 2025, was $241 million.
Six Months Ended
June 30,
(Unaudited; in millions, except %s and per share amounts)
2026
2025
Reported
Change
Operational
Change(1) (2)
Total Revenues
$ 7,273.8
$ 6,836.4
6 %
3 %
Total Net Sales
$ 7,255.6
$ 6,812.2
7 %
3 %
Developed Markets
4,214.5
4,011.0
5 %
1 %
Emerging Markets
1,077.7
1,075.0
— %
(1) %
JANZ
569.5
581.8
(2) %
(1) %
Greater China
1,393.9
1,144.4
22 %
17 %
Net Sales by Product Category
Brands
$ 4,750.9
$ 4,401.4
8 %
4 %
Generics
2,504.7
2,410.8
4 %
2 %
U.S. GAAP Gross Profit
$ 2,613.7
$ 2,494.1
5 %
U.S. GAAP Gross Margin
35.9 %
36.5 %
Adjusted Gross Profit (2)
$ 4,129.2
$ 3,848.0
7 %
Adjusted Gross Margin (2)
56.8 %
56.3 %
U.S. GAAP Net Earnings (Loss) (3)
$ 57.6
$ (3,046.6)
NM
U.S. GAAP Earnings (Loss) Per Share (3)
$ 0.05
$ (2.58)
NM
Adjusted Net Earnings (2)
$ 1,502.6
$ 1,326.3
13 %
Adjusted EPS (2)
$ 1.28
$ 1.11
15 %
11 %
EBITDA (2)
$ 1,277.9
$ (1,739.0)
NM
Adjusted EBITDA (2)
$ 2,237.8
$ 2,002.3
12 %
9 %
U.S. GAAP Net Cash Provided by Operating Activities
$ 770.1
$ 755.2
2 %
Capital Expenditures
92.7
95.5
(3) %
Free Cash Flow (2)(4)
$ 677.4
$ 659.7
3 %
___________
(1)
See "Certain Key Terms and Presentation Matters" in this release for more information.
(2)
Non-GAAP financial measures. See "Non-GAAP Financial Measures" for additional information.
(3)
For the six months ended June 30, 2025, includes the previously disclosed goodwill impairment charge of $2.9 billion as a result of the interim goodwill impairment test performed as of March 31, 2025.
(4)
Excluding the impact of transaction-related and restructuring-related costs of $231 million, free cash flow for the six months ended June 30, 2026, was $908 million. Excluding the impact of transaction-related costs of $116 million, free cash flow for the six months ended June 30, 2025, was $776 million.
Financial Highlights for the Second Quarter of 2026
Total revenues were $3.8 billion, up 5% on a reported basis and up 3.5% on an operational basis compared to second-quarter 2025 results, primarily driven by new product sales in Developed Markets and strong growth in Greater China. Brands net sales reflect continued strength in Greater China and Emerging Markets. Generics net sales reflect contributions from new product launches, in addition to growth in certain products in Developed Markets, partially offset by supply constraints in the ARV business within Emerging Markets. The Company generated approximately $101 million in new product revenues (approximately $172 million for the year) and continues expecting to deliver approximately $450 million to $550 million in new product revenues in full-year 2026. U.S. GAAP net loss was $119 million compared to U.S. GAAP net loss of $5 million in the second quarter of 2025 and U.S. GAAP diluted loss per share was $(0.10) compared to a loss of less than $(0.01) per share in the second quarter of 2025. The loss in the second quarter of 2026 was primarily driven by a non-cash charge of $177.8 million related to the planned sale of the product rights for Tyrvaya® and the write down of that intangible asset to fair value, less cost to sell. Adjusted EBITDA was $1.2 billion, up 10% on a reported basis and up 8% on an operational basis compared to the second quarter of 2025, and adjusted EPS was $0.69 per share, up 11% on a reported basis and up 9% on an operational basis compared to the second quarter of 2025. The Company generated U.S. GAAP net cash provided by operating activities of $382 million ($770 million for the year) and free cash flow, excluding the impact of transaction-related and restructuring-related costs, of $449 million ($908 million for the year). Additional Highlights
In August, the Company signed a definitive agreement to sell the global product rights for Tyrvaya to Harrow, Inc., a leading provider of ophthalmic disease management solutions in North America, for an upfront payment of $30 million and an additional $70 million in commercial contingent milestone payments. The transaction reflects the Company's continued focus on prioritizing its capital, talent and resources toward opportunities it believes offer the greatest long-term growth potential. In July, the Company announced that the U.S. Food and Drug Administration (FDA) approved Gwyn LoTM (norelgestromin and ethinyl estradiol transdermal system), a new combined hormonal contraceptive patch with low-dose estrogen. The Company expects Gwyn Lo to be commercially available later this year. In July, the Company completed the sale of its equity position in Biocon Limited for a pre-tax total consideration of approximately $380 million. The pre-tax sale proceeds include the impacts of an approximate 2.7% block sale discount to market, transaction fees and the strengthening of the U.S. dollar since the Company obtained the equity in January 2026. This sale completes the Company's monetization of its stake in Biocon Biologics Limited for a total of approximately $780 million. In June, the FDA approved the Company's generic ferric carboxymaltose injection in three strengths: 750 mg/15 mL, 1000 mg/20 mL and 100 mg/2 mL. Ferric carboxymaltose is a substitutable generic version of Injectafer®, which is indicated for the treatment of iron deficiency anemia and non-dialysis dependent chronic kidney disease, and iron deficiency. In June, the Company announced positive top-line results from a Phase 3 clinical trial evaluating the efficacy and safety of VR-205 (targeted-release budesonide formulation) (Nefecon®) in Japanese adult patients with primary immunoglobulin A nephropathy at risk of developing end-stage renal disease. In May, the FDA inspected the Company's oral solid dose manufacturing facility in Nashik, India, and issued Form 483 observations. The Company responded to the Form 483 observations and promptly initiated a comprehensive remediation plan. The Company has also engaged independent third-party subject matter experts to support its remediation plan. Activities under the remediation plan are ongoing and have led to intermittent disruptions at the facility. While production at the facility has resumed, the temporary manufacturing suspension due to the fire at the facility in February along with these intermittent disruptions are expected to impact product supply in the second half of the year. The Company currently anticipates the impact of product supply disruptions to be between $100 million and $150 million to total revenues in the second half of 2026. In May, the Company announced that the FDA accepted for review the New Drug Application for MR-107A-02 (fast-acting meloxicam), a non-opioid, for the treatment of moderate-to-severe acute pain. The FDA has assigned a PDUFA goal date of December 27, 2026. The Company signed a distribution agreement with Accord Healthcare to commercialize three biosimilar products (filgrastim, ustekinumab, teriparatide) in France. In addition, the Company signed a co-promotion partnership with Idorsia Ltd. for Quvivq® in Italy and Canada. These transactions reflect the Company's disciplined business development strategy of expanding its portfolio through complementary, accretive products that leverage its regional capabilities and commercial strengths. Capital Allocation
Through August 5, 2026, the Company has returned approximately $550 million of capital to shareholders, including approximately $270 million through share repurchases at a weighted average purchase price of $16.42 per share. The Company has approximately $730 million remaining under its existing board-authorized share repurchase program, providing continued flexibility to return additional capital to shareholders.
The Company repaid approximately $900 million of debt that matured in June 2026, refinancing the remaining balance with a public offering of €650 million aggregate principal amount of 4.250% euro-denominated senior notes due 2033. As a result, the Company ended the quarter with a gross leverage ratio of 2.9x.
2026 Financial Guidance
Viatris is raising the midpoints of its 2026 financial guidance ranges, each as set forth below. The Company is not providing forward-looking guidance for U.S. GAAP net earnings (loss) or U.S. GAAP diluted earnings (loss) per share (EPS) or a quantitative reconciliation of its 2026 adjusted EBITDA or adjusted EPS guidance to the most directly comparable U.S. GAAP measures, U.S. GAAP net earnings (loss) or U.S. GAAP diluted EPS, respectively, because it is unable to predict with reasonable certainty the ultimate outcome of certain significant items, including integration, acquisition and divestiture-related expenses, restructuring expenses, asset impairments, litigation settlements, future share repurchases, and other contingencies, such as changes to contingent consideration, acquired IPR&D and certain other gains or losses as well as related income tax accounting, because certain of these items have not occurred, are out of the Company's control and/or cannot be reasonably predicted without unreasonable effort. These items are uncertain, depend on various factors, and could have a material impact on U.S. GAAP reported results for the guidance period. With respect to the Estimated Ranges as provided on August 6, 2026, U.S. GAAP net cash provided by operating activities for 2026 is estimated to be between $1.9 billion and $2.1 billion, with a midpoint of approximately $2.0 billion. With respect to the Estimated Ranges reaffirmed on May 7, 2026, U.S. GAAP net cash provided by operating activities for 2026 was estimated to be between $1.7 billion and $2.0 billion, with a midpoint of approximately $1.85 billion.
(In millions, except Adjusted EPS)
Estimated Ranges (2)
May 7, 2026
Midpoint (2)
May 7, 2026
Estimated Ranges (3)
August 6, 2026
Midpoint (3)
August 6, 2026
Total Revenues
$14,450 - $14,950
$14,700
$14,550 - $14,950
$14,750
Adjusted EBITDA (1)
$4,150 - $4,450
$4,300
$4,300 - $4,500
$4,400
Adjusted EPS (1)
$2.33 - $2.47
$2.40
$2.45 - $2.59
$2.52
Free Cash Flow (1)
Excluding Transaction-related and Restructuring-related Costs
$1,950 - $2,350
$2,150
$2,050 - $2,350
$2,200
(1)
Non-GAAP financial measures. See "Non-GAAP Financial Measures" for additional information.
(2)
2026 Financial Guidance reaffirmed on May 7, 2026, excluded any acquired IPR&D for unsigned deals to be incurred in any future period as it could not be reasonably forecasted.
(3)
2026 Financial Guidance as provided on August 6, 2026, excludes any acquired IPR&D for unsigned deals to be incurred in any future period as it cannot be reasonably forecasted.
Conference Call and Earnings Materials
As previously announced, Viatris will host a conference call and live webcast, today at 8:30 a.m. ET, to review the Company's second-quarter 2026 financial results. Investors and the general public are invited to listen to a live webcast of the call at investor.viatris.com or by calling 844.308.3344 or 412.317.1896 for international callers. The "Viatris Q2 2026 Earnings Presentation," which will be referenced during the call, can be found at investor.viatris.com. A replay of the webcast also will be available on the website.
About Viatris
Viatris Inc. (Nasdaq: VTRS) is a global healthcare company whose mission is to empower people worldwide to live healthier at every stage of life. We meet the needs of patients around the world by acting decisively with ingenuity and resolve. Whether we're developing new medicines, working to maintain a resilient supply of needed therapies, or pursuing bold innovation, we strive to deliver solutions that are effective at scale and built to endure. We're purpose-built to make an impact with a broad portfolio that spans generics, value-added medicines, established brands and innovative medicines that address areas of significant unmet need. We are headquartered in the U.S., with global centers in Pittsburgh, Shanghai, China, and Hyderabad, India. Learn more at viatris.com and investor.viatris.com, and connect with us on LinkedIn, Instagram, YouTube and X.
Non-GAAP Financial Measures
This press release includes the presentation and discussion of certain financial information that differs from what is reported under accounting principles generally accepted in the United States ("U.S. GAAP"). These non-GAAP financial measures, including, but not limited to, adjusted gross profit, adjusted gross margins, adjusted net earnings, adjusted EPS, EBITDA, adjusted EBITDA, free cash flow, free cash flow excluding the impact of transaction-related and restructuring-related costs, adjusted R&D and as a % of total revenues, adjusted SG&A and as a % of total revenues, adjusted earnings from operations, adjusted interest expense, adjusted other income, net, adjusted effective tax rate, constant currency total revenues, constant currency net sales, constant currency adjusted EBITDA, constant currency adjusted EPS, notional debt, gross leverage ratio and long-term gross leverage ratio target, are presented in order to supplement investors' and other readers' understanding and assessment of the financial performance of Viatris Inc. ("Viatris" or the "Company"). Free cash flow refers to U.S. GAAP net cash provided by operating activities less capital expenditures. Management uses these measures internally for forecasting, budgeting, measuring its operating performance, and incentive-based awards. Primarily due to acquisitions, divestitures and other significant events which may impact comparability of our periodic operating results, Viatris believes that an evaluation of its ongoing operations (and comparisons of its current operations with historical and future operations) would be difficult if the disclosure of its financial results was limited to financial measures prepared only in accordance with U.S. GAAP. We believe that non-GAAP financial measures are useful supplemental information for our investors and when considered together with our U.S. GAAP financial measures and the reconciliation to the most directly comparable U.S. GAAP financial measure, provide a more complete understanding of the factors and trends affecting our operations. The financial performance of the Company is measured by senior management, in part, using adjusted metrics included herein, along with other performance metrics. In addition, the Company believes that including EBITDA and supplemental adjustments applied in presenting adjusted EBITDA is appropriate to provide additional information to investors to demonstrate the Company's ability to comply with financial debt covenants and assess the Company's ability to incur additional indebtedness. The Company also believes that adjusted EBITDA better focuses management on the Company's underlying operational results and true business performance and is used, in part, for management's incentive compensation. We also report sales performance using the non-GAAP financial measures of "constant currency", also referred to herein as "operational change", total revenues, net sales, adjusted EBITDA, and adjusted EPS. These measures provide information on the change in total revenues, net sales, adjusted EBITDA, and adjusted EPS assuming that foreign currency exchange rates had not changed between the prior and current period. The comparisons presented at constant currency rates reflect comparative local currency sales at the prior year's foreign exchange rates. We routinely evaluate our net sales, total revenues, adjusted EBITDA, and adjusted EPS performance at constant currency so that sales results can be viewed without the impact of foreign currency exchange rates, thereby facilitating a period-to-period comparison of our operational activities and believe that this presentation also provides useful information to investors for the same reason. The "Summary of Total Revenues by Segment" table below compares total revenues and net sales on an actual and constant currency basis for each reportable segment for the three and six months ended June 30, 2026 and 2025. Also, set forth below, Viatris has provided reconciliations of such non-GAAP financial measures to the most directly comparable U.S. GAAP financial measures. Investors and other readers are encouraged to review the related U.S. GAAP financial measures and the reconciliations of the non-GAAP measures to their most directly comparable U.S. GAAP measures set forth below, and investors and other readers should consider non-GAAP measures only as supplements to, not as substitutes for or as superior measures to, the measures of financial performance prepared in accordance with U.S. GAAP. For additional information regarding the components and uses of non-GAAP financial measures refer to Management's Discussion and Analysis of Financial Condition and Results of Operations--Use of Non-GAAP Financial Measures section of Viatris' Quarterly Report on Form 10-Q for the three and six months ended June 30, 2026.
With respect to the guidance ranges reaffirmed on May 7, 2026, at that time the Company did not provide forward-looking guidance for U.S. GAAP net earnings (loss) or U.S. GAAP diluted EPS or a quantitative reconciliation of its 2026 adjusted EBITDA or adjusted EPS guidance to the most directly comparable U.S. GAAP measures, U.S. GAAP net earnings (loss) or U.S. GAAP diluted EPS, respectively, because it was unable to predict with reasonable certainty the ultimate outcome of certain significant items, including integration, acquisition and divestiture-related expenses, restructuring expenses, asset impairments, litigation settlements, future share repurchases, and other contingencies, such as changes to contingent consideration, acquired IPR&D and certain other gains or losses, including for the fair value accounting impact for equity investments, as well as related income tax accounting, because certain of these items had not occurred, were out of the Company's control, and/or could not be reasonably predicted without unreasonable effort. These items were uncertain, depended on various factors, and could have had a material impact on U.S. GAAP reported results for the guidance period. As previously disclosed, such guidance ranges excluded the impact of transaction-related and restructuring-related costs as well as any acquired IPR&D for unsigned deals to be incurred in any future period as it could not be reasonably forecasted. With respect to the Estimated Ranges reaffirmed on May 7, 2026, U.S. GAAP net cash provided by operating activities for 2026 was estimated to be between $1.7 billion and $2.0 billion, with a midpoint of approximately $1.85 billion.
Certain Key Terms and Presentation Matters
New product sales, new product launches or new product revenues: Refers to revenue from new products launched in 2026 and the carryover impact of new products, including business development, launched within the last 12 months.
Operational change: Refers to constant currency percentage changes and is derived by translating amounts for the current period at prior year comparative period exchange rates and in doing so shows the percentage change from 2026 constant currency net sales, total revenues, adjusted EBITDA, and adjusted EPS to the corresponding amount in the prior year.
Transaction-related costs: Refers to the impact of any acquisition and divestiture-related transaction costs, including taxes.
Restructuring-related costs: Refers to the impact of any cash costs associated with the restructuring activities of the enterprise-wide strategic review, which are expected to be primarily related to severance and employee benefits expense, as well as other costs, including those related to contract terminations, vendor consolidations, product transfer costs and network related simplification and modernization costs.
Forward-Looking Statements
This press release contains "forward-looking statements". These statements are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements may include, without limitation, statements about our 2026 financial guidance; our second-quarter results reflect another quarter of strong execution and reinforce the momentum we're building across our business; commercial execution, pipeline progress and the early benefits of our enterprise-wide strategic review continue strengthening our business and improving our financial performance; our strong first-half results give us the confidence to raise our full-year guidance; we expect a more balanced operating environment in the second half of the year and we remain focused on disciplined execution, investing behind our future growth drivers and creating long-term value for patients and shareholders; we delivered another strong quarter of Total Revenues and Adjusted EBITDA growth over the prior year, reflecting continued strong operational execution; at the same time, we continued to execute on our balanced capital allocation strategy, returning approximately $550 million to shareholders, including approximately $270 million of share repurchases occurring through early August; in addition, we further strengthened our balance sheet and reduced our gross leverage ratio to 2.9x; the Company generated approximately $101 million in new product revenues (approximately $172 million for the year) and continues expecting to deliver approximately $450 million to $550 million in new product revenues in full-year 2026; the transaction to sell the global product rights for Tyrvaya® reflects the Company's continued focus on prioritizing its capital, talent and resources toward opportunities it believes offer the greatest long-term growth potential; the Company expects Gwyn Lo to be commercially available later this year; the outcomes of clinical trials; in May, the FDA inspected the Company's oral solid dose manufacturing facility in Nashik, India, and issued Form 483 observations; the Company responded to the Form 483 observations and promptly initiated a comprehensive remediation plan; the Company has also engaged independent third-party subject matter experts to support its remediation plan; activities under the remediation plan are ongoing and have led to intermittent disruptions at the facility; while production at the facility has resumed, the temporary manufacturing suspension due to the fire at the facility in February along with these intermittent disruptions are expected to impact product supply in the second half of the year; the Company currently anticipates the impact of product supply disruptions to be between $100 million and $150 million to total revenues in the second half of 2026; in May, the Company announced that the FDA accepted for review the New Drug Application for MR-107A-02 (fast-acting meloxicam), a non-opioid, for the treatment of moderate-to-severe acute pain and the FDA has assigned a PDUFA goal date of December 27, 2026; the Company signed a distribution agreement with Accord Healthcare to commercialize three biosimilar products (filgrastim, ustekinumab, teriparatide) in France; the Company signed a co-promotion partnership with Idorsia Ltd. for Quvivq® in Italy and Canada; these transactions reflect the Company's disciplined business development strategy of expanding its portfolio through complementary, accretive products that leverage its regional capabilities and commercial strengths; the Company has approximately $730 million remaining under its existing board-authorized share repurchase program, providing continued flexibility to return additional capital to shareholders; the goals or outlooks with respect to the Company's strategic initiatives and priorities, including but not limited to divestitures, acquisitions, strategic alliances, collaborations, or other potential transactions; the anticipated benefits of such strategic initiatives or priorities or restructuring activities; future opportunities for the Company and its products; the outcomes of clinical trials and research studies; R&D and new product development; and any other statements regarding the Company's future operations, financial or operating results, capital allocation, dividend policy and payments, share repurchases, debt ratio and covenants, anticipated business levels, future earnings, planned activities, anticipated growth, market opportunities, strategies, imperatives, competitions, commitments, confidence in future results, efforts to create, enhance or otherwise unlock value, and other expectations and targets for future periods. Forward-looking statements may often be identified by the use of words such as "will", "may", "could", "should", "would", "project", "believe", "anticipate", "expect", "plan", "estimate", "forecast", "potential", "pipeline", "intend", "continue", "target", "seek" and variations of these words or comparable words. Because forward-looking statements inherently involve risks and uncertainties, actual future results may differ materially from those expressed or implied by such forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to: the possibility that the Company may not realize the intended benefits of, or achieve the intended goals or outlooks with respect to, its strategic initiatives and priorities; the possibility that the Company may be unable to achieve the intended or expected benefits of its enterprise-wide strategic review and related cost-saving and restructuring activities within the expected timeframe or at all; the possibility that the Company may be unable to achieve intended or expected benefits in connection with divestitures, acquisitions, strategic alliances, collaborations, or other transactions, or restructuring programs, within the expected timeframes or at all; goodwill or impairment charges or other losses; success of clinical trials and the Company's or its partners' ability to execute on new product opportunities and develop, manufacture and commercialize products; any changes in or difficulties with the Company's manufacturing facilities, including with respect to short- or long-term shutdowns, inspections, remediation and restructuring activities, supply chain continuity, inventory management, or the ability to meet anticipated demand; the Company's failure to achieve expected or targeted future financial and operating performance and results; the potential impact of natural or man-made disasters, public health outbreaks, fires, accidents, weather, unrest or other emergencies in regions where we or our partners or suppliers operate; actions and decisions of healthcare and pharmaceutical regulators; changes in relevant laws, regulations and policies and/or the application or implementation thereof, including but not limited to tax, healthcare and pharmaceutical laws, regulations and policies globally; the ability to attract, motivate and retain key personnel; the Company's liquidity, capital resources and ability to obtain financing; any regulatory, legal or other impediments to the Company's ability to bring new products to market; products in development that receive regulatory approval may not achieve expected levels of market acceptance, efficacy or safety; longer review, response and approval times as a result of evolving regulatory priorities and reductions in personnel at health agencies; the scope, timing and outcome of any ongoing legal proceedings, including government inquiries or investigations, and the impact of any such proceedings on the Company; any significant breach of data security or data privacy or disruptions to our IT systems; risks associated with having significant operations globally; the ability to protect intellectual property and preserve intellectual property rights; changes in third-party relationships; the effect of any changes in the Company's or its partners' customer and supplier relationships and customer purchasing patterns, including customer loss and business disruption being greater than expected following an adverse regulatory action, acquisition or divestiture; the impacts of competition, including decreases in sales or revenues as a result of the loss of market exclusivity for certain products; changes in the economic and financial conditions of the Company or its partners; uncertainties regarding future demand, pricing and reimbursement for the Company's products; uncertainties and matters beyond the control of management, including but not limited to general political and economic conditions, wars or other conflicts, potential for adverse impacts from future tariffs and trade restrictions, inflation rates and global exchange rates; and inherent uncertainties involved in the estimates and judgments used in the preparation of financial statements, and the providing of estimates of financial measures, in accordance with U.S. GAAP and related standards or on an adjusted basis. For more detailed information on the risks and uncertainties associated with Viatris, see the risks described in Part I, Item 1A of the Company's Annual Report on Form 10-K for the year ended December 31, 2025, and our other filings with the SEC. You can access Viatris' filings with the SEC through the SEC website at www.sec.gov or through our website, and Viatris strongly encourages you to do so. Viatris routinely posts information that may be important to investors on our website at investor.viatris.com, and we use this website address as a means of disclosing material information to the public in a broad, non-exclusionary manner for purposes of the SEC's Regulation Fair Disclosure (Reg FD). The contents of our website are not incorporated into this press release or our filings with the SEC. Viatris undertakes no obligation to update any statements herein for revisions or changes after the date of this press release other than as required by law.
Viatris Inc. and Subsidiaries
Condensed Consolidated Statements of Operations
(Unaudited)
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions, except per share amounts)
2026
2025
2026
2025
Revenues:
Net sales
$ 3,745.9
$ 3,569.0
$ 7,255.6
$ 6,812.2
Other revenues
10.9
13.1
18.2
24.2
Total revenues
3,756.8
3,582.1
7,273.8
6,836.4
Cost of sales
2,300.3
2,249.2
4,660.1
4,342.3
Gross profit
1,456.5
1,332.9
2,613.7
2,494.1
Operating expenses:
Research and development
248.3
218.8
496.9
440.8
Acquired IPR&D
(5.8)
—
0.2
10.0
Selling, general and administrative
1,134.5
928.7
2,063.3
1,876.8
Impairment of goodwill
—
—
—
2,936.8
Litigation settlements and other contingencies, net
73.2
(47.6)
126.7
(121.1)
Total operating expenses
1,450.2
1,099.9
2,687.1
5,143.3
Earnings (loss) from operations
6.3
233.0
(73.4)
(2,649.2)
Interest expense
120.7
116.6
240.8
232.1
Other (income) expense, net
(50.4)
333.5
(2.9)
432.8
Loss before income taxes
(64.0)
(217.1)
(311.3)
(3,314.1)
Income tax provision (benefit)
54.8
(212.5)
(368.9)
(267.5)
Net (loss) earnings
$ (118.8)
$ (4.6)
$ 57.6
$ (3,046.6)
(Loss) earnings per share attributable to Viatris Inc. shareholders
Basic
$ (0.10)
$ —
$ 0.05
$ (2.58)
Diluted
$ (0.10)
$ —
$ 0.05
$ (2.58)
Weighted average shares outstanding:
Basic
1,163.3
1,173.0
1,159.4
1,182.7
Diluted
1,163.3
1,173.0
1,173.8
1,182.7
Viatris Inc. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
(In millions)
June 30,
2026
December 31,
2025
ASSETS
Assets
Current assets:
Cash and cash equivalents
$ 886.5
$ 1,322.4
Accounts receivable, net
3,126.2
3,031.3
Inventories
3,933.2
3,999.2
Prepaid expenses and other current assets
2,109.8
1,436.3
Total current assets
10,055.7
9,789.2
Intangible assets, net
13,676.9
15,102.1
Goodwill
6,654.4
6,754.7
Other non-current assets
4,657.6
5,547.1
Total assets
$ 35,044.6
$ 37,193.1
LIABILITIES AND EQUITY
Liabilities
Current portion of long-term debt and other long-term obligations
$ 1,738.9
$ 1,933.3
Other current liabilities
4,606.9
5,161.0
Long-term debt
11,612.4
12,480.6
Other non-current liabilities
2,826.0
2,906.9
Total liabilities
20,784.2
22,481.8
Shareholders' equity
14,260.4
14,711.3
Total liabilities and equity
$ 35,044.6
$ 37,193.1
Viatris Inc. and Subsidiaries
Key Product Net Sales, on a Consolidated Basis
(Unaudited)
Three months ended June 30,
Six months ended June 30,
(In millions)
2026
2025
2026
2025
Select Key Global Products
Lipitor ®
$ 452.2
$ 387.9
$ 914.2
$ 775.9
Norvasc ®
200.2
182.7
410.2
355.0
EpiPen® Auto-Injectors
129.2
136.8
230.3
233.5
Lyrica ®
120.6
128.1
241.2
240.7
Viagra ®
112.9
100.3
207.9
198.8
Creon ®
97.4
91.4
194.8
173.8
Celebrex ®
76.4
70.0
143.5
133.4
Zoloft ®
71.4
61.1
144.0
121.3
Effexor ®
66.7
63.1
128.7
122.4
Xalabrands
38.8
40.7
78.0
77.8
Select Key Segment Products
Yupelri ®
70.7
66.6
$ 133.2
$ 124.9
Dymista ®
39.8
48.4
77.1
91.2
Amitiza ®
39.4
41.6
73.4
74.9
Xanax ®
38.1
33.9
72.9
66.2
____________
(a)
The Company does not disclose net sales for any products considered competitively sensitive.
(b)
Products disclosed may change in future periods, including as a result of seasonality, competition or new product launches.
(c)
Amounts include the impact of foreign currency fluctuations compared to the prior year period.
Viatris Inc. and Subsidiaries
Reconciliation of Non-GAAP Financial Measures
(Unaudited)
Reconciliation of U.S. GAAP Net (Loss) Earnings to Adjusted Net Earnings and U.S. GAAP (Loss) Earnings Per Share to Adjusted EPS
Below is a reconciliation of U.S. GAAP net (loss) earnings and diluted (loss) earnings per share to adjusted net earnings and adjusted EPS for the three and six months ended June 30, 2026, compared to the prior year period:
Three Months Ended June 30,
Six Months Ended June 30,
(In millions, except per share amounts)
2026
2025
2026
2025
U.S. GAAP net (loss) earnings and U.S. GAAP diluted (loss) earnings per share
$ (118.8)
$ (0.10)
$ (4.6)
$ —
$ 57.6
$ 0.05
$ (3,046.6)
$ (2.58)
Purchase accounting amortization (primarily included in cost of sales)
586.4
597.8
1,177.9
1,181.3
Impairment of goodwill
—
—
—
2,936.8
Litigation settlements and other contingencies, net
73.2
(47.6)
126.7
(121.1)
Interest expense (primarily amortization of premiums and discounts on long term debt)
(10.2)
(9.5)
(20.3)
(18.7)
Loss on divestitures of businesses (included in other (income) expense, net)
—
43.8
13.9
80.7
Acquisition and divestiture-related costs (primarily included in cost of sales and SG&A)(a)
51.4
53.7
113.7
94.4
Restructuring costs (b)
47.8
26.6
140.3
119.5
Share-based compensation expense
38.7
37.1
86.9
92.3
Other special items included in:
Cost of sales (c)
56.3
59.1
198.7
100.7
Research and development expense
1.1
1.4
3.9
2.1
Selling, general and administrative expense (d)
241.1
30.1
276.5
47.7
Other (income) expense, net (e)
(35.8)
304.6
25.5
406.0
Tax effect of the above items and other income tax related items (f)
(122.7)
(366.5)
(698.7)
(548.8)
Adjusted net earnings and adjusted EPS
$ 808.5
$ 0.69
$ 726.0
$ 0.62
$ 1,502.6
$ 1.28
$ 1,326.3
$ 1.11
Weighted average diluted shares outstanding
1,172.4
1,176.8
1,173.8
1,189.9
____________
Significant items include the following:
(a)
Acquisition and divestiture-related costs consist primarily of contractual obligations related to divestitures, transaction costs including legal and consulting fees, and integration activities.
(b)
For the three and six months ended June 30, 2026, charges include approximately $26.9 million and $76.7 million in cost of sales, approximately $2.0 million and $2.6 million in R&D, and approximately $19.0 million and $61.0 million in SG&A, primarily relating to the 2026 restructuring program.
(c)
For the three and six months ended June 30, 2026, includes certain asset impairments, contractual termination costs, and incremental manufacturing variances and certain remediation costs at plants slated for sale or closure or undergoing remediation activities of approximately $44.2 million and $174.9 million, respectively, including charges of $14.9 million and $86.8 million, respectively, primarily related to the write off of inventory and fixed assets damaged in the fire at the Nashik manufacturing facility and incremental manufacturing variances.
(d)
For the three and six months ended June 30, 2026, includes a charge of $177.8 million related to the planned sale of the product rights for Tyrvaya®.
(e)
For the three and six months ended June 30, 2026, charges include a (gain)/loss of approximately $(56.3) million and $8.6 million, respectively, as a result of changes in the fair value of the Biocon Limited equity shares.
(f)
Adjusted for changes for uncertain tax positions.
Reconciliation of U.S. GAAP Net (Loss) Earnings to EBITDA and Adjusted EBITDA
Below is a reconciliation of U.S. GAAP net (loss) earnings to EBITDA and adjusted EBITDA for the three and six months ended June 30, 2026, compared to the prior year period:
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions)
2026
2025
2026
2025
U.S. GAAP net (loss) earnings
$ (118.8)
$ (4.6)
$ 57.6
$ (3,046.6)
Add / (deduct) adjustments:
Income tax provision (benefit)
54.8
(212.5)
(368.9)
(267.5)
Interest expense (a)
120.7
116.6
240.8
232.1
Depreciation and amortization (b)
672.3
678.3
1,348.4
1,343.0
EBITDA
$ 729.0
$ 577.8
$ 1,277.9
$ (1,739.0)
Add / (deduct) adjustments:
Share-based compensation expense
38.7
37.1
86.9
92.3
Litigation settlements and other contingencies, net
73.2
(47.6)
126.7
(121.1)
Loss on divestitures of businesses
—
43.8
13.9
80.7
Impairment of goodwill
—
—
—
2,936.8
Restructuring, acquisition and divestiture-related and other special items (c)
347.4
467.7
732.4
752.6
Adjusted EBITDA
$ 1,188.3
$ 1,078.8
$ 2,237.8
$ 2,002.3
____________
(a)
Includes amortization of premiums and discounts on long-term debt.
(b)
Includes purchase accounting related amortization.
(c)
See items detailed in the Reconciliation of U.S. GAAP Net (Loss) Earnings to Adjusted Net Earnings.
Summary of Total Revenues by Segment
Three Months Ended
June 30,
(In millions, except %s)
2026
2025
%
Change
2026
Currency
Impact (1)
2026
Constant
Currency
Revenues
Constant
Currency %
Change (2)
Net sales
Developed Markets
$ 2,193.7
$ 2,119.3
4 %
$ (30.8)
$ 2,162.9
2 %
Greater China
713.8
588.9
21 %
(28.6)
685.2
16 %
JANZ
296.1
305.7
(3) %
8.1
304.2
— %
Emerging Markets
542.3
555.1
(2) %
2.1
544.4
(2) %
Total net sales
3,745.9
3,569.0
5 %
(49.2)
3,696.7
4 %
Other revenues (3)
10.9
13.1
NM
(0.1)
10.8
NM
Consolidated total revenues (4)
$ 3,756.8
$ 3,582.1
5 %
$ (49.3)
$ 3,707.5
4 %
Six Months Ended
June 30,
(In millions, except %s)
2026
2025
%
Change
2026
Currency
Impact (1)
2026
Constant
Currency
Revenues
Constant
Currency %
Change (2)
Net sales
Developed Markets
$ 4,214.5
$ 4,011.0
5 %
$ (148.5)
$ 4,066.0
1 %
Greater China
1,393.9
1,144.4
22 %
(54.2)
1,339.7
17 %
JANZ
569.5
581.8
(2) %
4.3
573.8
(1) %
Emerging Markets
1,077.7
1,075.0
— %
(12.5)
1,065.2
(1) %
Total net sales
$ 7,255.6
$ 6,812.2
7 %
$ (210.9)
$ 7,044.7
3 %
Other revenues (3)
18.2
24.2
NM
(0.2)
18.0
NM
Consolidated total revenues (4)
$ 7,273.8
$ 6,836.4
6 %
$ (211.1)
$ 7,062.7
3 %
____________
(1)
Currency impact is shown as unfavorable (favorable).
(2)
The constant currency percentage change is derived by translating net sales or revenues for the current period at prior year comparative period exchange rates, and in doing so shows the percentage change from 2026 constant currency net sales or revenues to the corresponding amount in the prior year.
(3)
For the three months ended June 30, 2026, other revenues in Developed Markets, JANZ, and Emerging Markets were approximately $9.3 million, $0.1 million, and $1.5 million, respectively. For the six months ended June 30, 2026, other revenues in Developed Markets, JANZ, and Emerging Markets were approximately $14.5 million, $0.2 million, and $3.5 million, respectively.
(4)
Amounts exclude intersegment revenue which eliminates on a consolidated basis.
Reconciliation of Statements of Operations Line Items
(Unaudited)
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions, except %s)
2026
2025
2026
2025
U.S. GAAP cost of sales
$ 2,300.3
$ 2,249.2
$ 4,660.1
$ 4,342.3
Deduct:
Purchase accounting amortization and other related items
(586.4)
(597.8)
(1,177.9)
(1,181.3)
Acquisition and divestiture-related costs
(32.0)
(26.4)
(60.4)
(38.6)
Restructuring costs
(26.9)
(11.3)
(76.7)
(31.1)
Share-based compensation expense
(0.8)
(0.9)
(1.8)
(2.2)
Other special items, including restructuring related costs
(56.3)
(59.1)
(198.7)
(100.7)
Adjusted cost of sales
$ 1,597.9
$ 1,553.7
$ 3,144.6
$ 2,988.4
Adjusted gross profit (a)
$ 2,158.9
$ 2,028.4
$ 4,129.2
$ 3,848.0
Adjusted gross margin (a)
57 %
57 %
57 %
56 %
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions, except %s)
2026
2025
2026
2025
U.S. GAAP R&D
$ 248.3
$ 218.8
$ 496.9
$ 440.8
Deduct:
Acquisition and divestiture-related costs
(1.1)
(2.6)
(3.1)
(3.3)
Restructuring costs
(2.0)
(1.4)
(2.6)
(2.2)
Share-based compensation expense
(2.1)
(2.2)
(4.8)
(4.5)
Other special items
(1.1)
(1.4)
(3.9)
(2.1)
Adjusted R&D
$ 242.0
$ 211.2
$ 482.5
$ 428.7
Adjusted R&D as % of total revenues
6 %
6 %
7 %
6 %
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions, except %s)
2026
2025
2026
2025
U.S. GAAP SG&A
$ 1,134.5
$ 928.7
$ 2,063.3
$ 1,876.8
Deduct:
Acquisition and divestiture-related costs
(18.1)
(24.7)
(50.1)
(52.5)
Restructuring costs
(19.0)
(14.0)
(61.0)
(86.3)
Share-based compensation expense
(35.8)
(33.9)
(80.3)
(85.6)
Other special items and reclassifications
(241.1)
(30.1)
(276.5)
(47.7)
Adjusted SG&A
$ 820.5
$ 826.0
$ 1,595.4
$ 1,604.7
Adjusted SG&A as % of total revenues
22 %
23 %
22 %
23 %
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions)
2026
2025
2026
2025
U.S. GAAP total operating expenses
$ 1,450.2
$ 1,099.9
$ 2,687.1
$ 5,143.3
Add / (Deduct):
Litigation settlements and other contingencies, net
(73.2)
47.6
(126.7)
121.1
R&D adjustments
(6.3)
(7.6)
(14.4)
(12.1)
SG&A adjustments
(314.0)
(102.7)
(467.9)
(272.1)
Impairment of goodwill adjustments
—
—
—
(2,936.8)
Adjusted total operating expenses
$ 1,056.7
$ 1,037.2
$ 2,078.1
$ 2,043.4
Adjusted earnings from operations (b)
$ 1,102.2
$ 991.2
$ 2,051.1
$ 1,804.6
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions)
2026
2025
2026
2025
U.S. GAAP interest expense
$ 120.7
$ 116.6
$ 240.8
$ 232.1
Add / (Deduct):
Accretion of contingent consideration liability
(0.9)
(1.2)
(1.8)
(2.4)
Amortization of premiums and discounts on long-term debt
11.7
11.4
23.5
22.4
Other special items
(0.7)
(0.7)
(1.4)
(1.3)
Adjusted interest expense
$ 130.8
$ 126.1
$ 261.1
$ 250.8
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions)
2026
2025
2026
2025
U.S. GAAP other (income) expense, net
$ (50.4)
$ 333.5
$ (2.9)
$ 432.8
Add / (Deduct):
Fair value adjustments on non-marketable equity investments
—
(284.0)
—
(399.8)
Fair value adjustments on marketable equity investments
56.3
—
(8.6)
—
Loss on divestitures of businesses
—
(43.8)
(13.9)
(80.7)
Other items
(20.7)
(20.5)
(17.0)
(6.1)
Adjusted other income, net
$ (14.8)
$ (14.8)
$ (42.4)
$ (53.8)
Three Months Ended
Six Months Ended
June 30,
June 30,
(In millions, except %s)
2026
2025
2026
2025
U.S. GAAP loss before income taxes
$ (64.0)
$ (217.1)
$ (311.3)
$ (3,314.1)
Total pre-tax non-GAAP adjustments
1,050.0
1,097.1
2,143.7
4,921.8
Adjusted earnings before income taxes
$ 986.0
$ 880.0
$ 1,832.4
$ 1,607.7
U.S. GAAP income tax provision (benefit)
$ 54.8
$ (212.5)
$ (368.9)
$ (267.5)
Adjusted tax expense
122.7
366.5
698.7
548.8
Adjusted income tax provision
$ 177.5
$ 154.0
$ 329.8
$ 281.3
Adjusted effective tax rate
18.0 %
17.5 %
18.0 %
17.5 %
___________
(a)
U.S. GAAP gross profit is calculated as total revenues less U.S. GAAP cost of sales. U.S. GAAP gross margin is calculated as U.S. GAAP gross profit divided by total revenues. Adjusted gross profit is calculated as total revenues less adjusted cost of sales. Adjusted gross margin is calculated as adjusted gross profit divided by total revenues.
(b)
U.S. GAAP earnings from operations is calculated as U.S. GAAP gross profit less U.S. GAAP total operating expenses. Adjusted earnings from operations is calculated as adjusted gross profit less adjusted total operating expenses.
Reconciliation of Estimated 2026 U.S. GAAP Net Cash Provided by Operating Activities to Free Cash Flow as of August 6, 2026
(Unaudited)
A reconciliation of the estimated 2026 U.S. GAAP Net Cash provided by Operating Activities to Free Cash Flow is presented below:
(In millions)
Estimated U.S. GAAP Net Cash provided by Operating Activities
$1,900 - $2,100
Less: Capital Expenditures
$(350) - $(450)
Free Cash Flow
$1,450 - $1,750
Add: Estimated Transaction-related and Restructuring-related Costs
~$600
Free Cash Flow Excluding Transaction-related and Restructuring-related Costs
$2,050 - $2,350
Reconciliation of Estimated 2026 U.S. GAAP Net Cash Provided by Operating Activities to Free Cash Flow as of May 7, 2026
(Unaudited)
A reconciliation of the estimated 2026 U.S. GAAP Net Cash provided by Operating Activities to Free Cash Flow is presented below:
(In millions)
Estimated U.S. GAAP Net Cash provided by Operating Activities
$1,700 - $2,000
Less: Capital Expenditures
$(350) - $(450)
Free Cash Flow
$1,250 - $1,650
Add: Estimated Transaction-related and Restructuring-related Costs
~$700
Free Cash Flow Excluding Transaction-related and Restructuring-related Costs
$1,950 - $2,350
Gross Leverage Ratio
Gross Leverage Ratio is the ratio of Viatris' total debt at notional amounts at June 30, 2026 to the sum of Viatris' adjusted EBITDA for the quarters ended September 30, 2025, December 31, 2025, March 31, 2026 and June 30, 2026.
Three Months Ended
Twelve
Months
Ended
(In millions, except ratio)
September 30,
2025
December 31,
2025
March 31,
2026
June 30,
2026
June 30, 2026
Adjusted EBITDA
$ 1,154.6
$ 1,003.1
$ 1,049.5
$ 1,188.3
$ 4,395.5
Reported debt balances:
Long-term debt, including current portion
13,348.6
Short-term borrowings and other current obligations
—
Total
13,348.6
Add / (deduct):
Net premiums on various debt issuances
(423.7)
Deferred financing fees
23.1
Total debt at notional amounts
$ 12,948.0
Gross debt to adjusted EBITDA
2.9 x
Long-term Gross Leverage Target
The stated forward-looking non-GAAP financial measure of long-term gross leverage target range of 2.8x – 3.2x, is based on the ratio of (i) targeted notional gross debt and (ii) targeted Adjusted EBITDA. However, the Company has not quantified future amounts to develop this target but has stated its goal to manage notional gross debt and Adjusted EBITDA over time in order to generally maintain or reach the target. This target does not reflect Company guidance.
Reconciliation of U.S. GAAP Net (Loss) Earnings to EBITDA and Adjusted EBITDA – Last Twelve Months
Three Months Ended
September 30,
2025
December 31,
2025
March 31,
2026
June 30,
2026
U.S. GAAP net (loss) earnings
$ (128.2)
$ (340.1)
$ 176.4
$ (118.8)
Add / (deduct) adjustments:
Income tax provision (benefit)
120.3
(2.9)
(423.7)
54.8
Interest expense (a)
119.6
119.6
120.1
120.7
Depreciation and amortization (b)
688.5
766.8
676.1
672.3
EBITDA
$ 800.2
$ 543.4
$ 548.9
$ 729.0
Add / (deduct) adjustments:
Share-based compensation expense
36.0
49.4
48.2
38.7
Litigation settlements and other contingencies, net
55.7
(3.1)
53.5
73.2
(Gain) loss on divestitures of businesses
(1.6)
21.9
13.9
—
Restructuring, acquisition and divestiture-related and other special items
, /PRNewswire/ -- Warner Bros. Discovery, Inc. (the "Company") (Nasdaq: WBD) today reported financial results for the quarter ended June 30, 2026. Please visit the "Investor Relations" section of the Company's website at https://ir.wbd.com/ to view the earnings materials.
The Company will conduct a conference call today at 8:00 a.m. ET to discuss the results. A link to the live webcast of the conference call will be available in the "Investor Relations" section of the Company's website at https://ir.wbd.com/.
A replay of the audio webcast will be available in the "Investor Relations" section of the Company's website for twelve months.
About Warner Bros. Discovery:
Warner Bros. Discovery is a leading global media and entertainment company that creates and distributes the world's most differentiated and complete portfolio of branded content across television, film, streaming and gaming. Warner Bros. Discovery inspires, informs and entertains audiences worldwide through its iconic brands and products including: Discovery Channel, HBO Max, discovery+, CNN, DC, TNT Sports, Eurosport, HBO, HGTV, Food Network, OWN, Investigation Discovery, TLC, Magnolia Network, TNT, TBS, truTV, Travel Channel, Animal Planet, Science Channel, Warner Bros. Motion Picture Group, Warner Bros. Television Group, Warner Bros. Pictures Animation, Warner Bros. Games, New Line Cinema, Cartoon Network, Adult Swim, Turner Classic Movies, Discovery en Español, Hogar de HGTV and others. For more information, please visit www.wbd.com.
Ocugen získal od FDA povolení zahájit fázi 3 studie OCU410 pro geografickou atrofii a získal také označení RMAT. Firma zároveň uzavřela financování v hodnotě 130,0 milionu USD, které prodlužuje hotovostní runway do roku 2028.
Conference Call and Webcast Today at 8:30 a.m. ET Received U.S. Food and Drug Administration (FDA) clearance to initiate OCU410 Phase 3 trial for geographic atrophy (GA), secondary to dry age-related macular degeneration (AMD); on track to initiate Phase 3 this quarter Granted Regenerative Medicine Advanced Therapy (RMAT) designation by FDA for OCU410, enabling eligibility for priority review and accelerated approval Signed a binding term sheet with Roots Pharmaceutical, and its strategic partner Al-Dhow International Holding, to negotiate an exclusive license for OCU400 in retinitis pigmentosa (RP) across the Middle East and North Africa (MENA) region Successfully completed OCU400 Process Performance Qualification (PPQ) batches, supporting Biologics License Application (BLA) and commercial launch supplies Closed $130.0 million convertible senior notes financing, extending cash runway into 2028 Remain on track to announce top-line results for two late-stage clinical programs, OCU400 for RP and OCU410ST for Stargardt disease in 1Q 2027 and 2Q 2027, respectively Strengthened leadership team with the appointments of Mohamed Genead, M.D.
PARSIPPANY, N.J.--(BUSINESS WIRE)--Zoetis Inc. (NYSE:ZTS), the world's leading animal health company, today reported its financial results for the second quarter of 2026.
The company reported revenue of $2.5 billion for the second quarter of 2026, flat compared with the second quarter of 2025, decreasing 1% on an organic operational1 basis. Net income for the second quarter of 2026 was $691 million, or $1.65 per diluted share, decreasing 5% and growing 1%, respectively, on a reported basis.
Adjusted net income2 for the second quarter of 2026 was $781 million, or $1.87 per diluted share, decreasing 1% and increasing 5%, respectively, on a reported basis, decreasing 2% and increasing 4%, respectively, on an organic operational basis. Adjusted net income for the second quarter of 2026 excludes the net impact of $90 million for purchase accounting adjustments, acquisition and divestiture-related costs and certain significant items.
"Second quarter results reflected a more pressured Companion Animal market, as lower clinic visits and pet owner price sensitivity reduced demand across parts of our portfolio and heightened competition in key categories," said Kristin Peck, Chief Executive Officer of Zoetis. "At the same time, these dynamics reinforce the enduring attractiveness of the markets Zoetis has helped define and advance. We are adapting our commercial strategy to the marketplace in front of us, deploying targeted investments, accelerating innovation, and pursuing business development to strengthen our position in areas aligned with the future of animal health. We also continue to benefit from the breadth of our diversified portfolio, including strength in Livestock and Diagnostics. As we advance our robust pipeline, including more than 12 potential blockbusters over the coming years, we are acting with urgency and remain confident in the long-term fundamentals of animal health and in Zoetis' ability to compete, lead, and create shareholder value."
SEGMENT HIGHLIGHTS
Zoetis organizes and manages its commercial operations across two segments: United States (U.S.) and International. Within these segments, the company delivers a diverse portfolio of products for companion animals and livestock, tailored to local trends and customer needs. In the second quarter of 2026:
Revenue in the U.S. segment totaled $1.3 billion, decreasing 7% on both a reported and an organic operational basis relative to the second quarter of 2025. Companion animal product sales decreased 11% due to continued softer end-market demand. The company's key dermatology franchise and Simparica Trio® faced persistent macro-driven price sensitivity and heightened competitive pressure. Also contributing to the decline was the impact of generic competition on the Cerenia® and Convenia® brands, as well as lower sales of Librela®. Sales of livestock products increased 23% on both a reported and organic operational basis in the quarter, supported by strength across cattle and poultry. Cattle performance was underpinned by favorable producer economics in beef cattle and supply timing. Poultry performance benefited from increased vaccine sales tied to disease outbreak activity. Revenue in the International segment was $1.2 billion, increasing 8% on a reported basis and 6% on an organic operational basis compared with the second quarter of 2025. Companion animal product sales grew 8% on a reported basis and 5% on an organic operational basis, led by the company's parasiticides portfolio, including Simparica Trio, along with contributions from Revolution® and Stronghold®. Also contributing to growth was companion animal diagnostics, as well as osteoarthritis (OA) pain with the launch of Lenivia® and Portela™, the company's long-acting monoclonal antibody pain products that provide dogs and cats with up to three months of pain relief. These gains were partially offset by lower sales of key dermatology products as well as challenging market conditions impacting the broader portfolio. Sales of livestock products grew 8% on a reported basis and 6% on an organic operational basis, driven by growth in cattle and poultry. INVESTMENTS IN GROWTH
Zoetis continued to advance innovation across its diversified portfolio, including a pipeline with more than 12 potential blockbuster3 candidates in areas such as chronic kidney disease, oncology, cardiology, anxiety and obesity. During the quarter, the company advanced major-market approvals, expanded access to industry-leading treatments in new geographies, enhanced diagnostics capabilities, and delivered solutions to support customers facing emerging and transboundary infectious disease threats. Together, these efforts reflect Zoetis' focus on translating science, global scale and customer insights into solutions that improve the health of companion animals and livestock around the world.
Delivering on Commitment to Innovation
Zoetis is executing on its commitment to deliver a significant approval in a major market every year for the next several years. In July, the company received marketing authorization from the European Commission for Poulvac® Procerta® HVT-ND. This approval reinforces Zoetis’ focus on ensuring a stable and reliable protein supply, helping protect poultry production against Newcastle and Marek’s disease.
Lenivia and Portela, long-acting monoclonal antibody therapies providing dogs and cats with up to three months of OA pain relief from a single injection, launched in Canada and the EU and were approved in Great Britain. Lenivia was also approved in Switzerland.
Supporting Prevention and Treatment of New World Screwworm
With New World screwworm now confirmed in the United States, Zoetis has been well prepared to support customers’ prevention and treatment strategies. Dectomax®-CA1, the first parasite control product to receive FDA conditional approval for the prevention and treatment of New World screwworm myiasis in beef cattle, together with Dectomax®, received emergency use authorization in the U.S. for prevention of infestations in swine, sheep, deer, horses, lactating and dry dairy cows, and dairy replacement heifers. This response underscores Zoetis’ long-standing support for a One Health approach and its ability to deliver targeted solutions when disease threats affect animals, customers, and the broader food supply.
Additional approvals from the quarter include:
Vanguard® crLyme received a label update in the U.S. for effectiveness against subclinical arthritis caused by Borrelia burgdorferi, representing a significant pipeline acceleration. Bonqat®, an oral medication to help alleviate acute anxiety and fear associated with transportation and veterinary visits in cats, was approved in China. Synovex® One Grower gained an expanded label approval in the U.S. to increase the rate of weight gain in growing beef steers and heifers in dry lots or on pasture with insufficient forage. Suvaxyn® PRRS Needle-Free Microdose, a vaccine that helps prevent porcine reproductive and respiratory syndrome, was approved in the EU. This approval includes a needle free intramuscular administration claim and a new multidose presentation. Fostera® Gold PVC MH Flex, a vaccine to help prevent infection from Mycoplasma hyopneumoniae and Porcine circovirus, was approved in Japan. Accelerating Diagnostics Capabilities
In July, Zoetis completed the acquisition of VitalRADS, a veterinary teleradiology services platform. This milestone advances Zoetis’ strategic pursuit of opportunities that unlock new sources of growth by expanding its Global Diagnostics offering with around-the-clock access to board-certified veterinary specialists through a cloud-based teleradiology platform. The acquisition will extend Zoetis’ capabilities beyond in-vitro testing into veterinary imaging interpretation and advance its vision of a more complete end-to-end Virtual Reference Lab.
Zoetis also expanded the capabilities of Vetscan Opticell™, making it the first and only point of care hematology analyzer to offer cellular hemoglobin mean – previously available only in reference laboratories. This expansion adds greater diagnostic depth in clinics and delivers value to veterinary teams through time, cost, and space savings.
Together, these investments strengthen Zoetis’ diagnostics capabilities and reinforce the company’s differentiated position in animal health with scale across both diagnostics and therapeutics.
Advancing Sustainability in Animal Health for a Better Future
In June, Zoetis published its 2025 Sustainability Report, marking the completion of its initial Driven to Care aspirations set in 2021 and introducing the strategy’s next phase, with an even sharper focus across Communities, Animals and the Planet. The report also highlighted that the Zoetis Foundation fulfilled its commitment to distribute $35 million in grants from 2021 to 2025, helping strengthen the animal health ecosystem by advancing opportunities for veterinary professionals and livestock farmers.
FINANCIAL GUIDANCE
Zoetis is providing updated guidance based on the current operating environment.
Revenue of $9.120 billion to $9.320 billion (organic operational growth of (3)% to (1)%) Reported net income of $2.330 billion to $2.380 billion Adjusted net income of $2.570 billion to $2.620 billion (organic operational growth of (9)% to (5)%) Reported diluted EPS of $5.55 to $5.65 Adjusted diluted EPS of $6.15 to $6.25 This guidance reflects foreign exchange rates as of July 21, 2026. Additional details on guidance are included in the financial tables and will be discussed on the company's conference call.
WEBCAST & CONFERENCE CALL DETAILS
Zoetis will host a webcast and conference call today at 8:30 a.m. ET to review second quarter 2026 results, discuss financial guidance and respond to questions from financial analysts. The live webcast and corresponding slides can be accessed by visiting https://investor.zoetis.com/events-presentations. A replay of the webcast will be available following the event.
About Zoetis
Zoetis is the world’s leading animal health company, driven by a singular purpose: to nurture our world and humankind by advancing care for animals. With a legacy of nearly 75 years, Zoetis continues to pioneer ways to predict, prevent, detect, and treat animal illness, supporting veterinarians, livestock producers, and pet owners in over 100 countries. We integrate deep scientific expertise, data-driven R&D, advanced manufacturing, and commercial excellence to deliver meaningful innovation across medicines, vaccines, diagnostics, biopharmaceuticals, and digital solutions. Guided by our vision to be the most trusted and valued animal health company, Zoetis is committed to setting new standards for the future of animal care through innovation, customer obsession, and purpose-driven colleagues. To learn more, visit Zoetis.com.
1 Organic operational results (a non-GAAP financial measure) is defined as results excluding the impact of foreign exchange and certain acquisitions and divestitures.
2 Adjusted net income and its components and adjusted diluted earnings per share (non-GAAP financial measures) are defined as reported net income and reported diluted earnings per share, excluding purchase accounting adjustments, acquisition and divestiture-related costs and certain significant items.
3 A blockbuster has annual sales of at least $100 million.
DISCLOSURE NOTICES
Forward-Looking Statements: This press release contains forward-looking statements, which reflect the current views of Zoetis with respect to: business plans or prospects, future operating or financial performance, future guidance, future operating models; R&D costs; timing and likelihood of success; expectations regarding products, product approvals or products under development and expected timing of product launches; expectations regarding competing products; expectations regarding financial impact of divestitures; disruptions in our global supply chain; expectations regarding the performance of acquired companies and our ability to integrate new businesses; expectations regarding the financial impact of acquisitions; future use of cash, dividend payments and share repurchases; foreign exchange rates, tax rates, tariffs, changes in tax regimes and laws and any changes thereto; possible impacts of the Fiscal Year Alignment; and other future events. These statements are not guarantees of future performance or actions. Forward-looking statements are subject to risks and uncertainties. If one or more of these risks or uncertainties materialize, or if management's underlying assumptions prove to be incorrect, actual results may differ materially from those contemplated by a forward-looking statement. Forward-looking statements speak only as of the date on which they are made. Zoetis expressly disclaims any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. A further list and description of risks, uncertainties and other matters can be found in our most recent Annual Report on Form 10-K, including in the sections thereof captioned “Forward-Looking Statements and Factors That May Affect Future Results” and “Item 1A. Risk Factors,” in our Quarterly Reports on Form 10-Q and in our Current Reports on Form 8-K. These filings and subsequent filings are available online at www.sec.gov, www.zoetis.com, or on request from Zoetis.
Use of Non-GAAP Financial Measures: We use non-GAAP financial measures, such as adjusted net income, adjusted diluted earnings per share, operational results (which exclude the impact of foreign exchange) and organic operational results (which exclude the impact of foreign exchange and certain acquisitions and divestitures), to assess and analyze our results and trends and to make financial and operational decisions. We believe these non-GAAP financial measures are also useful to investors because they provide greater transparency regarding our operating performance. The non-GAAP financial measures included in this press release should not be considered alternatives to measurements required by GAAP, such as net income, operating income, and earnings per share, and should not be considered measures of liquidity. These non-GAAP financial measures are unlikely to be comparable with non-GAAP information provided by other companies. Reconciliations of non-GAAP financial measures and the most directly comparable GAAP financial measures are included in the tables accompanying this press release and are posted on our website at www.zoetis.com.
Internet Posting of Information: We routinely post information that may be important to investors on the 'Investor Relations' section of our website at www.zoetis.com, as well as on LinkedIn, Facebook, X (formerly Twitter) and YouTube. We encourage investors and potential investors to consult our website regularly and to follow us on social media for company news and information.
ZTS-COR
ZTS-IR
ZTS-FIN
ZOETIS INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
(millions of dollars, except per share data)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
% Change
2026
2025
% Change
Revenue
$
2,468
$
2,474
—
$
4,730
$
4,672
1
Costs and expenses:
Cost of sales
673
664
1
1,314
1,282
2
Selling, general and administrative expenses
592
614
(4
)
1,180
1,188
(1
)
Research and development expenses
173
166
4
353
328
8
Amortization of intangible assets
31
33
(6
)
62
65
(5
)
Restructuring charges and certain acquisition and divestiture-related costs
77
30
*
99
30
*
Interest expense, net of capitalized interest
61
53
15
123
107
15
Other (income)/deductions–net
(5
)
2
*
(25
)
(13
)
92
Income before provision for taxes on income
866
912
(5
)
1,624
1,685
(4
)
Provision for taxes on income
175
186
(6
)
332
357
(7
)
Net income before allocation to noncontrolling interests
691
726
(5
)
1,292
1,328
(3
)
Less: Net income/(loss) attributable to noncontrolling interests
—
—
*
—
—
*
Net income attributable to Zoetis Inc.
$
691
$
726
(5
)
$
1,292
$
1,328
(3
)
Earnings per share attributable to Zoetis—basic
$
1.65
$
1.63
1
$
3.08
$
2.98
3
Earnings per share attributable to Zoetis—diluted
$
1.65
$
1.63
1
$
3.08
$
2.97
4
Weighted-average shares used to calculate earnings per share
Basic
417.6
445.1
419.9
446.3
Diluted
417.7
445.5
420.1
446.7
* Calculation not meaningful.
ZOETIS INC.
RECONCILIATION OF GAAP REPORTED TO NON-GAAP ADJUSTED INFORMATION
CERTAIN LINE ITEMS
(UNAUDITED)
(millions of dollars, except per share data)
Three Months Ended June 30, 2026
GAAP Reported
Purchase Accounting Adjustments
Acquisition and Divestiture- Related Costs(1)
Certain Significant Items(2)
Non-GAAP Adjusted(a)
Cost of sales
$
673
$
(1
)
$
—
$
(3
)
$
669
Gross profit
1,795
1
—
3
1,799
Selling, general and administrative expenses
592
(3
)
—
(3
)
586
Amortization of intangible assets
31
(26
)
—
—
5
Restructuring charges and certain acquisition and divestiture-related costs
77
—
(2
)
(75
)
—
Income before provision for taxes on income
866
30
2
81
979
Provision for taxes on income
175
6
—
17
198
Net income attributable to Zoetis
691
24
2
64
781
Earnings per common share attributable to Zoetis–diluted
1.65
0.06
—
0.16
1.87
Three Months Ended June 30, 2025
GAAP Reported
Purchase Accounting Adjustments
Acquisition and Divestiture- Related Costs(1)
Certain Significant Items(2)
Non-GAAP Adjusted(a)
Cost of sales
$
664
$
(1
)
$
—
$
(2
)
$
661
Gross profit
1,810
1
—
2
1,813
Selling, general and administrative expenses
614
(2
)
—
(9
)
603
Research and development expenses
166
(1
)
—
—
165
Amortization of intangible assets
33
(29
)
—
—
4
Restructuring charges and certain acquisition and divestiture-related costs
30
—
(1
)
(29
)
—
Other (income)/deductions–net
2
—
—
(8
)
(6
)
Income before provision for taxes on income
912
33
1
48
994
Provision for taxes on income
186
8
—
9
203
Net income attributable to Zoetis
726
25
1
39
791
Earnings per common share attributable to Zoetis–diluted
1.63
0.06
—
0.09
1.78
(a) Non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are not, and should not be viewed as, substitutes for U.S. GAAP net income and its components and diluted EPS. Despite the importance of these measures to management in goal setting and performance measurement, non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS (unlike U.S. GAAP net income and its components and diluted EPS) may not be comparable to the calculation of similar measures of other companies. Non-GAAP adjusted net income and its components, and non-GAAP adjusted diluted EPS are presented solely to permit investors to more fully understand how management assesses performance.
See Notes to Reconciliation of GAAP Reported to Non-GAAP Adjusted Information for notes (1) and (2).
ZOETIS INC.
RECONCILIATION OF GAAP REPORTED TO NON-GAAP ADJUSTED INFORMATION
CERTAIN LINE ITEMS
(UNAUDITED)
(millions of dollars, except per share data)
Six Months Ended June 30, 2026
GAAP Reported
Purchase Accounting Adjustments
Acquisition and Divestiture- Related Costs(1)
Certain Significant Items(2)
Non-GAAP Adjusted(a)
Cost of sales
$
1,314
$
(2
)
$
—
$
(5
)
$
1,307
Gross profit
3,416
2
—
5
3,423
Selling, general and administrative expenses
1,180
(2
)
—
(7
)
1,171
Research and development expenses
353
(1
)
—
—
352
Amortization of intangible assets
62
(53
)
—
—
9
Restructuring charges and certain acquisition and divestiture-related costs
99
—
(4
)
(95
)
—
Other (income)/deductions–net
(25
)
—
—
(1
)
(26
)
Income before provision for taxes on income
1,624
58
4
108
1,794
Provision for taxes on income
332
13
1
21
367
Net income attributable to Zoetis
1,292
45
3
87
1,427
Earnings per common share attributable to Zoetis–diluted
3.08
0.11
—
0.21
3.40
Six Months Ended June 30, 2025
GAAP Reported
Purchase Accounting Adjustments
Acquisition and Divestiture- Related Costs(1)
Certain Significant Items(2)
Non-GAAP Adjusted(a)
Cost of sales
$
1,282
$
(2
)
$
—
$
(2
)
$
1,278
Gross profit
3,390
2
—
2
3,394
Selling, general and administrative expenses
1,188
(5
)
—
(15
)
1,168
Research and development expenses
328
(1
)
—
—
327
Amortization of intangible assets
65
(57
)
—
—
8
Restructuring charges and certain acquisition and divestiture-related costs
30
—
(1
)
(29
)
—
Other (income)/deductions–net
(13
)
—
—
(8
)
(21
)
Income before provision for taxes on income
1,685
65
1
54
1,805
Provision for taxes on income
357
15
—
9
381
Net income attributable to Zoetis
1,328
50
1
45
1,424
Earnings per common share attributable to Zoetis–diluted
2.97
0.12
—
0.10
3.19
(a) Non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are not, and should not be viewed as, substitutes for U.S. GAAP net income and its components and diluted EPS. Despite the importance of these measures to management in goal setting and performance measurement, non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, non-GAAP adjusted net income and its components and non-GAAP adjusted diluted EPS (unlike U.S. GAAP net income and its components and diluted EPS) may not be comparable to the calculation of similar measures of other companies. Non-GAAP adjusted net income and its components, and non-GAAP adjusted diluted EPS are presented solely to permit investors to more fully understand how management assesses performance.
See Notes to Reconciliation of GAAP Reported to Non-GAAP Adjusted Information for notes (1) and (2).
ZOETIS INC.
NOTES TO RECONCILIATION OF GAAP REPORTED TO NON-GAAP ADJUSTED INFORMATION
CERTAIN LINE ITEMS
(UNAUDITED)
(millions of dollars)
(1) Acquisition and divestiture-related costs include the following:
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Acquisition-related costs(a)
$
2
$
1
$
4
$
1
Total acquisition and divestiture-related costs—pre-tax
2
1
4
1
Income taxes(b)
—
—
1
—
Total acquisition and divestiture-related costs—net of tax
$
2
$
1
$
3
$
1
(a) Acquisition-related costs represent external, incremental costs that directly relate to transacting and integrating businesses, included in Restructuring charges and certain acquisition and divestiture-related costs.
(b) Included in Provision for taxes on income. Income taxes include the tax effect of the associated pre-tax amounts, calculated by determining the jurisdictional location of the pre-tax amounts and applying that jurisdiction's applicable tax rate.
(2) Certain significant items include the following:
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Other restructuring charges and cost-reduction/productivity initiatives(a)
$
75
$
7
$
95
$
7
Business process transformation program(b)
6
11
11
18
Certain asset impairment charges(c)
—
27
—
27
Net loss on sale of business(d)
—
3
—
3
Other
—
—
2
(1
)
Total certain significant items—pre-tax
81
48
108
54
Income taxes(e)
17
9
21
9
Total certain significant items—net of tax
$
64
$
39
$
87
$
45
(a) For the three and six months ended June 30, 2026, primarily driven by employee termination costs under a comprehensive cost and productivity program, with the six-month period also reflecting employee termination costs from additional organizational structure refinements.
For the three and six months ended June 30, 2025, primarily consisted of employee termination costs related to a transition from internal to external innovation and manufacturing of certain products and the closure of a related site, included in Restructuring charges and certain acquisition and divestiture-related costs.
(b) Represents costs related to our multi-year business process transformation program, which includes the implementation of a new enterprise resource planning (ERP) system, related digital technology solutions and other related costs, included in Selling, general and administrative expenses and Cost of sales. This comprehensive program is a major global and cross-functional company-wide effort that we believe will transform how we work across our business and contribute to all of our strategic priorities. Due to the nature, scope and magnitude of this investment, these costs are incremental transformational costs that are far in excess of the historical normal level of spending to support operations and are not expected to recur in the foreseeable future.
(c) Represents certain asset impairment charges related to a transition from internal to external innovation and manufacturing of certain products and the closure of a related site, included in Restructuring charges and certain acquisition and divestiture-related costs, as well as charges related to our aquaculture product portfolio included in Other (income)/deductions–net.
(d) Represents a net loss related to the sale of our medicated feed additive product portfolio, certain water soluble products and related assets sold in 2024, included in Other (income)/deductions–net.
(e) Included in Provision for taxes on income. Income taxes include the tax effect of the associated pre-tax amounts, calculated by determining the jurisdictional location of the pre-tax amounts and applying that jurisdiction's applicable tax rate.
ZOETIS INC.
ADJUSTED SELECTED COSTS, EXPENSES AND INCOME(a)
(UNAUDITED)
(millions of dollars)
Three Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Operational(b)
Divestitures
Organic Operational(c)
Adjusted cost of sales
$
669
$
661
1
%
3
%
(2
)%
as a percent of revenue
27.1
%
26.7
%
NA
NA
NA
Adjusted SG&A expenses
586
603
(3
)%
1
%
(4
)%
Adjusted R&D expenses
173
165
5
%
1
%
4
%
Adjusted net income
781
791
(1
)%
1
%
(2
)%
—
%
(2
)%
Six Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Operational(b)
Divestitures
Organic Operational(c)
Adjusted cost of sales
$
1,307
$
1,278
2
%
6
%
(4
)%
as a percent of revenue
27.6
%
27.4
%
NA
NA
NA
Adjusted SG&A expenses
1,171
1,168
—
%
2
%
(2
)%
Adjusted R&D expenses
352
327
8
%
2
%
6
%
Adjusted net income
1,427
1,424
—
%
1
%
(1
)%
—
%
(1
)%
(a) Adjusted cost of sales, adjusted selling, general, and administrative (SG&A) expenses, adjusted research and development (R&D) expenses, and adjusted net income (non-GAAP financial measures) are defined as the corresponding reported U.S. GAAP income statement line items excluding purchase accounting adjustments, acquisition and divestiture-related costs and certain significant items. These adjusted income statement line item measures are not, and should not be viewed as, substitutes for the corresponding U.S. GAAP line items. The corresponding GAAP line items and reconciliations of reported to adjusted information are provided in Condensed Consolidated Statements of Income and Reconciliation of GAAP Reported to Non-GAAP Adjusted Information.
(b) Operational results (a non-GAAP financial measure) is defined as results excluding the impact of foreign exchange.
(c) Organic operational results (a non-GAAP financial measure) is defined as results excluding the impact of foreign exchange and certain acquisitions and divestitures.
ZOETIS INC.
2026 GUIDANCE
Selected Line Items
(millions of dollars, except per share amounts)
Full Year 2026
as of August 6, 2026
Full Year 2026
as of May 7, 2026
(Prior Guidance)
Revenue
$9,120 to $9,320
$9,680 to $9,960
Organic operational results(a)
(3)% to (1)%
2% to 5%
Adjusted cost of sales as a percentage of revenue(b)
Approximately 29.0%
Approximately 28.5%
Adjusted SG&A expenses(b)
$2,330 to $2,380
$2,350 to $2,400
Adjusted R&D expenses(b)
$720 to $730
$735 to $745
Adjusted interest expense and other (income)/deductions-net(b)
Approximately $215
Approximately $215
Effective tax rate on adjusted income(b)
Approximately 20.5%
Approximately 20.5%
Adjusted diluted EPS(b)
$6.15 to $6.25
$6.85 to $7.00
Adjusted net income(b)
$2,570 to $2,620
$2,870 to $2,950
Organic operational results(a)(c)
(9)% to (5)%
2% to 6%
Certain significant items and acquisition and divestiture-related costs(d)
Approximately $150
Approximately $100
Reported diluted EPS
$5.55 to $5.65
$6.35 to $6.50
The guidance reflects foreign exchange rates as of July 21, 2026.
Reconciliations of 2026 reported guidance to 2026 adjusted guidance follows:
(millions of dollars, except per share amounts) Reported
Certain significant items and acquisition and divestiture-related costs(d)
Purchase accounting
Adjusted(b)
Cost of sales as a percentage of revenue
~ 29.2%
~ (0.2%)
~ 29.0%
SG&A expenses
$2,350 to $2,400
~ $(12)
~ $(8)
$2,330 to $2,380
R&D expenses
$722 to $732
~ $(2)
$720 to $730
Interest expense and other (income)/deductions-net
~ $215
~ $215
Effective tax rate
~ 20.6%
~ (0.1%)
~ 20.5%
Diluted EPS
$5.55 to $5.65
~ $0.38
~ $0.22
$6.15 to $6.25
Net income attributable to Zoetis
$2,330 to $2,380
~ $150
~ $90
$2,570 to $2,620
(a) Organic operational results (a non-GAAP financial measure) excludes the impact of foreign exchange and certain acquisitions and divestitures.
(b) Adjusted net income and its components and adjusted diluted EPS are defined as reported U.S. GAAP net income and its components and reported diluted EPS excluding purchase accounting adjustments, acquisition and divestiture-related costs and certain significant items. Adjusted cost of sales, adjusted SG&A expenses, adjusted R&D expenses, and adjusted interest expense and other (income)/deductions-net are income statement line items prepared on the same basis, and, therefore, components of the overall adjusted income measure. Despite the importance of these measures to management in goal setting and performance measurement, adjusted net income and its components and adjusted diluted EPS are non-GAAP financial measures that have no standardized meaning prescribed by U.S. GAAP and, therefore, have limits in their usefulness to investors. Because of the non-standardized definitions, adjusted net income and its components and adjusted diluted EPS (unlike U.S. GAAP net income and its components and diluted EPS) may not be comparable to the calculation of similar measures of other companies. Adjusted net income and its components and adjusted diluted EPS are presented solely to permit investors to more fully understand how management assesses performance. Adjusted net income and its components and adjusted diluted EPS are not, and should not be viewed as, substitutes for U.S. GAAP net income and its components and diluted EPS.
(c) We do not provide a reconciliation of forward-looking non-GAAP adjusted net income operational results to the most directly comparable U.S. GAAP reported financial measure because we are unable to calculate with reasonable certainty the foreign exchange impact of unusual gains and losses, acquisition and divestiture-related expenses, potential future asset impairments and other certain significant items, without unreasonable effort. The foreign exchange impacts of these items are uncertain, depend on various factors, and could have a material impact on U.S. GAAP reported results for the guidance period.
(d) Primarily includes certain nonrecurring costs related to acquisitions, divestitures and other charges.
ZOETIS INC.
CONSOLIDATED REVENUE BY SEGMENT(a) AND SPECIES
(UNAUDITED)
(millions of dollars)
Three Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Operational(b)
Divestitures
Organic Operational(c)
Revenue:
Companion Animal
$
1,708
$
1,790
(5
)%
1
%
(6
)%
—
%
(6
)%
Livestock
731
651
12
%
2
%
10
%
(1
)%
11
%
Contract Manufacturing & Human Health
29
33
(12
)%
1
%
(13
)%
—
%
(13
)%
Total Revenue
$
2,468
$
2,474
—
%
2
%
(2
)%
(1
)%
(1
)%
U.S.:
Companion Animal
$
1,044
$
1,176
(11
)%
—
%
(11
)%
—
%
(11
)%
Livestock
222
180
23
%
—
%
23
%
—
%
23
%
Total U.S. Revenue
$
1,266
$
1,356
(7
)%
—
%
(7
)%
—
%
(7
)%
International:
Companion Animal
$
664
$
614
8
%
3
%
5
%
—
%
5
%
Livestock
509
471
8
%
4
%
4
%
(2
)%
6
%
Total International Revenue
$
1,173
$
1,085
8
%
3
%
5
%
(1
)%
6
%
Companion Animal:
Dogs and Cats
$
1,634
$
1,719
(5
)%
1
%
(6
)%
Horses
74
71
4
%
1
%
3
%
Total Companion Animal Revenue
$
1,708
$
1,790
(5
)%
1
%
(6
)%
Livestock:
Cattle
$
390
$
323
21
%
3
%
18
%
Swine
117
118
(1
)%
2
%
(3
)%
Poultry
115
104
11
%
1
%
10
%
Fish
83
81
2
%
4
%
(2
)%
Sheep and other
26
25
4
%
8
%
(4
)%
Total Livestock Revenue
$
731
$
651
12
%
2
%
10
%
(a) For a description of each segment, see Zoetis' most recent Annual Report on Form 10-K.
(b) Operational revenue results (a non-GAAP financial measure) is defined as revenue results excluding the impact of foreign exchange.
(c) Organic operational revenue results (a non-GAAP financial measure) is defined as revenue results excluding the impact of foreign exchange and certain acquisitions and divestitures.
ZOETIS INC.
CONSOLIDATED REVENUE BY SEGMENT(a) AND SPECIES
(UNAUDITED)
(millions of dollars)
Six Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Operational(b)
Divestitures
Organic Operational(c)
Revenue:
Companion Animal
$
3,227
$
3,331
(3
)%
2
%
(5
)%
—
%
(5
)%
Livestock
1,451
1,278
14
%
4
%
10
%
(1
)%
11
%
Contract Manufacturing & Human Health
52
63
(17
)%
1
%
(18
)%
—
%
(18
)%
Total Revenue
$
4,730
$
4,672
1
%
2
%
(1
)%
—
%
(1
)%
U.S.:
Companion Animal
$
1,909
$
2,149
(11
)%
—
%
(11
)%
—
%
(11
)%
Livestock
447
390
15
%
—
%
15
%
—
%
15
%
Total U.S. Revenue
$
2,356
$
2,539
(7
)%
—
%
(7
)%
—
%
(7
)%
International:
Companion Animal
$
1,318
$
1,182
12
%
6
%
6
%
—
%
6
%
Livestock
1,004
888
13
%
5
%
8
%
(2
)%
10
%
Total International Revenue
$
2,322
$
2,070
12
%
5
%
7
%
(1
)%
8
%
Companion Animal:
Dogs and Cats
$
3,077
$
3,196
(4
)%
2
%
(6
)%
Horses
150
135
11
%
3
%
8
%
Total Companion Animal Revenue
$
3,227
$
3,331
(3
)%
2
%
(5
)%
Livestock:
Cattle
$
782
$
664
18
%
4
%
14
%
Swine
240
223
8
%
4
%
4
%
Poultry
233
210
11
%
2
%
9
%
Fish
149
136
10
%
7
%
3
%
Sheep and other
47
45
4
%
7
%
(3
)%
Total Livestock Revenue
$
1,451
$
1,278
14
%
4
%
10
%
(a) For a description of each segment, see Zoetis' most recent Annual Report on Form 10-K.
(b) Operational revenue results (a non-GAAP financial measure) is defined as revenue results excluding the impact of foreign exchange.
(c) Organic operational revenue results (a non-GAAP financial measure) is defined as revenue results excluding the impact of foreign exchange and certain acquisitions and divestitures.
ZOETIS INC.
CONSOLIDATED REVENUE BY KEY INTERNATIONAL MARKETS
(UNAUDITED)
(millions of dollars)
Three Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Divestitures
Organic Operational(a)
Total International
$
1,173
$
1,085
8
%
3
%
(1
)%
6
%
Australia
94
83
13
%
11
%
—
%
2
%
Brazil
103
93
11
%
11
%
—
%
—
%
Canada
72
71
1
%
—
%
(5
)%
6
%
Chile
34
34
—
%
—
%
—
%
—
%
China
62
67
(7
)%
7
%
—
%
(14
)%
France
40
42
(5
)%
3
%
—
%
(8
)%
Germany
69
57
21
%
2
%
—
%
19
%
Italy
40
37
8
%
1
%
—
%
7
%
Japan
41
43
(5
)%
(11
)%
—
%
6
%
Mexico
47
39
21
%
15
%
—
%
6
%
Spain
43
40
8
%
2
%
(1
)%
7
%
United Kingdom
72
81
(11
)%
(1
)%
(1
)%
(9
)%
Other developed markets
187
175
7
%
3
%
—
%
4
%
Other emerging markets
269
223
21
%
1
%
(1
)%
21
%
Six Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Divestitures
Organic Operational(a)
Total International
$
2,322
$
2,070
12
%
5
%
(1
)%
8
%
Australia
183
162
13
%
11
%
—
%
2
%
Brazil
193
174
11
%
11
%
—
%
—
%
Canada
145
141
3
%
3
%
(6
)%
6
%
Chile
72
69
4
%
2
%
—
%
2
%
China
125
122
2
%
5
%
—
%
(3
)%
France
77
81
(5
)%
6
%
—
%
(11
)%
Germany
128
112
14
%
6
%
—
%
8
%
Italy
79
67
18
%
8
%
(1
)%
11
%
Japan
76
75
1
%
(8
)%
—
%
9
%
Mexico
95
74
28
%
16
%
—
%
12
%
Spain
83
69
20
%
7
%
(1
)%
14
%
United Kingdom
150
155
(3
)%
3
%
(1
)%
(5
)%
Other developed markets
356
308
16
%
7
%
—
%
9
%
Other emerging markets
560
461
21
%
1
%
(1
)%
21
%
(a) Organic operational revenue results (a non-GAAP financial measure) is defined as revenue results excluding the impact of foreign exchange and certain acquisitions and divestitures.
ZOETIS INC.
SEGMENT(a) EARNINGS
(UNAUDITED)
(millions of dollars)
Three Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Operational(b)
U.S.:
Revenue
$
1,266
$
1,356
(7
)%
—
%
(7
)%
Cost of Sales
214
208
3
%
—
%
3
%
Gross Profit
1,052
1,148
(8
)%
—
%
(8
)%
Gross Margin
83.1
%
84.7
%
Operating Expenses
215
218
(1
)%
—
%
(1
)%
Other (income)/deductions-net
—
—
*
*
*
U.S. Earnings
$
837
$
930
(10
)%
—
%
(10
)%
International:
Revenue
$
1,173
$
1,085
8
%
3
%
5
%
Cost of Sales
340
321
6
%
4
%
2
%
Gross Profit
833
764
9
%
3
%
6
%
Gross Margin
71.0
%
70.4
%
Operating Expenses
172
171
1
%
3
%
(2
)%
Other (income)/deductions-net
—
1
*
*
*
International Earnings
$
661
$
592
12
%
4
%
8
%
Total Reportable Segments
$
1,498
$
1,522
(2
)%
1
%
(3
)%
Other business activities(c)
(135
)
(129
)
5
%
Reconciling Items:
Corporate(d)
(315
)
(324
)
(3
)%
Purchase accounting adjustments(e)
(30
)
(33
)
(9
)%
Acquisition and divestiture-related costs(f)
(2
)
(1
)
*
Certain significant items(g)
(81
)
(48
)
69
%
Other unallocated(h)
(69
)
(75
)
(8
)%
Total Earnings(i)
$
866
$
912
(5
)%
(a) For a description of each segment, see Zoetis' most recent Annual Report on Form 10-K.
(b) Operational results (a non-GAAP financial measure) is defined as results excluding the impact of foreign exchange.
(c) Other business activities includes the research and development costs managed by our research and development organization, as well as our contract manufacturing business and human health business.
(d) Corporate includes, among other things, certain costs associated with information technology, administration expenses, interest income and expense, certain compensation costs and other costs not charged to our operating segments.
(e) Purchase accounting adjustments include certain charges related to the amortization of fair value adjustments to inventory, intangible assets and property, plant and equipment not charged to our operating segments.
(f) Acquisition and divestiture-related costs include costs associated with acquiring and integrating newly acquired businesses, such as transaction costs and integration costs, as well as costs associated with divesting and disintegrating a portion of our business.
(g) Certain significant items includes substantive, unusual items that, either as a result of their nature or size, would not be expected to occur as part of our normal business on a regular basis. Such items primarily include certain asset impairment charges, restructuring charges and implementation costs associated with cost-reduction/productivity initiatives that are not associated with an acquisition, costs related to our business process transformation program, as well as the impact of divestiture gains and losses.
(h) Includes overhead expenses associated with our global manufacturing and supply operations not directly attributable to an operating segment, as well as certain procurement costs.
(i) Defined as income before provision for taxes on income.
* Calculation not meaningful.
ZOETIS INC.
SEGMENT(a) EARNINGS
(UNAUDITED)
(millions of dollars)
Six Months Ended
June 30,
% Change
2026
2025
Reported Change
Foreign Exchange
Operational(b)
U.S.:
Revenue
$
2,356
$
2,539
(7
)%
—
%
(7
)%
Cost of Sales
408
407
—
%
—
%
—
%
Gross Profit
1,948
2,132
(9
)%
—
%
(9
)%
Gross Margin
82.7
%
84.0
%
Operating Expenses
414
423
(2
)%
—
%
(2
)%
Other (income)/deductions-net
—
—
*
*
*
U.S. Earnings
$
1,534
$
1,709
(10
)%
—
%
(10
)%
International:
Revenue
$
2,322
$
2,070
12
%
5
%
7
%
Cost of Sales
674
616
9
%
6
%
3
%
Gross Profit
1,648
1,454
13
%
4
%
9
%
Gross Margin
71.0
%
70.2
%
Operating Expenses
347
334
4
%
5
%
(1
)%
Other (income)/deductions-net
1
1
*
*
*
International Earnings
$
1,300
$
1,119
16
%
5
%
11
%
Total Reportable Segments
$
2,834
$
2,828
—
%
2
%
(2
)%
Other business activities(c)
(276
)
(262
)
5
%
Reconciling Items:
Corporate(d)
(630
)
(602
)
5
%
Purchase accounting adjustments(e)
(58
)
(65
)
(11
)%
Acquisition and divestiture-related costs(f)
(4
)
(1
)
*
Certain significant items(g)
(108
)
(54
)
*
Other unallocated(h)
(134
)
(159
)
(16
)%
Total Earnings(i)
$
1,624
$
1,685
(4
)%
(a) For a description of each segment, see Zoetis' most recent Annual Report on Form 10-K.
(b) Operational results (a non-GAAP financial measure) is defined as results excluding the impact of foreign exchange.
(c) Other business activities includes the research and development costs managed by our research and development organization, as well as our contract manufacturing business and human health business.
(d) Corporate includes, among other things, certain costs associated with information technology, administration expenses, interest income and expense, certain compensation costs and other costs not charged to our operating segments.
(e) Purchase accounting adjustments include certain charges related to the amortization of fair value adjustments to inventory, intangible assets and property, plant and equipment not charged to our operating segments.
(f) Acquisition and divestiture-related costs include costs associated with acquiring and integrating newly acquired businesses, such as transaction costs and integration costs, as well as costs associated with divesting and disintegrating a portion of our business.
(g) Certain significant items includes substantive, unusual items that, either as a result of their nature or size, would not be expected to occur as part of our normal business on a regular basis. Such items primarily include certain asset impairment charges, restructuring charges and implementation costs associated with cost-reduction/productivity initiatives that are not associated with an acquisition, costs related to our business process transformation program, as well as the impact of divestiture gains and losses.
(h) Includes overhead expenses associated with our global manufacturing and supply operations not directly attributable to an operating segment, as well as certain procurement costs.
(i) Defined as income before provision for taxes on income.
Sandisk a Western Digital v předobchodní fázi prudce klesly, protože jejich výhled tržeb sice překonal odhady, ale nestačil vysokým očekáváním trhu. Sandisk odepsal 9,2 % a Western Digital 14,6 %.
Semiconductor chips are seen on a printed circuit board in this illustration picture taken February 17, 2023. REUTERS/Florence Lo/Illustration/File Photo Purchase Licensing Rights, opens new tab
Aug 6 (Reuters) - Data storage companies tumbled in premarket trading on Thursday after quarterly results from Sandisk and Western Digital failed to sustain momentum in an industry that has become one of Wall Street's hottest bets this year.
Shares of Sandisk (SNDK.O), opens new tab lost 9.2% to trade at $1,226.04, while Western Digital (WDC.O), opens new tab shed 14.6% and was last changing hands at $443.3.
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After the closing bell on Wednesday, both Sandisk and Western Digital forecast quarterly revenue that beat estimates compiled by LSEG, but fell short of high market expectations.
The reaction underscores the high bar set for the market's AI favorites after stellar gains this year, with even strong earnings and upbeat forecasts failing to satisfy investors.
Sandisk has soared more than fivefold this year and Western Digital has more than tripled on bets that data storage and memory chipmakers could be among the biggest beneficiaries of Big Tech's AI spending spree.
Both Sandisk and Western Digital have far outpaced a near-70% rise in the Philadelphia SE Semiconductor Index (.SOX), opens new tab and a 12.8% gain in the benchmark S&P 500 (.SPX), opens new tab.
A global shortage of high-end memory chips has fueled a sharp rise in chip prices, filling the coffers of industry players.
But even as demand for AI data-center components shows few signs of easing, investors are punishing companies at the slightest hint that the growth may normalize.
DEMAND ROBUST, BUT SKEPTICISM COULD LINGERBrokerage RBC Capital Markets said while Sandisk's long-term customer agreements were helping extend visibility into its business, it expects "investor skepticism to continue."
Margins could be near peaks and price growth was moderating, the brokerage said.
Sandisk forecast first-quarter revenue between $10.3 billion and $10.8 billion, while Western Digital expects $4.1 billion, plus or minus $100 million, in Q1 revenue.
Peer Seagate Technology (STX.O), opens new tab fell 3.6%. Memory chipmaker Micron Technology <MU.O>, which vaulted into the industry's upper echelons after topping $1 trillion in market value in late May, was down 3.7%.
U.S.-listed shares of SK Hynix slid 6.2%. Intel (INTC.O), opens new tab fell 1.2%, AMD (AMD.O), opens new tab was off 1% and Marvell Technology (MRVL.O), opens new tab lost 1.1%.
Still, analysts see data center demand continuing to lift these firms. At Sandisk, revenue from data centers rose more than 400% in 2026 over 2025. It doubled in the fourth quarter, compared to the third quarter.
Reporting by Purvi Agarwal and Niket Nishant in Bengaluru; Editing by Pooja Desai
Our Standards: The Thomson Reuters Trust Principles., opens new tab
Chimera Investment ve 2. čtvrtletí vykázala EAD 39 milionů USD, tedy 0,46 USD na akcii, a pokryla tak dividendu 0,45 USD. Čistá účetní hodnota na akcii klesla o 3,2 % na 17,75 USD.
Chimera Investment NYSE: CIM reported second-quarter 2026 earnings available for distribution, or EAD, of $39 million, or $0.46 per share, as the company continued to reposition its investment portfolio toward agency mortgage-backed securities and residential credit opportunities.
The quarterly EAD covered Chimera’s $0.45 per-share common dividend. GAAP net loss was approximately $4 million, reflecting a $13 million loss in the investment portfolio segment that was partly offset by $9 million of net income from residential origination.
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Chief Executive Officer Phil Kardis said the company remained on track to produce at least $1.80 of EAD for the full year. Chimera generated $1.00 of EAD during the first half, including $0.54 per share in the first quarter and $0.46 in the second quarter. The first-quarter result included $0.07 per share of one-time benefits, while the second-quarter result was not materially affected by one-time items, according to Chief Financial Officer Subra Viswanathan.
Book Value Declines as Rates Rise Book value per share declined 3.2% during the quarter to $17.75, producing an economic return on GAAP book value of negative 0.8%, including the quarterly dividend. Annualized EAD return on average common equity was 10.35%.
During the question-and-answer session, Chief Investment Officer Jack Macdowell said the book-value decline was primarily driven by the company’s securitized loan portfolio during a period of higher interest rates. Chimera has roughly $8 billion of loans on its balance sheet against $5.5 billion of securitized debt, he said. The securitized debt is fixed-rate, term financing without mark-to-market provisions.
Macdowell said Chimera does not hedge the book-value exposure associated with those securitizations because rate-driven movements in asset and liability values do not materially affect the company’s earnings power or dividend-paying ability. He added that book value was down approximately 1.5% quarter to date at the time of the call amid another rise in rates.
Chimera ended the quarter with $656 million in total cash and unencumbered assets, compared with $675 million in the prior quarter. Total leverage was 5.6-to-1, while recourse leverage was 3.3-to-1. The company had $7.7 billion in consolidated secured financing outstanding.
Portfolio Shifts Toward Agency MBS and Residential Credit Chimera continued to reduce lower-yielding and legacy positions while adding agency MBS. During the quarter, the company closed $966 million of short TBA positions and sold non-core legacy CMBS interest-only and HECM holdings, along with portions of its CMO exposure. The sales represented $575 million of notional value and generated $19 million of capital for reinvestment.
The company purchased and settled $967 million of agency pass-through securities, concentrating on coupons ranging from 5.5% to 6.5%. Agency MBS represented 26% of invested capital at quarter-end, up five percentage points from the prior quarter, while legacy residential credit fell four percentage points to 61% of invested capital.
Chimera also completed two re-securitizations backed by $487 million of loans. The transactions released approximately $13 million of capital and improved financing efficiency, Macdowell said.
Credit performance tracked management’s expectations. Delinquencies in the legacy re-performing loan portfolio declined to 8.8% from 9.1% in the first quarter, while delinquencies in the investor debt-service-coverage-ratio loan portfolio fell to 4.7% from 6.1%. Jumbo loan delinquencies remained stable.
Looking ahead, management said it plans to expand its residential whole-loan credit activities by retaining loans originated through HomeXpress Mortgage, purchasing loans from third parties and securitizing those assets. Chimera has identified and retained $301 million of loans for its first HomeXpress securitization, which remains planned for the third quarter. It also retained additional loans for a second HomeXpress securitization and committed to purchase third-party loans for another non-QM transaction expected in the second half.
Macdowell said Chimera will decide nearer to each securitization whether to retain the credit portion of the capital structure for longer-term earnings or distribute the full structure and recognize a gain on sale.
HomeXpress Originations Reach Record Level HomeXpress Mortgage funded a record $1.1 billion of loans in the second quarter, up 30% from a year earlier and 24% from the first quarter. The residential origination business generated $11.8 million of EBITDA, according to Chimera.
HomeXpress President and CEO Kyle Walker said June production reached a monthly record of $420 million. Growth was supported by broad demand across core products and increased activity in the non-delegated correspondent channel, which accounted for 13% of production.
Net origination margin rose 10 basis points sequentially to 124 basis points, although it remained slightly below the level recorded in the second quarter of 2025 because of greater competition and tighter pricing. Walker said the company is focused on maintaining underwriting discipline, improving operational efficiency and controlling origination costs as production grows.
Average loan size rose to more than $455,000 from $410,000 in the first quarter, aided by a growing share of consumer loans. HomeXpress increased warehouse capacity to $1.65 billion in July from $1.5 billion and said it was evaluating further capacity additions. The company serves more than 6,350 brokers through 145 account executives and related sales staff.
Walker said HomeXpress remains on track to exceed its $4 billion loan-origination target for 2026, barring market events. Kardis said Chimera expects ongoing political, geopolitical and market uncertainty but plans to continue diversifying the portfolio, increasing originations, building fee-based income and pursuing acquisitions opportunistically.
About Chimera Investment (NYSE:CIM)Chimera Investment Corporation NYSE: CIM is a publicly traded real estate investment trust that specializes in investing in residential mortgage assets. The company's portfolio primarily consists of agency and non-agency residential mortgage-backed securities, whole loan residential mortgages and other mortgage-related assets. As a REIT, Chimera Investment aims to generate attractive risk-adjusted returns through its focus on high-quality collateral and disciplined risk management.
The firm's core business activities include identifying and acquiring portfolios of residential mortgage loans and securities from financial institutions and in the secondary market.
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ConocoPhillips ve 2. čtvrtletí 2026 zvýšil čistý zisk na 3,9 miliardy USD, tedy 3,23 USD na akcii, a vyplatí čtvrtletní dividendu ve výši 0,84 USD na akcii.
ConocoPhillips (NYSE: COP) today reported second-quarter 2026 earnings of $3.9 billion, or $3.23 per share, compared with second-quarter 2025 earnings of $2.0 billion, or $1.56 per share. Excluding special items, second-quarter 2026 adjusted earnings were $4.0 billion, or $3.24 per share, compared with second-quarter 2025 adjusted earnings of $1.8 billion, or $1.42 per share.
“ConocoPhillips delivered strong second-quarter results with exceptional operational performance, record production from our peer-leading Permian position and disciplined execution across the business, all while continuing to progress our strategic priorities,” said Ryan Lance, chairman and chief executive officer. “We doubled our quarterly share repurchases, achieved our $5 billion asset disposition target ahead of schedule, secured low cost of supply opportunities in the Middle East, and increased our LNG offtake to 12 MTPA. We are executing well, delivering on our strategy, and remain on track to achieve our $7 billion free cash flow inflection by 2029.”
Second-quarter highlights and recent announcements
Delivered total company and Lower 48 production of 2,248 thousand barrels of oil equivalent per day (MBOED) and 1,479 MBOED, respectively.Increased shareholder distributions to $3.0 billion, including $2.0 billion through share repurchases and $1.0 billion through the ordinary dividend.Signed agreements to sell noncore Lower 48 assets for $1.7 billion, which closed in July, achieving $5 billion disposition target ahead of schedule.Signed an agreement to acquire a 42% interest in a joint venture in the Kirkuk area of northern Iraq, accessing long-life, conventional redevelopment opportunities at an attractive entry cost and competitive cost of supply; closing expected by year-end 2026.Executed an agreement for re-entry into Syria, leveraging existing infrastructure to restore and increase production at onshore fields.Advanced commercial LNG strategy with additional 2 million tonnes per annum (MTPA) of offtake agreements, bringing total LNG offtake to 12 MTPA.Ended the quarter with cash and short-term investments of $8.1 billion and long-term investments of $1.2 billion. Quarterly dividend
ConocoPhillips declared a third-quarter ordinary dividend of $0.84 per share, payable Sept. 1, 2026, to stockholders of record at the close of business on Aug. 17, 2026.
Second-quarter review
Production for the second quarter of 2026 was 2,248 MBOED, a decrease of 143 MBOED from the same period a year ago. After adjusting for closed acquisitions and dispositions, second-quarter 2026 production decreased 98 MBOED or 4% from the same period a year ago. Organic growth from Lower 48 was more than offset by the impact of the Middle East conflict on Qatar and higher Surmont royalties.
Lower 48 delivered production of 1,479 MBOED, including 720 MBOED from the Delaware Basin, 202 MBOED from the Midland Basin, 363 MBOED from the Eagle Ford and 189 MBOED from the Bakken.
Earnings and adjusted earnings increased from the second quarter of 2025, primarily due to higher prices. The company’s total average realized price was $62.33 per BOE, 36% higher than the $45.77 per BOE realized in the second quarter of 2025.
For the quarter, cash provided by operating activities was $7.4 billion. Excluding a change in working capital, ConocoPhillips generated CFO of $7.2 billion. In addition, ConocoPhillips received $0.2 billion of disposition proceeds from the sale of noncore assets. The company funded $3.0 billion of capital expenditures and investments, repurchased $2.0 billion of shares, and paid $1.0 billion in ordinary dividends.
Six-month review
ConocoPhillips’ six-month 2026 earnings were $6.1 billion, or $5.00 per share, compared with six-month 2025 earnings of $4.8 billion, or $3.79 per share. Six-month 2026 adjusted earnings were $6.3 billion, or $5.13 per share, compared with six-month 2025 adjusted earnings of $4.5 billion, or $3.52 per share.
Production for the first six months of 2026 was 2,278 MBOED, a decrease of 113 MBOED from the same period a year ago. After adjusting for closed acquisitions and dispositions, production decreased 57 MBOED or 2% from the same period a year ago. Organic growth from Lower 48 was more than offset by the impact of the Middle East conflict on Qatar and higher Surmont royalties.
The company’s total realized price during this period was $56.37 per BOE, 14% higher than the $49.54 per BOE realized in the first six months of 2025.
In the first six months of 2026, cash provided by operating activities was $11.7 billion. Excluding a change in working capital, ConocoPhillips generated CFO of $12.6 billion and received disposition proceeds of $0.2 billion. The company funded $6.0 billion of capital expenditures and investments, repurchased $3.0 billion of shares, and paid $2.1 billion in ordinary dividends.
Outlook
Third-quarter 2026 production is expected to be 2.29 to 2.32 million barrels of oil equivalent per day.
All full-year guidance items remain unchanged.
ConocoPhillips will host a conference call today at 12:00 p.m. Eastern time to discuss this announcement. To listen to the call and view related presentation materials and supplemental information, go to www.conocophillips.com/investor. A recording and transcript of the call will be posted afterward.
--- # # # ---
About ConocoPhillips
As a leading global exploration and production company, ConocoPhillips is uniquely equipped to deliver reliable, responsibly produced oil and gas. Our deep, durable and diverse portfolio is built to meet growing global energy demands. Together with our high-performing operations and continuously advancing technology, we are well positioned to deliver strong, consistent financial results, now and for decades to come. Visit us at www.conocophillips.com.
CAUTIONARY STATEMENT FOR THE PURPOSES OF THE "SAFE HARBOR" PROVISIONS OF THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995
This news release contains forward-looking statements as defined under the federal securities laws. Forward-looking statements relate to future events, including, without limitation, statements regarding our future financial position, business strategy, budgets, projected revenues, costs and plans, and objectives of management for future operations. Words and phrases such as “ambition,” “anticipate,” “believe,” “budget,” “continue,” “could,” “effort,” “estimate,” “expect,” “forecast,” “goal,” “guidance,” “intend,” “may,” “objective,” “outlook,” “plan,” “potential,” “predict,” “projection,” “seek,” “should,” “target,” “will,” “would,” and other similar words can be used to identify forward-looking statements. However, the absence of these words does not mean that the statements are not forward-looking. Where, in any forward-looking statement, the company expresses an expectation or belief as to future results, such expectation or belief is expressed in good faith and believed to be reasonable at the time such forward-looking statement is made. However, these statements are not guarantees of future performance and involve certain risks, uncertainties and other factors beyond our control. Therefore, actual outcomes and results may differ materially from what is expressed or forecast in the forward-looking statements. Factors that could cause actual results or events to differ materially from what is presented include, but are not limited to, the following: effects of volatile commodity prices, including prolonged periods of low commodity prices, which may adversely impact our operating results and our ability to execute on our strategy and could result in recognition of impairment charges on our long-lived assets, leaseholds and nonconsolidated equity investments; global and regional changes in the demand, supply, prices, differentials or other market conditions affecting oil and gas, including changes as a result of any ongoing military conflict and the global response to such conflict, security threats on facilities and infrastructure, global health crises, the imposition or lifting of crude oil production quotas or other actions that might be imposed by OPEC and other producing countries or the resulting company or third-party actions in response to such changes; the potential for insufficient liquidity or other factors that could impact our ability to repurchase shares and declare and pay dividends; potential failures or delays in achieving expected reserve or production levels from existing and future oil and gas developments, including due to operating hazards, drilling risks and the inherent uncertainties in predicting reserves and reservoir performance; reductions in our reserve replacement rates, whether as a result of significant declines in commodity prices or otherwise; unsuccessful exploratory drilling activities or the inability to obtain access to exploratory acreage; failure to progress or complete announced and future development plans related to constructing, modifying or operating E&P and LNG facilities, or unexpected changes in costs, inflationary pressures or technical equipment related to such plans; significant operational or investment changes imposed by legislative and regulatory initiatives and international agreements addressing environmental concerns, including initiatives addressing the impact of global climate change, such as limiting or reducing GHG emissions, regulations concerning hydraulic fracturing, methane emissions, flaring or water disposal and prohibitions on commodity exports; substantial investment in and increased adoption of competing or alternative energy sources; risks, uncertainties and high costs that may prevent us from successfully executing on our Climate-related Risk Strategy; lack or inadequacy of, or disruptions in reliable transportation for our crude oil, bitumen, natural gas, LNG and NGLs; inability to timely obtain or maintain permits, including those necessary for construction, drilling and/or development, or inability to make capital expenditures required to maintain compliance with any necessary permits or applicable laws or regulations; potential disruption or interruption of our operations and any resulting consequences due to accidents, extraordinary weather events, supply chain disruptions, civil unrest, political events, war, terrorism, cybersecurity threats or information technology failures, constraints or disruptions; liability for remedial actions, including removal and reclamation obligations, under existing or future environmental regulations and litigation; liability resulting from pending or future litigation or our failure to comply with applicable laws and regulations; general domestic and international economic, political and diplomatic developments, including deterioration of international trade relationships, the imposition of trade restrictions or tariffs relating to commodities and material or products (such as aluminum and steel) used in the operation of our business, expropriation of assets, changes in governmental policies relating to commodity pricing, including the imposition of price caps, sanctions or other adverse regulations or taxation policies; competition and consolidation in the oil and gas E&P industry, including competition for sources of supply, services, personnel and equipment; any limitations on our access to capital or increase in our cost of capital or insurance, including as a result of illiquidity, changes or uncertainty in domestic or international financial markets, foreign currency exchange rate fluctuations or investment sentiment; challenges or delays to our execution of, or successful implementation of any asset dispositions or acquisitions we elect to pursue; potential disruption of our operations, including the diversion of management time and attention; our inability to realize anticipated cost savings or capital expenditure reductions; difficulties integrating acquired businesses and technologies; or other unanticipated changes; our inability to deploy the net proceeds from any asset dispositions that are pending or that we elect to undertake in the future in the manner and timeframe we anticipate, if at all; the operation, financing and management of risks of our joint ventures; the ability of our customers and other contractual counterparties to satisfy their obligations to us, including our ability to collect payments when due from the government of Venezuela or PDVSA; uncertainty as to the long-term value of our common stock; and other economic, business, competitive and/or regulatory factors affecting our business generally as set forth in our filings with the Securities and Exchange Commission. Unless legally required, ConocoPhillips expressly disclaims any obligation to update any forward-looking statements, whether as a result of new information, future events or otherwise.
Cautionary Note to U.S. Investors – The SEC permits oil and gas companies, in their filings with the SEC, to disclose only proved, probable and possible reserves. We may use the term “resource” in this news release that the SEC’s guidelines prohibit us from including in filings with the SEC. U.S. investors are urged to consider closely the oil and gas disclosures in our Form 10-K and other reports and filings with the SEC. Copies are available from the SEC and from the ConocoPhillips website.
Use of Non-GAAP Financial Information – To supplement the presentation of the company’s financial results prepared in accordance with U.S. generally accepted accounting principles (GAAP), this news release and the accompanying supplemental financial information contain certain financial measures that are not prepared in accordance with GAAP, including adjusted earnings (calculated on a consolidated and on a segment-level basis), adjusted earnings per share (EPS), free cash flow (FCF) and cash from operations (CFO).
The company believes that the non-GAAP measure adjusted earnings (both on an aggregate and a per-share basis) is useful to investors to help facilitate comparisons of the company’s operating performance associated with the company’s core business operations across periods on a consistent basis and with the performance and cost structures of peer companies by excluding items that do not directly relate to the company’s core business operations. Adjusted earnings is defined as earnings removing the impact of special items. Adjusted EPS is a measure of the company’s diluted net earnings per share excluding special items. The company further believes that the non-GAAP measure CFO is useful to investors to help understand changes in cash provided by operating activities excluding the timing effects associated with operating working capital changes across periods on a consistent basis and for comparison with the performance of peer companies. The company believes that the above-mentioned non-GAAP measures, when viewed in combination with the company’s results prepared in accordance with GAAP, provide a more complete understanding of the factors and trends affecting the company’s business and performance. The company’s Board of Directors and management also use these non-GAAP measures to analyze the company’s operating performance across periods when overseeing and managing the company’s business.
Each of the non-GAAP measures included in this news release and the accompanying supplemental financial information has limitations as an analytical tool and should not be considered in isolation or as a substitute for an analysis of the company’s results calculated in accordance with GAAP. In addition, because not all companies use identical calculations, the company’s presentation of non-GAAP measures in this news release and the accompanying supplemental financial information may not be comparable to similarly titled measures disclosed by other companies, including companies in our industry. The company may also change the calculation of any of the non-GAAP measures included in this news release and the accompanying supplemental financial information from time to time in light of its then existing operations to include other adjustments that may impact its operations.
Reconciliations of each non-GAAP measure presented in this news release to the most directly comparable financial measure calculated in accordance with GAAP are included in the release.
Other Terms – This news release also may contain the term pro forma underlying production. Pro forma underlying production reflects the impact of closed acquisitions and closed dispositions as of June 30, 2026. The impact of closed acquisitions and dispositions assumes a closing date of Jan. 1, 2025. The company believes that underlying production is useful to investors to compare production reflecting the impact of closed acquisitions and dispositions on a consistent go-forward basis across periods and with peer companies. Return of capital is defined as the total of the ordinary dividend and share repurchases. References in the release to project capital exclude capitalized interest and references to earnings refer to net income.
ConocoPhillips
Table 1: Reconciliation of earnings to adjusted earnings
$ millions, except as indicated
2Q26
2Q25
2026 YTD
2025 YTD
Pre-tax
Income
tax
After-
tax
Per
share of
common
stock
(dollars)
Pre-tax
Income
tax
After-
tax
Per
share of
common
stock
(dollars)
Pre-tax
Income
tax
After-
tax
Per
share of
common
stock
(dollars)
Pre-tax
Income
tax
After-
tax
Per
share of
common
stock
(dollars)
Earnings
$
3,931
3.23
1,971
1.56
6,114
5.00
4,820
3.79
Adjustments:
(Gain) loss on asset sales
—
—
—
—
(274
)
64
(210
)
(0.17
)
—
—
(338
)
23
(315
)
(0.25
)
Transaction, integration and restructuring expenses
32
(7
)
25
0.02
58
(12
)
46
0.04
47
(10
)
37
0.03
111
(24
)
87
0.07
(Gain) loss in interest rate hedge1
(37
)
9
(28
)
(0.02
)
(18
)
4
(14
)
(0.01
)
(28
)
7
(21
)
(0.02
)
(33
)
7
(26
)
(0.02
)
Pending claims and settlements
30
(7
)
23
0.02
—
—
—
—
113
(27
)
86
0.07
(123
)
29
(94
)
(0.07
)
(Gain) loss on contingent liability measurement2
—
—
—
—
—
—
—
—
78
(19
)
59
0.05
—
—
—
—
Adjusted earnings / (loss)
$
3,951
3.24
1,793
1.42
6,275
5.13
4,472
3.52
1 Interest rate hedging (gain) loss from PALNG Phase 1 Investment.
2 Related to our Surmont acquisition.
The income tax effects of the special items are primarily calculated based on the statutory rate of the jurisdiction in which the discrete item resides.
Certain totals may differ from the sum of the underlying components due to rounding.
ConocoPhillips
Table 2: Reconciliation of net cash provided by operating activities to cash from operations
$ millions, except as indicated
2Q26
2026 YTD
Net Cash Provided by Operating Activities
$
7,434
11,729
Adjustments:
Net operating working capital changes
258
(834
)
Cash from operations
$
7,176
12,563
ConocoPhillips
Table 3: Reconciliation of reported production to pro forma underlying production
MBOED, except as indicated
2Q26
2Q25
2026 YTD
2025 YTD
Total reported ConocoPhillips production
2,248
2,391
2,278
2,391
Closed Dispositions1
—
(45
)
—
(56
)
Closed Acquisitions
—
—
—
—
Total pro forma underlying production
2,248
2,346
2,278
2,335
1 Includes production related to various Lower 48 noncore dispositions.
Certain totals may differ from the sum of the underlying components due to rounding.
View source version on businesswire.com: https://www.businesswire.com/news/home/20260806732689/en/
Wolfspeed a LITEON oznámily strategické partnerství pro 800 VDC napájecí řešení pro nové datové centrum s umělou inteligencí. Spolupráce využije MOSFETy z karbidu křemíku od Wolfspeed v platformách LITEON.
Wolfspeed and LITEON announce strategic partnership to enable 800 VDC power solutions for next-generation AI data center deployments LITEON is collaborating with Wolfspeed to leverage silicon carbide MOSFETs for its next-generation 800 VDC sidecar power platform, targeting leading hyperscale customers and future design opportunities Leverages Wolfspeed's industry-leading 200mm silicon carbide manufacturing platform to provide supply chain resilience and scalable volume production for AI infrastructure deployments DURHAM, N.C.--(BUSINESS WIRE)--Wolfspeed, Inc. (NYSE: WOLF), a global leader in silicon carbide technology, and LITEON Technology Corporation, a leading provider of AI power solutions, today announced a strategic partnership and the successful qualification of Wolfspeed's silicon carbide technology for deployment within LITEON's 800 VDC power sidecar and compute rack PSU platforms. These platforms are designed to support next-generation AI data centers for leading hyperscale customers, with the potential for broader adoption across multiple cloud service provider (CSP) platforms and future deployments.
AI-driven growth is accelerating the industry's transition to 800 VDC power architectures as data centers prioritize energy efficiency, power density, scalability, and total cost of ownership in critical applications such as power supply units (PSUs) and battery backup units (BBUs). Wolfspeed's family of silicon carbide MOSFETs enables more efficient power delivery across a wide range of operating conditions, helping power system designers maximize efficiency while reducing bill of materials (BOM) costs and simplifying procurement.
LITEON is collaborating with Wolfspeed to leverage silicon carbide technology and its 200mm silicon carbide manufacturing platform, in support of hyperscale AI infrastructure deployments. The partnership reflects both companies' commitment to delivering highly reliable 800 VDC power solutions that can be rapidly deployed at scale while meeting the demanding performance and durability requirements of next-generation AI data centers.
"Our partnership with LITEON demonstrates Wolfspeed's commitment to enabling the rapidly growing AI data center market through advanced silicon carbide technology and a robust, scalable supply chain," said Robert Feurle, Chief Executive Officer of Wolfspeed. "As hyperscale customers accelerate investments in AI infrastructure, Wolfspeed is uniquely positioned to support the industry's transition to higher-efficiency power architectures."
"Integrating Wolfspeed's silicon carbide technology into our 800V VDC power architecture strengthens LITEON's ability to meet the performance, efficiency, and reliability requirements of next-generation AI infrastructure," said John Chang, General Manager, Cloud Infrastructure Platform & Solution SBG, LITEON Technology. " As demand for AI infrastructure continues to accelerate, this collaboration strengthens our ability to support next-generation data center platforms."
About Wolfspeed, Inc.
Wolfspeed (NYSE: WOLF) leads the market in the worldwide adoption of silicon carbide technologies that power the world’s most disruptive innovations. As the pioneers of silicon carbide, and creators of the most advanced semiconductor technology on earth, we are committed to powering a better world for everyone. Through silicon carbide material, Power Modules, Discrete Power Devices and Power Die Products targeted for various applications, we will bring you The Power to Make It Real™. Learn more at wolfspeed.com.
Wolfspeed® is a registered trademark and The Power to Make It Real™ is a trademark of Wolfspeed, Inc.
Forward-Looking Statements
This press release contains forward-looking statements involving risks and uncertainties, both known and unknown, that may cause Wolfspeed’s actual results to differ materially from those indicated in the forward-looking statements. Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements about Wolfspeed’s strategic plans, priorities, growth opportunities, and ability to achieve profitability. Actual results could differ materially due to factors detailed in Wolfspeed’s filings with the U.S. Securities and Exchange Commission (“SEC”), including its most recent Annual Report on Form 10-K and subsequent SEC filings. These forward-looking statements represent Wolfspeed’s judgment as of the date of this release. Except as required under U.S. federal securities laws, Wolfspeed disclaims any intent or obligation to update any forward-looking statements after the date of this release.
Cheniere ve 2. čtvrtletí zvýšil tržby na 5,73 mld. USD a čistý zisk na 3,07 mld. USD. Zároveň zvedl celoroční výhled upraveného EBITDA na 7,90–8,40 mld. USD a distributable cash flow na 5,30–5,80 mld. USD.
HOUSTON--(BUSINESS WIRE)--Cheniere Energy, Inc. (“Cheniere”) (NYSE: LNG) today announced its financial results for the second quarter 2026.
SECOND QUARTER 2026 SUMMARY FINANCIAL RESULTS
(in billions)
Three Months Ended June 30, 2026
Six Months Ended June 30, 2026
Revenues
$5.73
$11.60
Net Income (Loss)1,2
$3.07
($0.43)
Consolidated Adjusted EBITDA3
$1.80
$4.14
Distributable Cash Flow3
$1.17
$2.84
2026 FULL YEAR FINANCIAL GUIDANCE
(in billions)
2026 Previous
2026 Revised
Consolidated Adjusted EBITDA3
$7.25
-
$7.75
$7.90
-
$8.40
Distributable Cash Flow3
$4.75
-
$5.25
$5.30
-
$5.80
RECENT HIGHLIGHTS
Financial
During the three and six months ended June 30, 2026, Cheniere generated revenues of approximately $5.7 billion and $11.6 billion, Consolidated Adjusted EBITDA3 of approximately $1.8 billion and $4.1 billion, Distributable Cash Flow3 of approximately $1.2 billion and $2.8 billion, and net income (loss)1,2 of approximately $3.1 billion and ($434) million, respectively. For the twelve months ended June 30, 2026, Cheniere generated net income of approximately $2.9 billion. Raising full year 2026 Consolidated Adjusted EBITDA3 guidance from $7.25 billion - $7.75 billion to $7.90 billion - $8.40 billion and full year 2026 Distributable Cash Flow3 guidance from $4.75 billion - $5.25 billion to $5.30 billion - $5.80 billion. Capital Allocation
During the three and six months ended June 30, 2026, Cheniere deployed approximately $884 million and $2.1 billion, respectively, under its comprehensive capital allocation plan by: Repurchasing an aggregate of approximately 2.2 million and 4.9 million shares of common stock for approximately $550 million and $1.1 billion, respectively, Paying quarterly dividends of $0.555 and $1.110 per share of common stock, totaling approximately $116 million and $233 million, respectively, Investing approximately $1.1 billion and $2.1 billion of growth capital with approximately $219 million and $520 million funded with equity, respectively, and Repaying approximately $253 million of consolidated long-term indebtedness in the six months ended June 30, 2026 In July 2026, Cheniere declared a dividend with respect to the second quarter 2026 of $0.555 per share of common stock, which is payable on August 18, 2026. Growth / Operations
During the three and six months ended June 30, 2026, a total of 184 and 371 cargoes of liquefied natural gas (“LNG”) were exported from our facilities, respectively. Tightening the full year 2026 production forecast range upward to 53-54 million tonnes from 52-54 million tonnes. In June 2026, substantial completion of the sixth train (“Midscale Train 6”) of the CCL Stage 3 Project (defined below) was achieved. This follows the previously announced substantial completions of Midscale Trains 1-4 of the CCL Stage 3 Project in 2025 and Midscale Train 5 of the CCL Stage 3 Project in March 2026. First LNG production from the seventh train (“Midscale Train 7”) of the CCL Stage 3 Project is expected imminently. In June 2026, we received authorization from the Federal Energy Regulatory Commission (“FERC”) to increase the LNG production capacity of the previously-authorized CCL Stage 3 Project and CCL Midscale Trains 8 & 9 Project (defined below) by approximately 5 million tonnes per annum (“mtpa”) in aggregate. In May 2026, Sabine Pass Liquefaction Stage V, LLC, a subsidiary of Cheniere Energy Partners, L.P. (“Cheniere Partners”) (NYSE: CQP) entered into a lump sum, turnkey, engineering, procurement and construction (“EPC”) contract with Bechtel Energy, Inc. (“Bechtel”) for the first phase of the SPL Expansion Project (defined below) and has released Bechtel to commence early engineering and procurement under a limited notice to proceed (“LNTP”). CEO COMMENT
“The second quarter of 2026 marked another outstanding quarter for Cheniere, highlighted by the substantial completion of Midscale Train 6 at the CCL Stage 3 Project, and our further progress towards an FID of Phase 1 of the SPL Expansion Project,” said Jack Fusco, Cheniere’s Chairman, President and Chief Executive Officer. “Our strong financial and operational results year-to-date, coupled with our constructive outlook and enhanced visibility for the remainder of the year, have enabled us to once again raise our full year 2026 Consolidated Adjusted EBITDA and Distributable Cash Flow guidance ranges. We look forward to delivering full year financial results within these further improved ranges.”
SUMMARY AND REVIEW OF FINANCIAL RESULTS
(in millions, except LNG data)
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
% Change
2026
2025
% Change
Revenues
$
5,732
$
4,641
24
%
$
11,600
$
10,085
15
%
Net income (loss)1,2
$
3,068
$
1,626
89
%
$
(434
)
$
1,979
N/M
Consolidated Adjusted EBITDA3
$
1,804
$
1,416
27
%
$
4,137
$
3,288
26
%
LNG exported:
Number of cargoes
184
154
19
%
371
322
15
%
Volumes (TBtu)
672
550
22
%
1,360
1,159
17
%
LNG volumes loaded (TBtu)
672
550
22
%
1,360
1,158
17
%
Net income (loss)1,2 was approximately $3.1 billion and $(434) million for the three and six months ended June 30, 2026, respectively, as compared to net income1,2 of approximately $1.6 billion and $2.0 billion for the corresponding 2025 periods. The changes for the three and six months ended June 30, 2026 are attributable to approximately $1.4 billion of favorable variances and $3.4 billion of unfavorable variances, respectively, related to changes in the fair value of our derivative instruments, predominantly related to our long-term Integrated Production Marketing (“IPM”) agreements (before tax and non-controlling interests), as well as higher total margins on LNG delivered, primarily driven by higher volumes recognized in income. The favorable change for the three months ended June 30, 2026 was partially offset by higher net income attributable to non-controlling interests relative to the 2025 period. The unfavorable change for the six months ended June 30, 2026 was partially offset by the recognition of a nonrecurring excise tax credit during the 2026 period and lower provisions for income tax relative to the 2025 period.
Share-based compensation expenses included in net income (loss) totaled $37 million and $115 million for the three and six months ended June 30, 2026, respectively, compared to $49 million and $105 million for the corresponding 2025 periods.
Consolidated Adjusted EBITDA3 increased approximately $388 million and $849 million for the three and six months ended June 30, 2026, respectively, as compared to the corresponding 2025 periods, due to higher total margins on LNG delivered, primarily driven by higher volumes recognized in income, as well as higher margins per MMBtu of LNG delivered during the period.
Our financial results are reported on a consolidated basis. Our ownership interest in Cheniere Partners as of June 30, 2026 consisted of 100% ownership of the general partner interest and a 48.6% limited partner interest.
BALANCE SHEET MANAGEMENT
Capital Resources
The table below provides a summary of our available liquidity (in millions) as of June 30, 2026:
June 30, 2026
Cash and cash equivalents(1)
$
1,099
Restricted cash and cash equivalents(2)
420
Available commitments under our credit facilities:
Cheniere Corpus Christi Holdings, LLC (“CCH”) Credit Facility
1,510
CCH Revolving Credit Facility
825
Cheniere Revolving Credit Facility
1,750
Total available commitments under our credit facilities
5,956
Total available liquidity
$
7,475
Recent Key Financial Transactions and Updates
In June 2026, the Cheniere Revolving Credit Facility was amended to extend its maturity by one year and increase the aggregate commitments by $500 million to $1.75 billion, and the CCH Working Capital Facility, now the CCH Revolving Credit Facility, was amended and restated to, among other things, extend the maturity date by approximately four years, reduce the rates applicable to our interest and fees, and decrease aggregate commitments by $500 million to $1.0 billion.
In June 2026, the CCH Credit Facility was amended and restated to extend the availability period for disbursements to the later of the completion of the CCL Stage 3 Project and December 31, 2027. In May 2026, $600 million of unused commitments under the CCH Credit Facility were cancelled.
In June 2026, Cheniere Partners issued $1.0 billion aggregate principal amount of 5.350% Senior Notes due 2036 and $750 million aggregate principal amount of 6.050% Senior Notes due 2056, and a portion of the net proceeds were used to fully redeem $1.5 billion aggregate principal amount of SPL’s 5.00% Senior Secured Notes due 2027, as well as for general corporate purposes, including funding a portion of the LNTP related to the first phase of the SPL Expansion Project.
LIQUEFACTION PROJECTS OVERVIEW
In aggregate across the Sabine Pass LNG terminal and the Corpus Christi LNG terminal, we have approximately 55 mtpa of liquefaction capacity in operation, over 6 mtpa under construction, and over 40 mtpa in the regulatory permitting process.
SPL Project
Through Cheniere Partners, we operate liquefaction and export facilities with a total production capacity of over 30 mtpa of LNG at the Sabine Pass LNG terminal in Cameron Parish, Louisiana (the “SPL Project”).
SPL Expansion Project
Through Cheniere Partners, we are developing an expansion adjacent to the SPL Project with an expected total peak production capacity of up to approximately 20 mtpa of LNG (the “SPL Expansion Project”), inclusive of estimated debottlenecking opportunities. We expect to execute the SPL Expansion Project in a phased approach, and a positive Final Investment Decision (“FID”) is subject to, among other things, receipt of necessary regulatory approvals and acceptable commercial and financing arrangements. The FERC application for authorization to site, construct and operate the SPL Expansion Project, as well as the Department of Energy (“DOE”) application authorizing the export of LNG to non-free trade agreement (“FTA”) countries, remain pending. In May 2026, the lump sum, turnkey EPC contract with Bechtel for the first phase of the SPL Expansion Project was signed, and Bechtel was released to commence early engineering and procurement under a LNTP. The first phase includes a single train, Train 7, and a boil-off gas re-liquefaction unit, along with supporting infrastructure and tie-ins to the existing Sabine Pass LNG terminal, and has an expected total production capacity of over 6 mtpa of LNG, inclusive of estimated debottlenecking opportunities.
CCL Project
We operate liquefaction and export facilities with a total production capacity of over 24 mtpa of LNG at the Corpus Christi LNG terminal near Corpus Christi, Texas (the “CCL Project”), inclusive of Midscale Trains 1-6 of the CCL Stage 3 Project.
CCL Stage 3 Project
We are constructing an expansion of the CCL Project consisting of seven Midscale Trains with an expected total production capacity of over 10 mtpa of LNG (the “CCL Stage 3 Project”), including approximately 9 mtpa in operation and over 1 mtpa under construction. Substantial completion was achieved for Midscale Trains 1-4 of the CCL Stage 3 Project in 2025, and Midscale Trains 5 and 6 in March and June 2026, respectively. First LNG is expected imminently from Midscale Train 7, which is expected to reach substantial completion in the fall of 2026.
CCL Midscale Trains 8 & 9 Project
We are constructing an expansion adjacent to the CCL Stage 3 Project consisting of two additional Midscale Trains with an expected total production capacity of approximately 5 mtpa of LNG (the “CCL Midscale Trains 8 & 9 Project”), inclusive of estimated debottlenecking opportunities.
CCL Stage 3 Project and CCL Midscale Trains 8 & 9 Project Progress as of June 30, 2026:
CCL Stage 3 Project
CCL Midscale Trains 8 & 9 Project
Project Status
Trains 1-6 Operational
Train 7 Under Construction / Commissioning
Under Construction
Project Completion Percentage
98.4%(1)
48.3%(2)
Expected Substantial Completion
2H 2026
2H 2028
CCL Expansion Project
We are developing an expansion adjacent to the CCL Project with an expected total peak production capacity of up to approximately 24 mtpa of LNG, inclusive of estimated debottlenecking opportunities (the “CCL Expansion Project”). We expect to execute the CCL Expansion Project in a phased approach, and a positive FID is subject to, among other things, receipt of necessary regulatory approvals and acceptable commercial and financing arrangements. The FERC application for authorization to site, construct and operate the CCL Expansion Project, as well as the DOE application authorizing the export of LNG to non-FTA countries, remain pending.
INVESTOR CONFERENCE CALL AND WEBCAST
We will host a conference call to discuss our financial and operating results for the second quarter 2026 on Thursday, August 6, 2026, at 11 a.m. Eastern time / 10 a.m. Central time. A listen-only webcast of the call and an accompanying slide presentation may be accessed through our website at www.cheniere.com. Following the call, an archived recording will be made available on our website.
About Cheniere
Cheniere Energy, Inc. is the leading producer and exporter of LNG in the United States, reliably providing a clean, secure, and affordable solution to the growing global need for natural gas. Cheniere is a full-service LNG provider, with capabilities that include gas procurement and transportation, liquefaction, vessel chartering, and LNG delivery. Cheniere has one of the largest liquefaction platforms in the world, consisting of the Sabine Pass and Corpus Christi liquefaction facilities on the U.S. Gulf Coast, with a total combined production capacity of approximately 55 mtpa of LNG in operation and an additional over 6 mtpa of expected production capacity under construction or in commissioning, inclusive of estimated debottlenecking opportunities. Cheniere is also pursuing liquefaction expansion opportunities and other projects along the LNG value chain. Cheniere is headquartered in Houston, Texas, and has additional offices in London, Singapore, Beijing, Tokyo, Dubai and Washington, D.C.
For additional information, please refer to the Cheniere website at www.cheniere.com and Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the Securities and Exchange Commission.
Use of Non-GAAP Financial Measures
In addition to disclosing financial results in accordance with U.S. GAAP, the accompanying news release contains non-GAAP financial measures. Consolidated Adjusted EBITDA and Distributable Cash Flow are non-GAAP financial measures that we use to facilitate comparisons of operating performance across periods. These non-GAAP measures should be viewed as a supplement to and not a substitute for our U.S. GAAP measures of performance and the financial results calculated in accordance with U.S. GAAP and reconciliations from these results should be carefully evaluated.
Non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or in lieu of an analysis of our results as reported under GAAP and should be evaluated only on a supplementary basis.
Forward-Looking Statements
This press release contains certain statements that may include “forward-looking statements” within the meanings of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical or present facts or conditions, included herein are “forward-looking statements.” Included among “forward-looking statements” are, among other things, (i) statements regarding Cheniere’s financial and operational guidance, business strategy, plans and objectives, including the development, construction and operation of liquefaction facilities, (ii) statements regarding regulatory authorization and approval expectations, (iii) statements expressing beliefs and expectations regarding the development of Cheniere’s LNG terminal and pipeline businesses, including liquefaction facilities, (iv) statements regarding the business operations and prospects of third-parties, (v) statements regarding potential financing arrangements, (vi) statements regarding future discussions and entry into contracts, (vii) statements relating to Cheniere’s capital deployment, including intent, ability, extent, and timing of capital expenditures, debt repayment, dividends, share repurchases and execution on the capital allocation plan, and (viii) statements relating to our goals, commitments and strategies in relation to environmental matters. Although Cheniere believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Cheniere’s actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Cheniere’s periodic reports that are filed with and available from the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required under the securities laws, Cheniere does not assume a duty to update these forward-looking statements.
(Financial Tables and Supplementary Information Follow)
LNG VOLUME SUMMARY
As of July 31, 2026, over 4,940 cumulative LNG cargoes totaling over 340 million tonnes of LNG have been produced, loaded and exported from our liquefaction projects.
During the three and six months ended June 30, 2026, we exported 672 and 1,360 TBtu, respectively, of LNG from our liquefaction projects, 3 and 9 TBtu of which was related to commissioning activities, respectively. 72 TBtu of LNG exported from our liquefaction projects and sold on a delivered basis was in transit as of June 30, 2026, 1 TBtu of which was related to commissioning activities.
The following table summarizes the volumes of LNG that were loaded from our liquefaction projects and for which the financial impact was recognized on our Consolidated Financial Statements during the three and six months ended June 30, 2026:
Three Months Ended June 30, 2026
Six Months Ended June 30, 2026
(in TBtu)
Operational
Commissioning
Total
Operational
Commissioning
Total
Volumes loaded during the current period
669
3
672
1,351
9
1,360
Volumes loaded during the prior period but recognized during the current period
59
1
60
23
1
24
Less: volumes loaded during the current period and in transit at the end of the period
(71
)
(1
)
(72
)
(71
)
(1
)
(72
)
Total volumes recognized in the current period
657
3
660
1,303
9
1,312
In addition, during the six months ended June 30, 2026, we recognized 36 TBtu of LNG on our Consolidated Financial Statements related to LNG cargoes sourced from third-parties.
Cheniere Energy, Inc.
Consolidated Statements of Operations
(in millions, except per share data)(1)
(unaudited)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Revenues
LNG revenues
$
5,640
$
4,515
$
11,362
$
9,820
Regasification revenues
34
34
68
68
Other revenues
58
92
170
197
Total revenues
5,732
4,641
11,600
10,085
Operating costs and expenses
Cost of sales (excluding operating and maintenance expense and depreciation, amortization and accretion expense shown separately below) (2)
439
1,117
8,757
4,688
Operating and maintenance expense
533
559
1,058
1,032
Selling, general and administrative expense
88
99
224
215
Depreciation, amortization and accretion expense
380
329
753
641
Other operating costs and expenses
2
7
6
18
Total operating costs and expenses
1,442
2,111
10,798
6,594
Income from operations
4,290
2,530
802
3,491
Other income (expense)
Interest expense, net of capitalized interest
(287
)
(237
)
(542
)
(466
)
Interest and dividend income
19
31
35
68
Other income (expense), net
(14
)
(1
)
(40
)
19
Total other expense
(282
)
(207
)
(547
)
(379
)
Income before income taxes and non-controlling interests
4,008
2,323
255
3,112
Less: income tax provision
366
426
25
547
Net income
3,642
1,897
230
2,565
Less: net income attributable to non-controlling interests
574
271
664
586
Net income (loss) attributable to Cheniere
$
3,068
$
1,626
$
(434
)
$
1,979
Net income (loss) per share attributable to common stockholders—basic (1)
$
14.68
$
7.32
$
(2.08
)
$
8.87
Net income (loss) per share attributable to common stockholders—diluted (1)
$
14.65
$
7.30
$
(2.08
)
$
8.85
Weighted average number of common shares outstanding—basic
209.0
221.8
209.7
222.6
Weighted average number of common shares outstanding—diluted
209.5
222.3
209.7
223.2
Cheniere Energy, Inc.
Consolidated Balance Sheets
(in millions, except share data)(1)(2)
(unaudited)
June 30,
December 31,
2026
2025
ASSETS
Current assets
Cash and cash equivalents
$
1,099
$
1,099
Restricted cash and cash equivalents
420
485
Trade and other receivables, net of current expected credit losses
1,335
1,380
Inventory
723
524
Current derivative assets
156
9
Margin deposits
126
76
Prepaid expenses
117
72
Other current assets, net
136
47
Total current assets
4,112
3,692
Property, plant and equipment, net of accumulated depreciation
37,154
35,755
Operating lease assets
2,516
2,700
Deferred NPNS assets
2,195
—
Derivative assets
735
4,663
Other non-current assets, net
1,260
1,072
Total assets
$
47,972
$
47,882
LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST AND STOCKHOLDERS’ EQUITY
Current liabilities
Accounts payable
$
293
$
123
Accrued liabilities
1,676
2,081
Current debt, net of unamortized discount and debt issuance costs
1,411
306
Deferred revenue
116
150
Current operating lease liabilities
562
539
Current portion of deferred NPNS liabilities
166
—
Current derivative liabilities
377
618
Other current liabilities
122
99
Total current liabilities
4,723
3,916
Long-term debt, net of unamortized discount and debt issuance costs
22,632
22,507
Operating lease liabilities
1,951
2,163
Deferred NPNS liabilities
1,740
—
Derivative liabilities
301
1,208
Deferred tax liabilities
3,629
3,698
Other non-current liabilities
1,506
1,312
Total liabilities
36,482
34,804
Redeemable non-controlling interest
—
136
Stockholders’ equity
Preferred stock: $0.0001 par value, 5.0 million shares authorized, none issued
—
—
Common stock: $0.003 par value, 480.0 million shares authorized; 279.6 million shares and 279.2 million shares issued at June 30, 2026 and December 31, 2025, respectively
1
1
Treasury stock: 71.7 million shares and 66.8 million shares at June 30, 2026 and December 31, 2025, respectively, at cost
(9,949
)
(8,852
)
Additional paid-in-capital
4,566
4,523
Retained earnings
11,573
12,243
Total Cheniere stockholders’ equity
6,191
7,915
Non-controlling interests
5,299
5,027
Total stockholders’ equity
11,490
12,942
Total liabilities, redeemable non-controlling interest and stockholders’ equity
$
47,972
$
47,882
Reconciliation of Non-GAAP Measures
Regulation G Reconciliations
Consolidated Adjusted EBITDA
The following table reconciles our Consolidated Adjusted EBITDA to U.S. GAAP results for the three and six months ended June 30, 2026 and 2025 (in millions):
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Net income (loss) attributable to Cheniere
$
3,068
$
1,626
$
(434
)
$
1,979
Net income attributable to non-controlling interests
574
271
664
586
Income tax provision
366
426
25
547
Interest expense, net of capitalized interest
287
237
542
466
Interest and dividend income
(19
)
(31
)
(35
)
(68
)
Other expense (income), net
14
1
40
(19
)
Income from operations
$
4,290
$
2,530
$
802
$
3,491
Adjustments to reconcile income from operations to Consolidated Adjusted EBITDA:
Depreciation, amortization and accretion expense
380
329
753
641
Loss (gain) from changes in fair value of commodity and foreign exchange (“FX”) derivatives, net (1)
(2,900
)
(1,479
)
2,509
(917
)
Amortization of deferred NPNS assets and liabilities
(5
)
—
(5
)
—
Total non-cash compensation expense
39
35
78
72
Other operating costs and expenses
—
1
—
1
Consolidated Adjusted EBITDA
$
1,804
$
1,416
$
4,137
$
3,288
Consolidated Adjusted EBITDA is commonly used as a supplemental financial measure by our management and external users of our Consolidated Financial Statements to assess the financial performance of our assets without regard to financing methods, capital structures, or historical cost basis. Consolidated Adjusted EBITDA is not intended to represent cash flows from operations or net income (loss) as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.
We believe Consolidated Adjusted EBITDA provides relevant and useful information to management, investors and other users of our financial information in evaluating the effectiveness of our operating performance in a manner that is consistent with management’s evaluation of financial and operating performance.
Consolidated Adjusted EBITDA is calculated by taking net income (loss) attributable to Cheniere before net income attributable to non-controlling interests, interest expense, net of capitalized interest, taxes, depreciation, amortization and accretion expense, and adjusting for the effects of certain non-cash items, other non-operating income or expense items, and other items not otherwise predictive or indicative of ongoing operating performance, including the effects of modification or extinguishment of debt, impairment expense, gain or loss on disposal of assets, changes in the fair value of our commodity and FX derivatives prior to contractual delivery or termination, amortization of deferred NPNS assets and liabilities, and non-cash compensation expense. Changes in the fair value of commodity and FX derivatives and amortization of deferred NPNS assets and liabilities are considered in determining Consolidated Adjusted EBITDA given that the timing of recognizing gains and losses on these derivative contracts differs from the recognition of the related item economically hedged. We believe the exclusion of these items enables investors and other users of our financial information to assess our sequential and year-over-year performance and operating trends on a more comparable basis and is consistent with management’s own evaluation of performance.
Adjusted Net Income
The following table reconciles our Adjusted Net Income to U.S. GAAP results for the three and six months ended June 30, 2026 and 2025 (in millions):
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Net income (loss) attributable to Cheniere
$
3,068
$
1,626
$
(434
)
$
1,979
Loss (gain) from changes in fair value of commodity and FX derivatives, net (1)
(2,900
)
(1,479
)
2,509
(917
)
Amortization of deferred NPNS assets and liabilities
(5
)
—
(5
)
—
Adjustments to net income (loss) attributable to Cheniere related to the above reconciling item:
Income taxes(2)
207
272
(378
)
171
Non-controlling interests
262
79
(54
)
59
Adjusted Net Income
$
632
$
498
$
1,638
$
1,292
Adjusted Net Income is calculated by taking net income (loss) attributable to Cheniere and excluding the effects of non-cash changes in the fair value of agreements accounted for as derivative instruments and amortization of deferred NPNS assets and liabilities, net of the associated non-controlling interests and income tax effects.
Given that the timing of recognizing gains and losses on derivative contracts differs from the recognition of the related item economically hedged, we believe the exclusion of the effect of changes in the fair value of our commodity and FX derivatives and amortization of deferred NPNS assets and liabilities enables investors and other users of our financial information to assess our sequential and year-over-year performance and operating trends on a more comparable basis and is consistent with management’s own evaluation of performance. Adjusted Net Income is not intended to represent net income (loss) as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.
Consolidated Adjusted EBITDA and Distributable Cash Flow
The following table reconciles our actual Consolidated Adjusted EBITDA and Distributable Cash Flow to Net income (loss) attributable to Cheniere for the three and six months ended June 30, 2026 and forecast amounts for full year 2026 (in billions):
Three Months Ended June 30,
Six Months Ended June 30,
Full Year
2026
2026
2026
Net income (loss) attributable to Cheniere
$
3.07
$
(0.43
)
$
1.6
-
$
2.0
Net income attributable to non-controlling interests
0.57
0.66
1.3
-
1.3
Income tax provision
0.37
0.03
0.2
-
0.3
Interest expense, net of capitalized interest
0.29
0.54
1.1
-
1.1
Depreciation, amortization and accretion expense
0.38
0.75
1.5
-
1.5
Other income, financing costs, and certain non-cash operating expenses
(2.87
)
2.59
2.1
-
2.1
Consolidated Adjusted EBITDA
$
1.80
$
4.14
$
7.90
-
$
8.40
Interest expense, net of interest income, capitalized interest and amortization
(0.25
)
(0.48
)
(1.0
)
-
(1.0
)
Maintenance capital expenditures
(0.03
)
(0.06
)
(0.2
)
-
(0.2
)
Income tax (excludes deferred taxes)(1)
(0.06
)
(0.10
)
(0.1
)
-
(0.2
)
Other income
(0.03
)
(0.06
)
(0.1
)
-
(0.1
)
Consolidated Distributable Cash Flow
$
1.43
$
3.44
$
6.40
-
$
6.80
Distributable Cash Flow attributable to non-controlling interests
(0.28
)
(0.60
)
(1.1
)
-
(1.0
)
Cheniere Distributable Cash Flow
$
1.17
$
2.84
$
5.30
-
$
5.80
Distributable Cash Flow is defined as cash generated from the operations of Cheniere and its subsidiaries and adjusted for non-controlling interests. The Distributable Cash Flow of Cheniere’s subsidiaries is calculated by taking the subsidiaries’ EBITDA less interest expense, net of capitalized interest, taxes, maintenance capital expenditures and other non-operating income or expense items, and adjusting for the effect of certain non-cash items and other items not otherwise predictive or indicative of ongoing operating performance, including the effects of modification or extinguishment of debt, amortization of debt issue costs, premiums or discounts, impairment of equity method investment and deferred taxes. Cheniere’s Distributable Cash Flow includes 100% of the Distributable Cash Flow of Cheniere’s wholly-owned subsidiaries. For subsidiaries with non-controlling investors, our share of Distributable Cash Flow is calculated as the Distributable Cash Flow of the subsidiary reduced by the economic interest of the non-controlling investors as if 100% of the Distributable Cash Flow were distributed in order to reflect our ownership interests and our incentive distribution rights, if applicable. The Distributable Cash Flow attributable to non-controlling interests is calculated in the same method as Distributions to non-controlling interests as presented on our Consolidated Statements of Stockholders’ Equity (Deficit) in our Forms 10-Q and Forms 10-K filed with the Securities and Exchange Commission. This amount may differ from the actual distributions paid to non-controlling investors by the subsidiary for a particular period.
We believe Distributable Cash Flow is a useful performance measure for management, investors and other users of our financial information to evaluate our performance and to measure and estimate the ability of our assets to generate cash earnings after servicing our debt, paying cash taxes and expending sustaining capital, that could be considered for deployment by our Board of Directors pursuant to our capital allocation plan, such as by way of common stock dividends, stock repurchases, retirement of debt, or expansion (growth) capital expenditures1. Distributable Cash Flow is not intended to represent cash flows from operations or net income (loss) as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.
We have not made any forecast of net income (loss) on a run-rate basis, which would be the most directly comparable measure under U.S. GAAP, in part because net income (loss) includes the impact of derivative transactions, which cannot be determined at this time, and we are unable to reconcile differences between run-rate Distributable Cash Flow and net income (loss).
Cheniere Partners ve 2. čtvrtletí zvýšila výnosy na 2,583 miliardy USD a čistý zisk na 1,161 miliardy USD. Znovu potvrdila celoroční distribuci ve výši 3,10 až 3,40 USD na jednotku.
HOUSTON--(BUSINESS WIRE)--Cheniere Energy Partners, L.P. (“Cheniere Partners”) (NYSE: CQP) today announced its financial results for second quarter 2026.
HIGHLIGHTS
During the three and six months ended June 30, 2026, Cheniere Partners generated revenues of $2.6 billion and $6.2 billion, net income of $1.2 billion and $1.3 billion, and Adjusted EBITDA1 of $1.0 billion and $2.2 billion, respectively. With respect to the second quarter of 2026, Cheniere Partners declared a cash distribution of $0.820 per common unit to unitholders of record as of August 7, 2026, comprised of a base amount equal to $0.775 and a variable amount equal to $0.045. The common unit distribution and the related general partner distribution will be paid on August 14, 2026. Reconfirming full year 2026 distribution guidance of $3.10 - $3.40 per common unit, maintaining a base distribution of $3.10 per common unit. In May 2026, Sabine Pass Liquefaction Stage V, LLC entered into a lump sum, turnkey, engineering, procurement and construction (“EPC”) contract with Bechtel Energy, Inc. (“Bechtel”) for the first phase of the SPL Expansion Project (defined below) and has released Bechtel to commence early engineering and procurement under a limited notice to proceed (“LNTP”). 2026 FULL YEAR DISTRIBUTION GUIDANCE 2026
Distribution per Unit
$
3.10
-
$
3.40
SUMMARY AND REVIEW OF FINANCIAL RESULTS
(in millions, except LNG data)
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
% Change
2026
2025
% Change
Revenues
$
2,583
$
2,455
5
%
$
6,183
$
5,444
14
%
Net income
$
1,161
$
553
110
%
$
1,347
$
1,194
13
%
Adjusted EBITDA1
$
983
$
726
35
%
$
2,158
$
1,764
22
%
LNG exported:
Number of cargoes
108
98
10
%
220
210
5
%
Volumes (TBtu)
396
352
13
%
808
758
7
%
LNG volumes loaded and recognized (TBtu)
396
351
13
%
809
756
7
%
Net income increased approximately $608 million and $153 million during the three and six months ended June 30, 2026, respectively, as compared to the corresponding 2025 periods. The increases were primarily driven by higher total margins per MMBtu of liquefied natural gas (“LNG”) delivered, primarily due to higher volumes recognized in income. The increase for the three months ended June 30, 2026 was also attributable to approximately $367 million of favorable variances related to changes in the fair value of our derivative instruments, including those impacts related to our long-term Integrated Production Marketing (“IPM”) agreements, while reported net income for the six months ended June 30, 2026 reflected $233 million of unfavorable variances related to these changes in fair value.
Adjusted EBITDA1 increased by approximately $257 million and $394 million during the three and six months ended June 30, 2026, respectively, primarily driven by higher total margins per MMBtu of LNG delivered, primarily driven by higher volumes recognized in income.
During the three and six months ended June 30, 2026, we recognized in income 396 and 809 TBtu, respectively, of LNG loaded from the SPL Project (defined below).
Capital Resources The table below provides a summary of our available liquidity (in millions) as of June 30, 2026:
June 30, 2026
Cash and cash equivalents
$
443
Restricted cash and cash equivalents
23
Available commitments under our credit facilities(1):
Total available commitments under our credit facilities
1,871
Total available liquidity
$
2,337
Recent Key Financial Transactions and Updates
In June 2026, we issued $1.0 billion aggregate principal amount of 5.350% Senior Notes due 2036 and $750 million aggregate principal amount of 6.050% Senior Notes due 2056, and a portion of the net proceeds were used to fully redeem $1.5 billion aggregate principal amount of SPL’s 5.00% Senior Secured Notes due 2027, as well as for general corporate purposes, including funding a portion of the LNTP related to the first phase of the SPL Expansion Project.
SABINE PASS OVERVIEW
We own natural gas liquefaction facilities with total production capacity of over 30 million tonnes per annum (“mtpa”) of LNG at the Sabine Pass LNG terminal in Cameron Parish, Louisiana (the “SPL Project”).
As of July 31, 2026, over 3,460 cumulative LNG cargoes totaling approximately 240 million tonnes of LNG have been produced, loaded, and exported from the SPL Project.
SPL Expansion Project
We are developing an expansion adjacent to the SPL Project with an expected total peak production capacity of up to approximately 20 mtpa of LNG (the “SPL Expansion Project”), inclusive of estimated debottlenecking opportunities. We expect to execute the SPL Expansion Project in a phased approach, and a positive Final Investment Decision (FID) is subject to, among other things, receipt of necessary regulatory approvals and acceptable commercial and financing arrangements. The Federal Energy Regulatory Commission (FERC) application for authorization to site, construct and operate the SPL Expansion Project, as well as the Department of Energy (DOE) application authorizing the export of LNG to non-free trade agreement countries, remain pending. In May 2026, the lump sum, turnkey EPC contract with Bechtel for the first phase of the SPL Expansion Project was signed, and Bechtel was released to commence early engineering and procurement under a LNTP. The first phase includes a single train, Train 7, and a boil-off gas re-liquefaction unit, along with supporting infrastructure and tie-ins to the existing Sabine Pass LNG terminal, and has an expected total production capacity of over 6 mtpa of LNG, inclusive of estimated debottlenecking opportunities.
DISTRIBUTIONS TO UNITHOLDERS
In July 2026, we declared a cash distribution of $0.820 per common unit to unitholders of record as of August 7, 2026, comprised of a base amount equal to $0.775 ($3.10 annualized) and a variable amount equal to $0.045, which takes into consideration, among other things, amounts reserved for annual debt repayment and capital allocation goals, anticipated capital expenditures to be funded with cash, and cash reserves to provide for the proper conduct of the business. The common unit distribution and the related general partner distribution will be paid on August 14, 2026.
INVESTOR CONFERENCE CALL AND WEBCAST
Cheniere Energy, Inc. (NYSE: LNG) will host a conference call to discuss its financial and operating results for the second quarter on Thursday, August 6, 2026, at 11 a.m. Eastern time / 10 a.m. Central time. A listen-only webcast of the call and an accompanying slide presentation may be accessed through our website at www.cheniere.com. Following the call, an archived recording will be made available on our website. The call and accompanying slide presentation will include financial and operating results or other information regarding Cheniere Partners.
About Cheniere Partners
Cheniere Partners owns the Sabine Pass LNG terminal located in Cameron Parish, Louisiana, which has natural gas liquefaction facilities with a total production capacity of over 30 mtpa of LNG, inclusive of debottlenecking opportunities. The Sabine Pass LNG terminal also has operational regasification facilities that include five LNG storage tanks, vaporizers, and three marine berths. Cheniere Partners also owns the Creole Trail Pipeline, which interconnects the Sabine Pass LNG terminal with a number of large interstate and intrastate pipelines.
For additional information, please refer to the Cheniere Partners website at www.cheniere.com and Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, filed with the Securities and Exchange Commission.
Use of Non-GAAP Financial Measures
In addition to disclosing financial results in accordance with U.S. GAAP, the accompanying news release contains a non-GAAP financial measure. Adjusted EBITDA is a non-GAAP financial measure that is used to facilitate comparisons of operating performance across periods. This non-GAAP measure should be viewed as a supplement to and not a substitute for our U.S. GAAP measures of performance and the financial results calculated in accordance with U.S. GAAP, and the reconciliation from these results should be carefully evaluated.
Non-GAAP measures have limitations as an analytical tool and should not be considered in isolation or in lieu of an analysis of our results as reported under GAAP and should be evaluated only on a supplementary basis.
Forward-Looking Statements
This press release contains certain statements that may include “forward-looking statements.” All statements, other than statements of historical or present facts or conditions, included herein are “forward-looking statements.” Included among “forward-looking statements” are, among other things, (i) statements regarding Cheniere Partners’ financial and operational guidance, business strategy, plans and objectives, including the development, construction and operation of liquefaction facilities, (ii) statements regarding Cheniere Partners’ anticipated quarterly distributions and ability to make quarterly distributions at the base amount or any amount, (iii) statements regarding regulatory authorization and approval expectations, (iv) statements expressing beliefs and expectations regarding the development of Cheniere Partners’ LNG terminal and liquefaction business, (v) statements regarding the business operations and prospects of third-parties, (vi) statements regarding potential financing arrangements, (vii) statements regarding future discussions and entry into contracts, and (viii) statements relating to our goals, commitments and strategies in relation to environmental matters. Although Cheniere Partners believes that the expectations reflected in these forward-looking statements are reasonable, they do involve assumptions, risks and uncertainties, and these expectations may prove to be incorrect. Cheniere Partners’ actual results could differ materially from those anticipated in these forward-looking statements as a result of a variety of factors, including those discussed in Cheniere Partners’ periodic reports that are filed with and available from the Securities and Exchange Commission. You should not place undue reliance on these forward-looking statements, which speak only as of the date of this press release. Other than as required under the securities laws, Cheniere Partners does not assume a duty to update these forward-looking statements.
Cheniere Energy Partners, L.P.
Consolidated Statements of Operations
(in millions, except per unit data)(1)
(unaudited)
Three Months Ended
Six Months Ended
June 30,
June 30,
2026
2025
2026
2025
Revenues
LNG revenues
$
1,902
$
1,857
$
4,605
$
4,124
LNG revenues—affiliate
631
549
1,477
1,220
Regasification revenues
34
34
68
68
Other revenues
16
15
33
32
Total revenues
2,583
2,455
6,183
5,444
Operating costs and expenses
Cost of sales (excluding operating and maintenance expense and depreciation and amortization expense shown separately below)(2)
765
1,196
3,481
2,899
Cost of sales—affiliate
—
—
46
—
Operating and maintenance expense
230
289
456
492
Operating and maintenance expense—affiliate
45
42
93
86
Operating and maintenance expense—related party
—
13
—
28
General and administrative expense
3
2
6
6
General and administrative expense—affiliate
23
24
47
47
Depreciation and amortization expense
174
171
348
342
Other operating costs and expenses
2
2
4
2
Other operating costs and expenses—affiliate
1
1
1
1
Total operating costs and expenses
1,243
1,740
4,482
3,903
Income from operations
1,340
715
1,701
1,541
Other income (expense)
Interest expense, net of capitalized interest
(183
)
(188
)
(364
)
(378
)
Other income, net
2
4
7
9
Other income—affiliate
2
22
3
22
Total other expense
(179
)
(162
)
(354
)
(347
)
Net income
$
1,161
$
553
$
1,347
$
1,194
Basic and diluted net income per common unit(1)
$
2.14
$
0.91
$
2.33
$
1.99
Weighted average basic and diluted number of common units outstanding
484
484
484
484
Cheniere Energy Partners, L.P.
Consolidated Balance Sheets
(in millions, except unit data) (1)
(unaudited)
June 30,
December 31,
2026
2025
ASSETS
Current assets
Cash and cash equivalents
$
443
$
182
Restricted cash and cash equivalents
23
19
Trade and other receivables, net of current expected credit losses
349
511
Trade and other receivables—affiliate
296
238
Advances to affiliates
165
145
Inventory
165
180
Prepaid expenses
62
42
Other current assets, net
16
21
Other current assets—affiliate
1
—
Total current assets
1,520
1,338
Property, plant and equipment, net of accumulated depreciation
15,034
15,259
Operating lease assets
74
76
Deferred NPNS assets
669
—
Derivative assets
5
541
Other non-current assets, net
377
223
Total assets
$
17,679
$
17,437
LIABILITIES AND PARTNERS’ EQUITY
Current liabilities
Accounts payable
$
82
$
53
Accrued liabilities
693
990
Current debt, net of unamortized discount and debt issuance costs
109
306
Due to affiliates
43
57
Deferred revenue
102
119
Current portion of deferred NPNS liabilities
103
—
Current derivative liabilities
93
164
Other current liabilities
12
15
Other current liabilities—affiliate
5
4
Total current liabilities
1,242
1,708
Long-term debt, net of unamortized discount and debt issuance costs
14,335
14,161
Deferred NPNS liabilities
1,081
—
Derivative liabilities
27
900
Other non-current liabilities
221
231
Other non-current liabilities—affiliate
19
23
Total liabilities
16,925
17,023
Partners’ equity
Common unitholders’ interest (484 million units issued and outstanding at both June 30, 2026 and December 31, 2025)
3,692
3,156
General partner’s interest (2% interest with 10 million units issued and outstanding at both June 30, 2026 and December 31, 2025)
(2,938
)
(2,742
)
Total partners’ equity
754
414
Total liabilities and partners’ equity
$
17,679
$
17,437
Reconciliation of Non-GAAP Measures
Regulation G Reconciliations
Adjusted EBITDA
The following table reconciles our Adjusted EBITDA to U.S. GAAP results for the three and six months ended June 30, 2026 and 2025 (in millions):
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Net income
$
1,161
$
553
$
1,347
$
1,194
Interest expense, net of capitalized interest
183
188
364
378
Other income, net
(2
)
(4
)
(7
)
(9
)
Other income—affiliate
(2
)
(22
)
(3
)
(22
)
Income from operations
$
1,340
$
715
$
1,701
$
1,541
Adjustments to reconcile income from operations to Adjusted EBITDA:
Depreciation and amortization expense
174
171
348
342
Loss (gain) from changes in fair value of commodity derivatives, net (1)
(526
)
(160
)
114
(119
)
Amortization of deferred NPNS assets and liabilities
(5
)
—
(5
)
—
Adjusted EBITDA
$
983
$
726
$
2,158
$
1,764
Adjusted EBITDA is commonly used as a supplemental financial measure by our management and external users of our Consolidated Financial Statements to assess the financial performance of our assets without regard to financing methods, capital structures, or historical cost basis. Adjusted EBITDA is not intended to represent cash flows from operations or net income as defined by U.S. GAAP and is not necessarily comparable to similarly titled measures reported by other companies.
We believe Adjusted EBITDA provides relevant and useful information to management, investors and other users of our financial information in evaluating the effectiveness of our operating performance in a manner that is consistent with management’s evaluation of financial and operating performance.
Adjusted EBITDA is calculated by taking net income before interest expense, net of capitalized interest, depreciation and amortization, and adjusting for the effects of certain non-cash items, other non-operating income or expense items and other items not otherwise predictive or indicative of ongoing operating performance, including the effects of modification or extinguishment of debt, impairment expense, gain or loss on disposal of assets, changes in the fair value of our commodity derivatives prior to contractual delivery or termination, and amortization of deferred NPNS assets and liabilities. Changes in the fair value of commodity derivatives and amortization of deferred NPNS assets and liabilities are considered in determining Adjusted EBITDA given that the timing of recognizing gains and losses on these derivative contracts differs from the recognition of the related item economically hedged. We believe the exclusion of these items enables investors and other users of our financial information to assess our sequential and year-over-year performance and operating trends on a more comparable basis and is consistent with management’s own evaluation of performance.
, /PRNewswire/ -- Sabre Corporation ("Sabre") (NASDAQ: SABR) today announced financial results for the quarter ended June 30, 2026. Sabre has posted its second quarter 2026 earnings release and earnings presentation to its Investor Relations webpage at investors.sabre.com/financial-information/quarterly results. The earnings release is also available on the Securities and Exchange Commission's website at www.sec.gov.
As previously announced, Sabre will host a live webcast of its second quarter 2026 earnings conference call today at 9:00 a.m. ET. Management will discuss the financial results, as well as comment on the forward outlook. The webcast is expected to last approximately one hour and will be accessible by visiting the Investor Relations section of Sabre's website at investors.sabre.com.
A replay of the event will be available on the website for at least 90 days following the event.
About Sabre
Powering the agentic revolution in travel. Sabre is an AI-native technology leader, backed by one of the world's largest travel data clouds. With AI at its core and operating at unparalleled scale, Sabre transforms insights into innovation, empowering airlines, hoteliers, agencies and other partners to retail, distribute and fulfill travel worldwide. Sabre is built on an open, modular, cloud-native architecture and serves as the backbone for both established leaders and bold, new disruptors, guiding them to the next age of travel retailing through intelligent, connected, and personalized experiences. For more information visit www.sabre.com.
Website Information
Sabre routinely posts important information for investors on the Investor Relations section of its website, investors.sabre.com, on its LinkedIn account, and on its X account, @Sabre_Corp. The Company intends to use the Investor Relations section of its website, its LinkedIn account, and its X account as a means of disclosing material, non-public information and for complying with disclosure obligations under Regulation FD. Accordingly, investors should monitor the Investor Relations section of Sabre's website, its LinkedIn account and its X account, in addition to following its press releases, SEC filings, public conference calls, presentations and webcasts. The information contained on, or that may be accessed through, Sabre's website, its LinkedIn account or its X account is not incorporated by reference into, and is not a part of, this document.
SABR-F
Contacts
Media
Cassidy Smith-Broyles
[email protected]
[email protected]
Investors
Jim Mathias
[email protected]
[email protected]
MSC Income Fund oznámil čtvrtletní dividendu ve výši 0,11 USD na akcii za říjen, listopad a prosinec 2026. V prosinci přidá i mimořádnou dividendu ve výši 0,03 USD na akcii.
Regular Monthly Dividends of $0.11 Per Share for each of October, November and December 2026
Supplemental Dividend of $0.03 Per Share Payable in December 2026
, /PRNewswire/ -- MSC Income Fund, Inc. (NYSE: MSIF) (the "Fund") is pleased to announce that its Board of Directors declared regular monthly cash dividends of $0.11 per share for each of October, November and December 2026. These monthly dividends, which will be payable pursuant to the table below, total $0.33 per share for the fourth quarter of 2026.
Summary of Fourth Quarter 2026 Regular Monthly Dividends
Declared
Ex-Dividend Date
Record Date
Payment Date
Amount Per Share
8/5/2026
10/2/2026
10/2/2026
10/9/2026
$0.11
8/5/2026
11/2/2026
11/2/2026
11/9/2026
$0.11
8/5/2026
12/2/2026
12/2/2026
12/9/2026
$0.11
Total for Fourth Quarter 2026:
$0.33
In addition to the regular monthly dividends for the fourth quarter of 2026, the Board of Directors declared a supplemental cash dividend of $0.03 per share payable in December 2026. This supplemental cash dividend, which will be payable as set forth in the table below, will be paid out of the Fund's undistributed taxable income (taxable income in excess of dividends paid) as of June 30, 2026.
Supplemental Cash Dividend Payable in December 2026
Declared
Ex-Dividend Date
Record Date
Payment Date
Amount Per Share
8/5/2026
12/16/2026
12/16/2026
12/23/2026
$0.03
The final determination of the tax attributes for dividends each year are made after the close of the tax year. The final tax attributes for 2026 dividends are currently expected to include a combination of ordinary taxable income and qualified dividends and may include capital gains and return of capital.
The Fund maintains a dividend reinvestment plan (the "DRIP") which provides for the reinvestment of dividends on behalf of its registered stockholders who hold their shares with the Fund's transfer agent and registrar or certain brokerage firms that have elected to participate in the DRIP. Under the DRIP, if the Fund declares a dividend, registered stockholders who have not "opted out" of the DRIP at least ten days prior to the next dividend payment date will have their dividend automatically reinvested into additional shares of the Fund's common stock.
ABOUT MSC INCOME FUND, INC.
The Fund (www.mscincomefund.com) is a principal investment firm that primarily provides debt capital to private companies owned by or in the process of being acquired by a private equity fund. The Fund's portfolio investments are typically made to support leveraged buyouts, recapitalizations, growth financings, refinancings and acquisitions of companies that operate in diverse industry sectors. The Fund seeks to partner with private equity fund sponsors and primarily invests in secured debt investments within its private loan investment strategy. The Fund also maintains a portfolio of customized long-term debt and equity investments in lower middle market companies, and through those investments, the Fund has partnered with entrepreneurs, business owners and management teams in co-investments with Main Street Capital Corporation (NYSE: MAIN) ("Main Street") utilizing the customized "one-stop" debt and equity financing solutions provided in Main Street's lower middle market investment strategy. The Fund's private loan portfolio companies generally have annual revenues between $25 million and $500 million. The Fund's lower middle market portfolio companies generally have annual revenues between $10 million and $150 million.
ABOUT MSC ADVISER I, LLC
MSC Adviser I, LLC ("MSCA") is a wholly-owned subsidiary of Main Street that is registered as an investment adviser under the Investment Advisers Act of 1940, as amended. MSCA serves as the investment adviser and administrator of the Fund in addition to several other advisory clients.
FORWARD-LOOKING STATEMENTS
This press release contains certain forward-looking statements, including but not limited to the continued payment of future dividends and the potential tax attributes for 2026 dividends, which are based upon the Fund management's current expectations and are inherently uncertain. Any such statements other than statements of historical fact are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under the Fund's control, and that the Fund may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual performance, events and results could vary materially from these estimates and projections of the future as a result of a number of factors, including those described from time to time in the Fund's filings with the U.S. Securities and Exchange Commission. Such statements speak only as of the time when made and are based on information available to the Fund as of the date hereof and are qualified in their entirety by this cautionary statement. The Fund assumes no obligation to revise or update any such statement now or in the future.
Dana zvýšila celoroční výhled po silném 2. čtvrtletí, kdy tržby vzrostly na 2,0 mld. USD a upravený EBITDA na 207 mil. USD. Společnost také obnovila program zpětného odkupu akcií.
Sales of $2.0 billion, up 4 percent versus the second quarter of 2025 Adjusted EBITDA of $207 million; $60 million higher than second quarter of 2025 10.3 percent adjusted EBITDA margin; 270 basis points higher than prior year Achieved $19 million in additional cost savings Repurchased 1.2 million shares, returning $44 million to shareholders Year-to-date shareholder returns of $169 million Planning an additional ~$200 million of repurchases in 2026 Eaton Mobility transaction remains on track for first-quarter of 2027 close , /PRNewswire/ -- Dana Incorporated (NYSE: DAN) today announced its second-quarter 2026 financial results, delivering strong performance, expanding margins, and increasing its full-year outlook.
"Dana continues to execute our strategy with discipline and consistency, delivering another quarter of strong margin expansion while advancing our long-term growth initiatives," said Byron Foster, Chief Executive Officer. "Our performance reflects the benefits of pricing actions, operational improvements, and continued cost-savings initiatives, while demand has improved across our end markets. We have also announced that we are restarting our share repurchase program to continue until the closing of the Eaton Mobility transaction and remain committed to returning meaningful capital to shareholders. Combined with the strategic value creation opportunities associated with the planned Eaton Mobility transaction, we believe Dana is well positioned to deliver sustainable growth and increased shareholder value."
Sales in the second quarter of 2026 totaled $2.01 billion, compared with $1.94 billion in the same period of 2025. The increase was primarily driven by higher demand across end markets, pricing actions, and favorable currency translation.
Adjusted EBITDA for the second quarter was $207 million, representing a 10.3 percent margin, compared with $147 million, or 7.6 percent, for the same period in 2025. Cost-savings actions, operational efficiency improvements, and pricing initiatives were the primary drivers of the improvement.
Net income from continuing operations was $11 million in the second quarter of 2026, compared with a loss of $12 million, in the second quarter of 2025. Diluted earnings per share from continuing operations were $0.06 in the second quarter of 2026 compared to a loss of $0.11 last year. The second quarter of 2026 benefited from significantly improved operating performance, reflecting cost-reduction initiatives, material cost savings, operational improvements, and lower net interest expense associated with debt repayment following the Off-Highway divestiture.
Adjusted net income was $21 million in the second quarter of 2026, compared with $4 million in the prior-year period, while diluted adjusted earnings per share increased to $0.19 from $0.03
Operating cash flow in the second quarter of 2026 was $109 million, compared with $32 million in the same period of 2025. Adjusted free cash flow was $68 million, compared with a use of $7 million in the second quarter of 2025. Higher profitability, lower one-time costs, lower taxes, and improved working capital performance more than offset the loss of discontinued operations following the Off-Highway divestiture.
Dana today announced the restart of its share repurchase program, which had been suspended following the announcement of the proposed Eaton Mobility transaction. During the second quarter, the company repurchased approximately 1.2 million shares, returning $44 million to shareholders. Year-to-date, Dana has returned $169 million to shareholders and expects to repurchase an additional $200 million of shares before the end of 2026. Dana and Eaton are evaluating the possibility of additional share repurchases following the closing of the transaction.
Dana also has continued to make progress on its announced combination with Eaton's Mobility business. The companies now expect to utilize a split-off structure for the transaction, which is intended to be tax-free to shareholders and provides for an orderly distribution of shares. The transaction remains on track to close during the first quarter of 2027, subject to approval by Dana shareholders, receipt of regulatory approvals, and customary closing conditions.
"The planned combination with Eaton Mobility remains a highly strategic opportunity that accelerates our Dana 2030 objectives and creates a stronger, more diversified global powertrain leader," Foster added. "At the same time, we remain focused on executing the initiatives within our control—improving our cost structure, enhancing manufacturing performance, generating strong cash flow, and returning capital to shareholders."
Dana has revised its full-year financial guidance upward, increasing its sales outlook by approximately $225 million and its adjusted EBITDA outlook by approximately $25 million. The higher guidance reflects stronger market conditions, favorable commercial-vehicle demand, ongoing cost-reduction actions, and favorable currency translation.
Revised 2026 Financial Targets
Revised Guidance
Sales
$7.65 to $7.85 billion
Adjusted EBITDA
$800 to $850 million
Implied adjusted EBITDA margin
~10.6%
Diluted Adjusted EPS
$1.75 to $2.25
Adjusted free cash flow
$275 to $375 million
Dana to Host Conference Call at 9 a.m. Thursday, August 6
Dana will discuss its second quarter 2026 results in a conference call at 9 a.m. EDT on Thursday, August 6. The conference call can be accessed by telephone from both domestic and international locations using the information provided below:
Audio streaming and slides will be available online via a link provided on the Dana investor website: www.dana.com/investors. Phone registration will be available beginning at 8:30 a.m. EDT.
A webcast replay can be accessed via Dana's investor website following the call.
Cautionary Notes on Forward-Looking Statements
This communication includes "forward-looking statements" within the meaning of the federal securities laws, including Section 27A of the Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of the Securities Exchange Act of 1934, as amended by the Private Securities Litigation Reform Act of 1995, including statements regarding the proposed transaction between Eaton Corporation plc ("Eaton"), Dana Incorporated ("Dana") and Mobility (USA) Corporation ("SpinCo"), as well as statements regarding Dana's business, financial condition and results of operations more generally. These forward-looking statements generally are identified by the words "believe," "project," "expect," "anticipate," "estimate," "forecast," "outlook," "target," "endeavor," "seek," "predict," "intend," "strategy," "plan," "may," "could," "should," "will," "would," "potential," "continue," "ongoing," or the negative thereof or variations thereon or similar terminology generally intended to identify forward-looking statements. All statements, other than historical facts, including, but not limited to, statements regarding Dana's current expectations, estimates and projections about its industry and business, the expected timing and structure of the proposed transaction and financing of the transaction, the ability of the parties to complete the proposed transaction, the expected benefits of the proposed transaction, including future financial and operating results and strategic and synergistic benefits, the tax consequences of the proposed transaction and the combined company's plans, objectives, expectations and intentions, legal, economic and regulatory conditions, and any assumptions underlying any of the foregoing, are forward-looking statements.
These forward-looking statements are based on Dana's current expectations and are subject to risks and uncertainties and are not guarantees of future results. Should one or more of these risks or uncertainties materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those indicated or anticipated by such forward-looking statements. The inclusion of such statements should not be regarded as a representation that such plans, estimates or expectations will be achieved. Important factors that could cause actual results to differ materially from such plans, estimates or expectations include, among others, the ability to complete the proposed transaction on the timeframe or on the terms currently anticipated or at all, including due to a failure to obtain requisite stockholder and/or regulatory approvals; risks related to difficulties, inabilities or delays in integrating the businesses of Dana and SpinCo; the ability to realize the anticipated benefits of the proposed transaction, including estimated combined EBITDA, estimated combined revenue and estimated run-rate cost synergies; potential impact of the proposed transaction on Dana's stock price; restrictions on the conduct of Dana's business prior to and after closing and on its ability to pursue alternatives to the proposed transaction; the possibility that the proposed transaction may be more expensive to complete than anticipated, including as a result of unexpected factors or events, or unforeseen or unknown liabilities; the ability of the combined company to implement its business strategy; the inability of the combined company to retain and hire key personnel; the occurrence of any event that could give rise to termination of the proposed transaction; the risk that stockholder litigation in connection with the proposed transaction or other litigation, settlements or investigations may affect the timing or occurrence of the proposed transaction or result in significant costs of defense, indemnification and liability; risks relating to the ability to obtain financing for the transaction upon acceptable terms or at all; evolving legal, regulatory and tax regimes; changes in general economic and/or industry specific conditions; global economic repercussions related to U.S. and global inflationary pressures and potential recessionary concerns; the risks that the anticipated tax treatment of the proposed transaction is not obtained; the risk of greater than expected difficulty in separating the business of SpinCo from the other businesses of Eaton; risks related to the disruption of management time from ongoing business operations due to the pendency of the proposed transaction, or other effects of the pendency of the proposed transaction on the relationship of any of the parties to the transaction with their employees, customers, suppliers or other counterparties; and other risk factors detailed from time to time in Dana's reports filed with the Securities and Exchange Commission (the "SEC"), including Dana's annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other documents filed with the SEC, including documents that will be filed with the SEC in connection with the proposed transaction. The foregoing list of important factors is not exclusive.
Any forward-looking statements speak only as of the date of this communication. Dana does not undertake, and expressly disclaims, any obligation to update any forward-looking statements, whether as a result of new information or development, future events or otherwise, except as required by law. Readers are cautioned not to place undue reliance on any of these forward-looking statements.
It should also be noted that projected financial information for the combined company is based on management's estimates, assumptions and projections and has not been prepared in conformance with the applicable accounting requirements of Regulation S-X relating to pro forma financial information, and the required pro forma adjustments have not been applied and are not reflected therein. None of this information should be considered in isolation from, or as a substitute for, the historical financial statements of Dana or SpinCo.
Important Information About the Transaction and Where to Find It
In connection with the proposed transaction, SpinCo may file with the SEC an information statement on Form 10 ("Form 10") or a registration statement on Form S-1/S-4 (the "Form S-1/S-4") that constitutes a prospectus with respect to the shares of common stock, par value $0.01 per share, of SpinCo (the "SpinCo shares") to be issued to Eaton shareholders in the proposed exchange offer (the "prospectus/offer to exchange"). Eaton may also file with the SEC a tender offer statement (the "Schedule TO") with respect to the offer by Eaton to exchange all SpinCo shares for ordinary shares, par value $0.01 per share, of Eaton that are validly tendered and not properly withdrawn prior to the expiration of the exchange offer (if any). In addition, SpinCo intends to file with the SEC a registration statement on Form S-4 (the "Form S-4") that will include a proxy statement of Dana and that also constitutes a prospectus of SpinCo with respect to the SpinCo shares to be issued in the proposed merger (the "proxy statement/prospectus"). Each of Eaton, SpinCo and Dana may also file other relevant documents with the SEC regarding the proposed transaction.
This document is not a substitute for the Form 10, Form S-1/S-4, Schedule TO, Form S-4, prospectus/offer to exchange, proxy statement/prospectus or any other document that Eaton, SpinCo or Dana may file with the SEC. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE REGISTRATION STATEMENTS, THE SCHEDULE TO; THE PROSPECTUS/OFFER TO EXCHANGE, THE PROXY STATEMENT/PROSPECTUS AND ANY OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC, AS WELL AS ANY AMENDMENTS OR SUPPLEMENTS TO THESE DOCUMENTS, CAREFULLY AND IN THEIR ENTIRETY IF AND WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT EATON, DANA, SPINCO AND THE PROPOSED TRANSACTION. Investors and security holders will be able to obtain free copies of the Form 10, Form S-1/S-4, Schedule TO, Form S-4, the prospectus/offer to exchange and the proxy statement/prospectus (if and when available) and other documents containing important information about Eaton, Dana and SpinCo and the proposed transaction, once such documents are filed with the SEC through the website maintained by the SEC at http://www.sec.gov. Copies of the documents filed with, or furnished to, the SEC by Eaton and SpinCo will be available free of charge on Eaton's website at https://www.eaton.com/us/en-us/company/investor-relations.html. Copies of the documents filed with, or furnished to, the SEC by Dana will be available free of charge on Dana's website at https://danaincorporated.gcs-web.com/. The information included on, or accessible through, Eaton or Dana's website is not incorporated by reference into this communication.
Participants in the Solicitation
Eaton, Dana, SpinCo and certain of their respective directors and executive officers may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information about the directors and executive officers of Eaton, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Eaton's proxy statement for its 2026 Annual General Meeting of Shareholders, which was filed with the SEC on March 13, 2026. Information about the directors and executive officers of Dana, including a description of their direct or indirect interests, by security holdings or otherwise, is set forth in Dana's proxy statement for its 2026 Annual Meeting of Stockholders, which was filed with the SEC on March 13, 2026. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the Form S-4 and the proxy statement/prospectus and other relevant materials to be filed with the SEC regarding the proposed transaction when such materials become available. Investors should read the Form 10, Form S-1/S-4, Schedule TO, Form S-4, the prospectus/offer to exchange and the proxy statement/prospectus carefully if and when available before making any voting or investment decisions. You may obtain free copies of these documents from Eaton or Dana using the sources indicated above.
No Offer or Solicitation
This communication is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy or exchange any securities, or a solicitation of any vote or approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation, sale or exchange would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act or in a transaction exempt from the registration requirements of the Securities Act.
Note Regarding Use of Non-GAAP Financial Measures
In addition to the financial measures presented in accordance with U.S. generally accepted accounting principles ("U.S. GAAP"), this communication includes certain non-GAAP financial measures (collectively, the "Non-GAAP Measures"), such as adjusted EBITDA, adjusted EBITDA margin, adjusted net income (loss) attributable to the parent company, diluted adjusted EPS, adjusted free cash flow and adjusted free cash flow margin.
Adjusted EBITDA is a non-GAAP financial measure which we have defined as net income (loss) before interest, income taxes, depreciation, amortization, equity grant expense, restructuring expense, non-service cost components of pension and other postretirement benefit costs and other adjustments not related to our core operations (gain/loss on debt extinguishment, pension settlements, divestitures, impairment, etc.). Adjusted EBITDA is a measure of our ability to maintain and continue to invest in our operations and provide shareholder returns. We use adjusted EBITDA in assessing the effectiveness of our business strategies, evaluating and pricing potential acquisitions and as a factor in making incentive compensation decisions. In addition to its use by management, we also believe adjusted EBITDA is a measure widely used by securities analysts, investors and others to evaluate financial performance of our company relative to other Tier 1 automotive suppliers.
Adjusted net income (loss) attributable to the parent company is a non-GAAP financial measure which we have defined as net income (loss) attributable to the parent company, excluding any discrete income tax items, restructuring charges, amortization expense and other adjustments not related to our core operations (as used in adjusted EBITDA), net of any associated income tax effects. This measure is considered useful for purposes of providing investors, analysts and other interested parties with an indicator of ongoing financial performance that provides enhanced comparability to net income (loss) attributable to the parent company reported by other companies. Adjusted net income (loss) attributable to the parent company is neither intended to represent nor be an alternative measure to net income (loss) attributable to the parent company reported in accordance with GAAP.
Diluted adjusted EPS is a non-GAAP financial measure which we have defined as adjusted net income (loss) attributable to the parent company divided by adjusted diluted shares. We define adjusted diluted shares as diluted shares as determined in accordance with GAAP based on adjusted net income (loss) attributable to the parent company. This measure is considered useful for purposes of providing investors, analysts and other interested parties with an indicator of ongoing financial performance that provides enhanced comparability to EPS reported by other companies. Diluted adjusted EPS is neither intended to represent nor be an alternative measure to diluted EPS reported in accordance with GAAP.
Adjusted free cash flow is a non-GAAP financial measure which we have defined as net cash provided by (used in) operating activities less purchases of property, plant and equipment plus proceeds from sale of property, plant and equipment plus cash paid for Off-Highway business divestiture related activities. We believe adjusted free cash flow is useful to investors in evaluating the operational cash flow of the company inclusive of the spending required to maintain the operations. Adjusted free cash flow is not intended to represent nor be an alternative to the measure of net cash provided by (used in) operating activities reported in accordance with GAAP.
These Non-GAAP Measures should not be used in isolation or as a substitute or alternative to results determined in accordance with U.S. GAAP. In addition, Dana's and Eaton's definitions of these Non-GAAP Measures may not be comparable to similarly titled non-GAAP financial measures reported by other companies. A reconciliation of these Non-GAAP Measures to the most directly comparable financial measures calculated and reported in accordance with U.S. GAAP can be found in Dana's filings with the SEC and/or the accompanying financial information, except for financial guidance and other forward-looking information since such a reconciliation is not practicable without unreasonable effort as Dana is unable to reasonably forecast certain amounts that are necessary for such reconciliation. We have not provided a reconciliation of our adjusted EBITDA outlook to the most comparable GAAP measures of net income (loss). Providing net income (loss) guidance is potentially misleading and not practical given the difficulty of projecting event-driven transactional and other non-core operating items that are included in net income (loss), including restructuring actions, asset impairments and certain income tax adjustments. The accompanying reconciliations of these non-GAAP measures with the most comparable GAAP measures for the historical periods presented are indicative of the reconciliations that will be prepared upon completion of the periods covered by the non-GAAP guidance.
About Dana Incorporated
Dana Incorporated (NYSE: DAN) is a global leader in the design and manufacture of highly efficient propulsion solutions for the light- and commercial‑vehicle markets. Guided by its vision to be the world's best powertrain company, Dana delivers advanced conventional and clean‑energy technologies that help customers improve the performance, efficiency, and durability of their vehicles. The company supplies leading vehicle manufacturers and related aftermarkets with industry‑defining drive systems, electrodynamic technologies, and thermal and sealing solutions.
Headquartered in Maumee, Ohio, USA, Dana reported sales of $7.5 billion in 2025. With a history dating to 1904, the company employs 27,000 people in 24 countries across six continents. Learn more at dana.com
DANA INCORPORATED
Consolidated Statement of Operations (Unaudited)
For the Three Months Ended June 30, 2026 and 2025
Three Months Ended
(In millions, except per share amounts)
June 30,
2026
2025
Net sales
$ 2,010
$ 1,935
Costs and expenses
Cost of sales
1,800
1,797
Selling, general and administrative expenses
104
99
Amortization of intangibles
1
2
Restructuring charges, net
9
11
Other income (expense), net
(20)
(10)
Earnings from continuing operations before interest and income taxes
76
16
Interest income
4
3
Interest expense
21
44
Earnings (loss) from continuing operations before income taxes
59
(25)
Income tax expense
54
10
Equity in earnings of affiliates
6
23
Net income (loss) from continuing operations
11
(12)
Net income (loss) from discontinued operations
(11)
43
Net income
-
31
Less: Noncontrolling interests net income from continuing operations
5
4
Net income (loss) attributable to the parent company
$ (5)
$ 27
Net income (loss) per share available to common stockholders
Basic earnings (loss) per share from continuing operations
$ 0.06
$ (0.11)
Basic earnings (loss) per share from discontinued operations
(0.11)
0.30
Basic earnings (loss) per share
$ (0.05)
$ 0.19
Diluted earnings (loss) per share from continuing operations
$ 0.05
$ (0.11)
Diluted earnings (loss) per share from discontinued operations
(0.10)
0.30
Diluted earnings (loss) per share
$ (0.05)
$ 0.19
Weighted-average shares outstanding - Basic
108.1
143.8
Weighted-average shares outstanding - Diluted
109.5
143.8
DANA INCORPORATED
Consolidated Statement of Operations (Unaudited)
For the Six Months Ended June 30, 2026 and 2025
Six Months Ended
(In millions, except per share amounts)
June 30,
2026
2025
Net sales
$ 3,878
$ 3,716
Costs and expenses
Cost of sales
3,499
3,460
Selling, general and administrative expenses
206
204
Amortization of intangibles
3
4
Restructuring charges, net
15
13
Other income (expense), net
(60)
(11)
Earnings from continuing operations before interest and income taxes
95
24
Loss on extinguishment of debt
(7)
-
Interest income
10
5
Interest expense
43
83
Earnings (loss) from continuing operations before income taxes
55
(54)
Income tax expense
68
-
Equity in earnings of affiliates
9
25
Net loss from continuing operations
(4)
(29)
Net income from discontinued operations
1,095
90
Net income
1,091
61
Less: Noncontrolling interests net income from continuing operations
9
9
Net income attributable to the parent company
$ 1,082
$ 52
Net income (loss) per share available to common stockholders
Basic loss per share from continuing operations
$ (0.12)
$ (0.26)
Basic earnings per share from discontinued operations
10.05
0.62
Basic earnings per share
$ 9.93
$ 0.36
Diluted loss per share from continuing operations
$ (0.12)
$ (0.26)
Diluted earnings per share from discontinued operations
10.05
0.62
Diluted earnings per share
$ 9.93
$ 0.36
Weighted-average shares outstanding - Basic
109.0
144.7
Weighted-average shares outstanding - Diluted
109.0
144.7
DANA INCORPORATED
Consolidated Statement of Comprehensive Income (Unaudited)
For the Three Months Ended June 30, 2026 and 2025
Three Months Ended
(In millions)
June 30,
2026
2025
Net income (loss) from continuing operations
$ 11
$ (12)
Other comprehensive income (loss) from continuing operations, net of tax:
Currency translation adjustments
21
35
Hedging gains and losses
(2)
23
Other comprehensive income from continuing operations
19
58
Total comprehensive income from continuing operations
30
46
Net income (loss) from discontinued operations
(11)
43
Other comprehensive income (loss) from discontinued operations, net of tax:
Currency translation adjustments
-
6
Hedging gains and losses
-
1
Other comprehensive income from discontinued operations
-
7
Total comprehensive income (loss) from discontinued operations
(11)
50
Total comprehensive income
19
96
Less: Comprehensive income from continuing operations attributable to noncontrolling interests
(5)
(6)
Comprehensive income attributable to the parent company
$ 14
$ 90
DANA INCORPORATED
Consolidated Statement of Comprehensive Income (Unaudited)
For the Six Months Ended June 30, 2026 and 2025
Six Months Ended
(In millions)
June 30,
2026
2025
Net loss from continuing operations
$ (4)
$ (29)
Other comprehensive income (loss) from continuing operations, net of tax:
Currency translation adjustments
23
47
Hedging gains and losses
(6)
41
Defined benefit plans
(1)
-
Other comprehensive income from continuing operations
16
88
Total comprehensive income from continuing operations
12
59
Net income from discontinued operations
1,095
90
Other comprehensive income (loss) from discontinued operations, net of tax:
Currency translation adjustments
179
8
Hedging gains and losses
-
1
Other comprehensive income from discontinued operations
179
9
Total comprehensive income from discontinued operations
1,274
99
Total comprehensive income
1,286
158
Less: Comprehensive income from continuing operations attributable to noncontrolling interests
(9)
(11)
Comprehensive income attributable to the parent company
$ 1,277
$ 147
DANA INCORPORATED
Consolidated Balance Sheet (Unaudited)
As of June 30, 2026 and December 31, 2025
(In millions, except share and per share amounts)
June 30,
December 31,
2026
2025
Assets
Current assets
Cash and cash equivalents
$ 331
$ 469
Accounts receivable
Trade, less allowance for doubtful accounts of $12 in 2026 and $15 in 2025
1,287
987
Other
286
254
Inventories
980
1,015
Other current assets
285
114
Current assets of disposal group held for sale
36
1,029
Total current assets
3,205
3,868
Intangibles
58
71
Deferred tax assets
495
534
Other noncurrent assets
114
102
Investments in affiliates
112
102
Operating lease assets
166
305
Property, plant and equipment, net
1,942
1,872
Noncurrent assets of disposal group held for sale
21
954
Total assets
$ 6,113
$ 7,808
Liabilities and equity
Current liabilities
Short-term debt
$ -
$ 615
Current portion of long-term debt
27
30
Accounts payable
1,301
1,154
Accrued payroll and employee benefits
170
210
Taxes on income
78
75
Current portion of operating lease liabilities
34
41
Other accrued liabilities
532
495
Current liabilities of disposal group held for sale
14
688
Total current liabilities
2,156
3,308
Long-term debt, less debt issuance costs of $8 in 2026 and $16 in 2025
1,317
2,566
Noncurrent operating lease liabilities
125
266
Pension and postretirement obligations
241
249
Other noncurrent liabilities
291
337
Noncurrent liabilities of disposal group held for sale
-
183
Total liabilities
4,130
6,909
Commitments and contingencies
Parent company stockholders' equity
Preferred stock, 50,000,000 shares authorized, $0.01 par value,
no shares outstanding
-
-
Common stock, 450,000,000 shares authorized, $0.01 par value,
107,576,158 and 112,284,138 shares outstanding
1
1
Additional paid-in capital
1,518
1,671
Retained earnings
1,290
235
Treasury stock, at cost (2,508,917 and 1,944,700 shares)
(52)
(35)
Accumulated other comprehensive loss
(837)
(1,032)
Total parent company stockholders' equity
1,920
840
Noncontrolling interests
63
59
Total equity
1,983
899
Total liabilities and equity
$ 6,113
$ 7,808
DANA INCORPORATED
Consolidated Statement of Cash Flows (Unaudited)
For the Three Months Ended June 30, 2026 and 2025
Three Months Ended
(In millions)
June 30,
2026
2025
Operating activities
Net income
$ -
$ 31
Less: Net income (loss) from discontinued operations
(11)
43
Net income (loss) from continuing operations
11
(12)
Depreciation
82
89
Amortization
2
3
Amortization of deferred financings charges
10
2
Earnings of affiliates, net of dividends received
(5)
(23)
Stock compensation expense
8
10
Deferred income taxes
19
(8)
Pension expense, net
1
1
Change in working capital
31
216
Change in other noncurrent assets and liabilities
(34)
(10)
Loss on divestiture of ownership interests
-
7
Noncash electric vehicle program termination charges
7
-
Other, net
(8)
59
Net cash provided by operating activities from continuing operations
124
334
Net cash used in operating activities from discontinued operations
(15)
(302)
Net cash provided by operating activities
109
32
Investing activities
Purchases of property, plant and equipment
(142)
(37)
Proceeds from sale of property, plant and equipment
1
-
Proceeds from sales of investments
1
57
Settlements of undesignated derivatives
(2)
(4)
Other, net
(1)
3
Net cash provided by (used in) investing activities from continuing operations
(143)
19
Net cash used in investing activities from discontinued operations
(35)
(14)
Net cash provided by (used in) investing activities
(178)
5
Financing activities
Net change in short-term debt
(3)
401
Repayment of long-term debt
(8)
(206)
Dividends paid to common stockholders
(13)
(14)
Repurchases of common stock
(44)
(257)
Distributions to noncontrolling interests
(1)
(2)
Swap settlements
-
(8)
Other, net
(7)
(8)
Net cash used in financing activities
(76)
(94)
Net decrease in cash, cash equivalents and restricted cash
(145)
(57)
Cash, cash equivalents and restricted cash − beginning of period
492
523
Effect of exchange rate changes on cash balances
2
35
Cash, cash equivalents and restricted cash − end of period
$ 349
$ 501
DANA INCORPORATED
Consolidated Statement of Cash Flows (Unaudited)
For the Six Months Ended June 30, 2026 and 2025
Six Months Ended
(In millions)
June 30,
2026
2025
Operating activities
Net income
$ 1,091
$ 61
Less: Net income from discontinued operations
1,095
90
Net loss from continuing operations
(4)
(29)
Depreciation
166
171
Amortization
5
6
Amortization of deferred financings charges
2
3
Earnings of affiliates, net of dividends received
(8)
(25)
Stock compensation expense
19
23
Deferred income taxes
30
(26)
Pension expense, net
(4)
-
Change in working capital
(221)
(202)
Change in other noncurrent assets and liabilities
(23)
(13)
Loss on divestiture of ownership interests
8
7
Noncash electric vehicle program termination charges
59
-
Other, net
(39)
54
Net cash used in operating activities from continuing operations
(10)
(31)
Net cash provided by (used in) operating activities from discontinued operations
(76)
26
Net cash used in operating activities
(86)
(5)
Investing activities
Purchases of property, plant and equipment
(204)
(104)
Proceeds from sale of property, plant and equipment
2
11
Proceeds from sales of investments
1
57
Settlements of undesignated derivatives
(6)
(6)
Other, net
-
4
Net cash used in investing activities from continuing operations
(207)
(38)
Net cash provided by (used) in investing activities from discontinued operations
2,528
(22)
Net cash provided by (used in) investing activities
2,321
(60)
Financing activities
Net change in short-term debt
(618)
522
Repayment of long-term debt
(1,338)
(210)
Dividends paid to common stockholders
(26)
(29)
Repurchases of common stock
(169)
(257)
Distributions to noncontrolling interests
(2)
(3)
Payment for mandatorily redeemable noncontrolling interest
(190)
-
Swap settlements
-
(14)
Other, net
(25)
(8)
Net cash provided by (used in) financing activities
(2,368)
1
Net decrease in cash, cash equivalents and restricted cash
(133)
(64)
Cash, cash equivalents and restricted cash − beginning of period
486
512
Effect of exchange rate changes on cash balances
(4)
53
Cash, cash equivalents and restricted cash − end of period
$ 349
$ 501
DANA INCORPORATED
Reconciliation of Net Cash Provided by (Used In) Operating Activities to
Adjusted Free Cash Flow (Unaudited)
Three Months Ended
(In millions)
June 30,
2026
2025
Net cash provided by operating activities
$ 109
$ 32
Purchases of property, plant and equipment - Continuing operations
(142)
(37)
Purchases of property, plant and equipment - Discontinued operations
(1)
(14)
Proceeds from sale of property, plant and equipment - Continuing operations
1
-
Cash paid for purchase of leased facilities
88
-
Cash paid for Off-Highway business divestiture related activities
13
12
Adjusted free cash flow
$ 68
$ (7)
Six Months Ended
(In millions)
June 30,
2026
2025
Net cash used in operating activities
$ (86)
$ (5)
Purchases of property, plant and equipment - Continuing operations
(204)
(104)
Purchases of property, plant and equipment - Discontinued operations
(1)
(22)
Proceeds from sale of property, plant and equipment - Continuing operations
2
11
Cash paid for purchase of leased facilities
88
-
Cash paid for Off-Highway business divestiture related activities
74
12
Adjusted free cash flow
$ (127)
$ (108)
DANA INCORPORATED
Segment Sales and Adjusted EBITDA (Unaudited)
For the Three Months Ended June 30, 2026 and 2025
Three Months Ended
(In millions)
June 30,
2026
2025
Sales
Light Vehicle
$ 1,379
$ 1,335
Commercial Vehicle
631
600
Total Sales
$ 2,010
$ 1,935
Adjusted EBITDA
Light Vehicle
$ 143
$ 112
Commercial Vehicle
68
47
Corporate expense and other items, net
(4)
(12)
Adjusted EBITDA
$ 207
$ 147
DANA INCORPORATED
Segment Sales and Adjusted EBITDA (Unaudited)
For the Six Months Ended June 30, 2026 and 2025
Six Months Ended
(In millions)
June 30,
2026
2025
Sales
Light Vehicle
$ 2,648
$ 2,548
Commercial Vehicle
1,230
1,168
Total Sales
$ 3,878
$ 3,716
Adjusted EBITDA
Light Vehicle
$ 255
$ 180
Commercial Vehicle
131
88
Corporate expense and other items, net
(8)
(28)
Adjusted EBITDA
$ 378
$ 240
DANA INCORPORATED
Reconciliation of Earnings (Loss) From Continuing Operations Before
Income Taxes to Adjusted EBITDA (Unaudited)
For the Three Months Ended June 30, 2026 and 2025
Three Months Ended
(In millions)
June 30,
2026
2025
Earnings (loss) from continuing operations before income taxes
$ 59
$ (25)
Adjustments related to continuing operations
Interest income
(4)
(3)
Interest expense
21
44
Depreciation
82
89
Amortization
2
3
Non-service cost components of pension and OPEB costs
3
2
Restructuring charges, net
9
11
Stock compensation expense
8
10
Strategic transaction expenses
19
5
Amounts attributable to previously closed/divested operations
1
-
Distressed supplier costs
2
-
Loss on divestiture of ownership interests
-
7
Electric vehicle program termination charges
8
-
Foreign exchange gain on unhedged intercompany loans
(2)
-
Other items
(1)
4
Adjusted EBITDA
$ 207
$ 147
DANA INCORPORATED
Reconciliation of Earnings (Loss) From Continuing Operations Before
Income Taxes to Adjusted EBITDA (Unaudited)
For the Six Months Ended June 30, 2026 and 2025
Six Months Ended
(In millions)
June 30,
2026
2025
Earnings (loss) from continuing operations before income taxes
$ 55
$ (54)
Adjustments related to continuing operations
Loss on extinguishment of debt
7
-
Interest income
(10)
(5)
Interest expense
43
83
Depreciation
166
171
Amortization
5
6
Non-service cost components of pension and OPEB costs
4
4
Restructuring charges, net
15
13
Stock compensation expense
19
23
Strategic transaction expenses
20
6
Gain on sale of property, plant and equipment
-
(1)
Supplier capacity charge adjustment
-
(19)
Amounts attributable to previously closed/divested operations
1
-
Distressed supplier costs
2
-
Loss on divestiture of ownership interests
8
7
Electric vehicle program termination charges
64
-
Foreign exchange gain on unhedged intercompany loans
(23)
-
Other items
2
6
Adjusted EBITDA
$ 378
$ 240
DANA INCORPORATED
Reconciliation of Net Income (Loss) Attributable to the Parent Company to
Adjusted Net Income Attributable to the Parent Company and
Diluted Adjusted EPS (Unaudited)
For the Three Months Ended June 30, 2026 and 2025
(In millions, except per share amounts)
Three Months Ended
June 30,
2026
2025
Net income (loss) attributable to the parent company
$ (5)
$ 27
Items impacting income before income taxes:
Amortization
2
3
Restructuring charges, net
9
11
Strategic transaction expenses
19
5
Loss on divestiture of ownership interests
-
7
Electric vehicle program termination charges
8
-
Amounts attributable to previously closed/divested operation
1
-
Distressed supplier costs
2
-
Foreign exchange gain on unhedged intercompany loans
(2)
-
Net (income) loss from discontinued operations
11
(43)
Other items
1
-
Items impacting income taxes:
Net income tax benefit on items above
(25)
(11)
Income tax expense attributable to various discrete tax matters
-
5
Adjusted net income attributable to the parent company
$ 21
$ 4
Diluted shares - as reported
109.5
143.8
Adjusted diluted shares
109.5
145.6
Diluted adjusted EPS
$ 0.19
$ 0.03
DANA INCORPORATED
Reconciliation of Net Income Attributable to the Parent Company to
Adjusted Net Income (Loss) Attributable to the Parent Company and
Diluted Adjusted EPS (Unaudited)
For the Six Months Ended June 30, 2026 and 2025
(In millions, except per share amounts)
Six Months Ended
June 30,
2026
2025
Net income attributable to the parent company
$ 1,082
$ 52
Items impacting income before income taxes:
Amortization
5
6
Restructuring charges, net
15
13
Strategic transaction expenses
20
6
Supplier capacity commitment charge adjustment
-
(19)
Loss on divestiture of ownership interests
8
7
Electric vehicle program termination charges
64
-
Loss on extinguishment of debt
7
-
Amounts attributable to previously closed/divested operation
1
-
Distressed supplier costs
2
-
Foreign exchange gain on unhedged intercompany loans
(23)
-
Net income from discontinued operations
(1,095)
(90)
Other items
1
-
Items impacting income taxes:
Net income tax benefit on items above
(62)
(5)
Income tax expense (benefit) attributable to various discrete tax matters
12
(5)
Adjusted net income (loss) attributable to the parent company
Avient zvýšil celoroční upravený zisk na akcii pro rok 2026 na 3,10 až 3,25 USD z 2,93 až 3,17 USD. Ve 2. čtvrtletí tržby vzrostly o 5,8 % na 917 milionů USD a upravený EPS stoupl o 20 % na 0,96 USD.
Second quarter sales grew 5.8% to $917 million, driven by 4.3% organic sales growth and 1.5% favorable foreign exchange, with organic growth in both business segments Second quarter GAAP EPS of $0.70 compared to $0.57 in the prior year quarter Second quarter adjusted EPS grew 20% over the prior year to $0.96; exceeded adjusted EPS guidance of $0.89, primarily driven by better-than-expected organic volume growth Strong cash flow generation in the quarter supported $50 million of debt repayment; expect to repay a total of $100 to $150 million during the full year 2026 Increasing 2026 full year adjusted EPS guidance range to $3.10 to $3.25 from previous guidance of $2.93 to $3.17; updated full year adjusted EPS guidance range represents 10% to 15% growth over the prior year , /PRNewswire/ -- Avient Corporation (NYSE: AVNT), an innovator of materials solutions, today announced its second quarter results for 2026. Second quarter GAAP earnings per share (EPS) were $0.70 compared to $0.57 in the prior year quarter.
The company noted that in the second quarter 2026, GAAP EPS includes special items of $0.09 and intangible amortization expense of $0.17 compared to special items of $0.07 and intangible amortization of $0.16 in the second quarter 2025 (see attachment 1).
Second quarter 2026 adjusted EPS was $0.96 compared to $0.80 in the prior year quarter, reflecting 20% growth in adjusted EPS over the prior year.
"Our teams delivered another quarter of strong execution, generating organic growth and adjusted EBITDA margin expansion in each of our two business segments. By remaining close to our customers, proactively managing inflation and supply chain disruptions, we delivered profitable growth across the portfolio," said Dr. Ashish Khandpur, Chairman, President and Chief Executive Officer, Avient Corporation.
"Organic sales growth was driven by a combination of market share gains, new product innovation, and pricing actions. Our performance reflects the team's execution of our strategy to intersect Avient's capabilities with high growth secular trends while driving productivity improvements to enable both top-line growth and margin expansion. As a result, organic sales grew 4.3% and adjusted EBITDA margins expanded by 110 basis points to a record high 18.3%." added Dr. Khandpur.
2026 Outlook
"Our teams once again demonstrated strong operational discipline to manage a volatile business environment while executing our strategy to drive long-term value creation. Supported by our year-to-date results and visibility into third quarter demand, we are increasing our full-year 2026 adjusted EBITDA guidance to $575 to $603 million and adjusted EPS guidance to $3.10 to $3.25, representing 10% to 15% adjusted EPS growth for the year," said Joe Di Salvo, Senior Vice President and Chief Financial Officer.
"Strong cash generation continues to support both investment in growth and balance sheet improvement. We expect to repay a total of $100 to $150 million of debt during 2026, including $50 million repaid during the second quarter," said Mr. Di Salvo.
Dr. Khandpur added, "Our strategy continues to produce strong financial results, delivering earnings growth in both 2024 and 2025 and positioning us to deliver double-digit adjusted EPS growth in 2026. As we look ahead, we remain focused on balancing strong near-term execution and financial performance with targeted investments in our prioritized growth portfolios, while continuing to serve our customers with innovation, quality, and reliability that underpin long-term value creation."
Webcast Details
Avient will provide additional details on its 2026 second quarter and its 2026 full year outlook during its webcast scheduled for 8:00 a.m. Eastern Time on August 6, 2026.
The webcast can be viewed live at avient.com/investors, or by clicking on the webcast link here. Conference call participants in the question and answer session should pre-register using the link at avient.com/investors, or here, to receive the dial-in number and personal PIN. This information is required to access the conference call. The question-and-answer session will follow the company's presentation and prepared remarks.
A recording of the webcast and the slide presentation will be available at avient.com/investors/events-presentations immediately following the conference call and will be accessible for one year.
Non-GAAP Financial Measures
The Company uses both GAAP (generally accepted accounting principles) and non-GAAP financial measures. The non-GAAP financial measures include organic performance (which excludes the impact of foreign exchange), adjusted EPS, adjusted operating income, adjusted EBITDA, adjusted EBITDA margins, free cash flow and adjusted free cash flow. Avient's chief operating decision maker uses these financial measures to monitor and evaluate the ongoing performance of the Company and each business segment and to allocate resources.
The Company does not provide reconciliations of forward-looking non-GAAP financial measures, such as adjusted EPS, adjusted EBITDA and free cash flow, to the most comparable GAAP financial measures on a forward-looking basis because the Company is unable to provide a meaningful or accurate calculation or estimation of reconciling items, and the information is not available without unreasonable effort. This is due to the inherent difficulty of forecasting the timing and amount of certain items, such as, but not limited to, environmental remediation costs and associated recoveries, mark-to-market adjustments on pension and other post-retirement obligations, acquisition-related charges, and other non-routine costs. Each of such adjustments has not yet occurred, are out of the Company's control and/or cannot be reasonably predicted. For the same reasons, the Company is unable to address the probable significance of the unavailable information.
To access Avient's news library online, please visit www.avient.com/news.
About Avient
Our purpose at Avient Corporation (NYSE: AVNT) is to be an innovator of materials solutions that help our customers succeed, while enabling a sustainable world. Our local touch and customer engagement, combined with our global presence, allows us to serve customers with agility. We harness the collective strength of more than 9,000 employees worldwide to collaborate and build on each other's ideas. In doing so, we innovate solutions that help our customers overcome their challenges or capitalize on opportunities provided by the fast-changing world and secular trends. Our expanding portfolio of offerings includes colorants, advanced composites, functional additives, engineered materials, and Dyneema®, the world's strongest fiber™. By intersecting our broad portfolio of technologies with the product roadmaps of our customers, we help create differentiated and high-performance products that make the world better and more sustainable. Visit www.avient.com to learn more.
Forward-looking Statements
In this press release, statements that are not reported financial results or other historical information are "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events and are not guarantees of future performance. They are based on management's expectations that involve a number of business risks and uncertainties, any of which could cause actual results to differ materially from those expressed in or implied by the forward-looking statements. They use words such as "will," "anticipate," "estimate," "expect," "project," "intend," "plan," "believe," and other words and terms of similar meaning in connection with any discussion of future operating or financial condition, performance and/or sales. Factors that could cause actual results to differ materially from those implied by these forward-looking statements include, but are not limited to: disruptions, uncertainty or volatility in the global credit markets that could adversely impact the availability of credit already arranged and the availability and cost of credit in the future; the effect on foreign operations of currency fluctuations, tariffs and other political, economic and regulatory risks; disruptions or inefficiencies in our supply chain, logistics, or operations; changes in laws and regulations in jurisdictions where we conduct business, including with respect to plastics and climate change; changes to foreign trade policy, including new or increased tariffs and changing import/export regulation; fluctuations in raw material prices, quality and supply, and in energy prices and supply; demand for our products and services; production outages or material costs associated with scheduled or unscheduled maintenance programs; unanticipated developments that could occur with respect to contingencies such as litigation and environmental matters; our ability to pay regular quarterly cash dividends and the amounts and timing of any future dividends; information systems failures, cybersecurity breaches and cyberattacks; our ability to service our indebtedness and restrictions on our current and future operations due to our indebtedness; amounts for cash and non-cash charges related to restructuring plans that may differ from original estimates, including because of timing changes associated with the underlying actions; and other factors affecting our business beyond our control, including without limitation, changes in the general economy, changes in interest rates, changes in the rate of inflation, geopolitical conflicts and any recessionary conditions. The above list of factors is not exhaustive.
Any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. You are advised to consult any further disclosures we make on related subjects in our reports on Form 10-Q, 8-K and 10-K that we provide to the Securities and Exchange Commission.
Attachment 1
Avient Corporation
Reconciliation of Adjusted Net Income and Earnings Per Share (Unaudited)
(In millions, except per share data)
Senior management uses comparisons of adjusted net income attributable to Avient common shareholders and diluted adjusted earnings per share (EPS) attributable to Avient common shareholders, excluding special items, to assess performance and facilitate comparability of results. Further, as a result of Avient's strategic shift towards an innovator of materials solutions, it has completed several acquisitions and divestitures which have resulted in a significant amount of intangible asset amortization. Management excludes intangible asset amortization from adjusted EPS as it believes excluding acquired intangible asset amortization is a useful measure of current period earnings per share. Senior management believes these measures are useful to investors because they allow for comparison to Avient's performance in prior periods without the effect of items that, by their nature, tend to obscure Avient's operating results due to the potential variability across periods based on timing, frequency and magnitude. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation from, or solely as alternatives to, financial measures prepared in accordance with GAAP. Below is a reconciliation of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with GAAP. See Attachment 3 for a definition and summary of special items.
Three Months Ended June 30,
2026
2025
Reconciliation to Condensed Consolidated Statements of Income
$
EPS(1)
$
EPS(1)
Net income attributable to Avient common shareholders
$ 64.8
$ 0.70
$ 52.6
$ 0.57
Special items, after-tax (Attachment 3)
8.2
0.09
5.7
0.07
Amortization expense, after-tax
15.3
0.17
15.2
0.16
Adjusted net income / EPS
$ 88.3
$ 0.96
$ 73.5
$ 0.80
(1) Per share amounts may not recalculate from figures presented herein due to rounding
Six Months Ended June 30,
2026
2025
Reconciliation to Condensed Consolidated Statements of Income
$
EPS(1)
$
EPS(1)
Net income attributable to Avient common shareholders
$ 120.5
$ 1.31
$ 32.4
$ 0.35
Special items, after-tax (Attachment 3)
13.7
0.15
81.4
0.89
Amortization expense, after-tax
30.8
0.33
29.7
0.32
Adjusted net income / EPS
$ 165.0
$ 1.79
$ 143.5
$ 1.56
(1) Per share amounts may not recalculate from figures presented herein due to rounding
Year Ended
December 31, 2025
Reconciliation to Condensed Consolidated Statements of Income
$
EPS(1)
Net income attributable to Avient common shareholders
$ 81.9
$ 0.89
Special items, after-tax
116.4
1.27
Amortization expense, after-tax
60.7
0.66
Adjusted net income / EPS
$ 259.0
$ 2.82
(1) Per share amounts may not recalculate from figures presented herein due to rounding
Attachment 2
Avient Corporation
Condensed Consolidated Statements of Income (Unaudited)
(In millions, except per share data)
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Sales
$ 917.0
$ 866.5
$ 1,764.4
$ 1,693.1
Cost of sales
609.4
588.6
1,184.2
1,152.0
Gross margin
307.6
277.9
580.2
541.1
Selling and administrative expense
195.2
181.8
372.0
444.3
Operating income
112.4
96.1
208.2
96.8
Interest expense, net
(22.3)
(24.7)
(44.3)
(51.6)
Other expense, net
(1.0)
(0.5)
(2.5)
(0.9)
Income before income taxes
89.1
70.9
161.4
44.3
Income tax expense
(23.4)
(17.4)
(39.9)
(10.7)
Net income
$ 65.7
$ 53.5
$ 121.5
$ 33.6
Net income attributable to noncontrolling interests
(0.9)
(0.9)
(1.0)
(1.2)
Net income attributable to Avient common shareholders
$ 64.8
$ 52.6
$ 120.5
$ 32.4
Earnings per share attributable to Avient common shareholders - Basic:
$ 0.71
$ 0.57
$ 1.31
$ 0.35
Earnings per share attributable to Avient common shareholders - Diluted:
$ 0.70
$ 0.57
$ 1.31
$ 0.35
Cash dividends declared per share of common stock
$ 0.2750
$ 0.2700
$ 0.5500
$ 0.5400
Weighted-average shares used to compute earnings per common share:
Basic
91.7
91.5
91.7
91.5
Diluted
92.2
91.8
92.2
91.8
Attachment 3
Avient Corporation
Summary of Special Items (Unaudited)
(In millions, except per share data)
Special items (1)
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Cost of sales:
Restructuring costs, including accelerated depreciation
$ (1.6)
$ (2.6)
$ (4.8)
$ (6.7)
Environmental remediation costs
(4.7)
(1.8)
(8.6)
(6.7)
Reimbursement of previously incurred environmental costs
—
0.6
0.3
1.9
Impact on cost of sales
(6.3)
(3.8)
(13.1)
(11.5)
Selling and administrative expense:
Restructuring and employee separation costs
(0.7)
(2.7)
(1.5)
(7.8)
Legal and other
(2.3)
(0.5)
(3.6)
(0.9)
Cloud-based enterprise resource planning system impairment
—
—
—
(86.3)
Impact on selling and administrative expense
(3.0)
(3.2)
(5.1)
(95.0)
Impact on operating income
(9.3)
(7.0)
(18.2)
(106.5)
Interest expense, net - financing costs
—
(0.3)
—
(2.0)
Impact on income before income taxes
(9.3)
(7.3)
(18.2)
(108.5)
Income tax benefit on special items
1.8
1.6
3.8
27.1
Tax adjustments(2)
(0.7)
—
0.7
—
Impact of special items on net income
$ (8.2)
$ (5.7)
$ (13.7)
$ (81.4)
Diluted earnings per common share impact
$ (0.09)
$ (0.07)
$ (0.15)
$ (0.89)
Weighted average shares used to compute adjusted earnings per share:
Diluted
92.2
91.8
92.2
91.8
(1)
Special items include charges related to specific strategic initiatives or financial restructuring such as: consolidation of operations; debt extinguishment costs; costs incurred directly in relation to acquisitions or divestitures; employee separation costs resulting from personnel reduction programs, plant realignment costs, executive separation agreements; asset impairments; settlement gains or losses and mark-to-market adjustments associated with gains and losses on pension and other post-retirement benefit plans; environmental remediation costs, fines, penalties and related insurance recoveries related to facilities no longer owned or closed in prior years; gains and losses on facility or property sales or disposals; results of litigation, fines or penalties, where such litigation (or action relating to the fines or penalties) arose prior to the commencement of the performance period; one-time, non-recurring items; and the effect of changes in accounting principles or other such laws or provisions affecting reported results.
(2)
Tax adjustments include the net tax impact from non-recurring income tax items and certain adjustments to uncertain tax position reserves and valuation allowances.
Attachment 4
Avient Corporation
Condensed Consolidated Balance Sheets
(In millions)
(Unaudited)
June 30, 2026
December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents
$ 425.6
$ 510.5
Accounts receivable, net
553.5
435.0
Inventories, net
443.0
367.2
Other current assets
111.3
88.2
Total current assets
1,533.4
1,400.9
Property, net
961.9
988.8
Goodwill
1,737.6
1,757.6
Intangible assets, net
1,420.8
1,492.4
Other non-current assets
351.1
385.9
Total assets
$ 6,004.8
$ 6,025.6
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Short-term and current portion of long-term debt
$ 0.5
$ 0.5
Accounts payable
474.7
410.0
Accrued expenses and other current liabilities
331.7
435.8
Total current liabilities
806.9
846.3
Non-current liabilities:
Long-term debt
1,875.3
1,922.6
Deferred income taxes
278.1
285.7
Other non-current liabilities
594.5
584.7
Total non-current liabilities
2,747.9
2,793.0
SHAREHOLDERS' EQUITY
Avient shareholders' equity
2,436.9
2,374.2
Noncontrolling interest
13.1
12.1
Total equity
2,450.0
2,386.3
Total liabilities and equity
$ 6,004.8
$ 6,025.6
Attachment 5
Avient Corporation
Condensed Consolidated Statements of Cash Flows (Unaudited)
(In millions)
Six Months Ended
June 30,
2026
2025
Operating activities
Net income
$ 121.5
$ 33.6
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
96.7
91.9
Cloud-based enterprise resource planning system impairment
—
71.6
Share-based compensation expense
4.1
4.6
Changes in assets and liabilities:
Increase in accounts receivable
(124.8)
(102.9)
Increase in inventories
(80.5)
(20.8)
Increase in accounts payable
69.0
1.4
(Decrease) increase in restructuring obligations
(11.1)
3.2
Decrease in incentive accruals
(2.3)
(40.6)
Environmental insurance recovery
—
34.0
Accrued expenses and other assets and liabilities, net
(13.3)
(14.3)
Net cash provided by operating activities
59.3
61.7
Investing activities
Capital expenditures
(41.3)
(39.5)
Net cash used in investing activities
(41.3)
(39.5)
Financing activities
Cash dividends paid
(50.4)
(49.4)
Payments on long-term borrowings
(50.0)
(50.2)
Other financing activities
(2.6)
(6.8)
Net cash used in financing activities
(103.0)
(106.4)
Effect of exchange rate changes on cash
0.1
14.2
Decrease in cash and cash equivalents
(84.9)
(70.0)
Cash and cash equivalents at beginning of year
510.5
544.5
Cash and cash equivalents at end of period
425.6
474.5
Attachment 6
Avient Corporation
Business Segment Operations (Unaudited)
(In millions)
Operating income and earnings before interest, taxes, depreciation and amortization (EBITDA) at the segment level does not include: special items as defined in Attachment 3; corporate general and administration costs that are not allocated to segments; intersegment sales and profit eliminations; share-based compensation costs; and certain other items that are not included in the measure of segment profit and loss that is reported to and reviewed by the chief operating decision maker. These costs are included in Corporate.
Three Months Ended
June 30,
Six Months Ended
June 30,
2026
2025
2026
2025
Sales:
Color, Additives and Inks
$ 574.2
$ 538.6
$ 1,102.3
$ 1,058.3
Specialty Engineered Materials
343.9
329.7
664.1
638.1
Corporate
(1.1)
(1.8)
(2.0)
(3.3)
Sales
$ 917.0
$ 866.5
$ 1,764.4
$ 1,693.1
Gross margin:
Color, Additives and Inks
$ 205.2
$ 188.0
$ 383.9
$ 361.1
Specialty Engineered Materials
109.3
93.8
209.9
191.6
Corporate
(6.9)
(3.9)
(13.6)
(11.6)
Gross margin
$ 307.6
$ 277.9
$ 580.2
$ 541.1
Selling and administrative expense:
Color, Additives and Inks
$ 103.4
$ 97.7
$ 200.7
$ 192.2
Specialty Engineered Materials
56.6
53.6
109.8
104.3
Corporate
35.2
30.5
61.5
147.8
Selling and administrative expense
$ 195.2
$ 181.8
$ 372.0
$ 444.3
Operating income:
Color, Additives and Inks
$ 101.8
$ 90.3
$ 183.2
$ 168.9
Specialty Engineered Materials
52.7
40.2
100.1
87.3
Corporate
(42.1)
(34.4)
(75.1)
(159.4)
Operating income
$ 112.4
$ 96.1
$ 208.2
$ 96.8
Depreciation & amortization:
Color, Additives and Inks
$ 22.7
$ 22.4
$ 45.1
$ 44.1
Specialty Engineered Materials
23.1
22.4
45.7
43.9
Corporate
2.8
1.8
5.9
3.9
Depreciation & amortization
$ 48.6
$ 46.6
$ 96.7
$ 91.9
Earnings before interest, taxes, depreciation and amortization
(EBITDA):
Color, Additives and Inks
$ 124.5
$ 112.7
$ 228.3
$ 213.0
Specialty Engineered Materials
75.8
62.6
145.8
131.2
Corporate
(39.3)
(32.6)
(69.2)
(155.5)
Other expense, net
(1.0)
(0.5)
(2.5)
(0.9)
EBITDA
$ 160.0
$ 142.2
$ 302.4
$ 187.8
Special items, before tax
9.3
7.3
18.2
108.5
Interest expense included in special items
—
(0.3)
—
(2.0)
Depreciation & amortization included in special items
(1.1)
(0.3)
(2.5)
(0.7)
Adjusted EBITDA
$ 168.2
$ 148.9
$ 318.1
$ 293.6
Attachment 7
Avient Corporation
Reconciliation of Non-GAAP Financial Measures (Unaudited)
(In millions, except per share data)
Senior management uses operating income before special items to assess performance and allocate resources because senior management believes that this measure is most useful in understanding current profitability levels and how it may serve as a basis for future performance. In addition, operating income before the effect of special items is a component of Avient's annual incentive plans and is used in debt covenant computations. Senior management believes this measure is useful to investors because it allows for comparison to Avient's performance in prior periods without the effect of items that, by their nature, tend to obscure Avient's operating results due to the potential variability across periods based on timing, frequency and magnitude. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation from, or solely as alternatives to, financial measures prepared in accordance with GAAP. Below is a reconciliation of these non-GAAP financial measures to their most directly comparable financial measures calculated and presented in accordance with GAAP. See Attachment 3 for a definition and summary of special items.
Three Months Ended
June 30,
Six Months Ended
June 30,
Reconciliation to Condensed Consolidated Statements of
Income
2026
2025
2026
2025
Sales
$ 917.0
$ 866.5
$ 1,764.4
$ 1,693.1
Gross margin - GAAP
307.6
277.9
580.2
541.1
Special items in gross margin (Attachment 3)
6.3
3.8
13.1
11.5
Adjusted gross margin
$ 313.9
$ 281.7
$ 593.3
$ 552.6
Adjusted gross margin as a percent of sales
34.2 %
32.5 %
33.6 %
32.6 %
Operating income - GAAP
112.4
96.1
208.2
96.8
Special items in operating income (Attachment 3)
9.3
7.0
18.2
106.5
Adjusted operating income
$ 121.7
$ 103.1
$ 226.4
$ 203.3
Adjusted operating income as a percent of sales
13.3 %
11.9 %
12.8 %
12.0 %
Three Months Ended
June 30,
Six Months Ended
June 30,
Reconciliation to EBITDA and Adjusted EBITDA:
2026
2025
2026
2025
Net income - GAAP
$ 65.7
$ 53.5
$ 121.5
$ 33.6
Income tax expense
23.4
17.4
39.9
10.7
Interest expense, net
22.3
24.7
44.3
51.6
Depreciation & amortization
48.6
46.6
96.7
91.9
EBITDA
$ 160.0
$ 142.2
$ 302.4
$ 187.8
Special items, before tax
9.3
7.3
18.2
108.5
Interest expense included in special items
—
(0.3)
—
(2.0)
Depreciation & amortization included in special items
(1.1)
(0.3)
(2.5)
(0.7)
Adjusted EBITDA
$ 168.2
$ 148.9
$ 318.1
$ 293.6
Adjusted EBITDA as a percent of sales
18.3 %
17.2 %
18.0 %
17.3 %
Attachment 7
Year Ended
December 31,
Reconciliation to EBITDA and Adjusted EBITDA:
2025
Net income – GAAP
$ 83.6
Income tax expense
28.1
Interest expense, net
98.6
Depreciation & amortization
185.9
EBITDA
$ 396.2
Special items, before tax
152.2
Interest expense included in special items
(2.0)
Depreciation & amortization included in special items
Teleflex ve 2. čtvrtletí zvýšil výnosy na 570,3 mil. USD, ale snížil celoroční výhled růstu výnosů na 13,40 % až 14,40 %. Upravený zředěný EPS naopak zvýšil na 6,90 až 7,20 USD.
WAYNE, Pa.--(BUSINESS WIRE)--Teleflex Incorporated (NYSE: TFX) (the “Company”) today announced financial results for the second quarter ended June 30, 2026.
Second quarter 2026 continuing operations financial summary1
Revenue from continuing operations of $570.3 million, up 28.9% compared to the prior year period, and up 4.7% on a pro forma adjusted constant currency basis1,2 GAAP diluted EPS from continuing operations of $0.96, compared to $1.54 in the prior year period Adjusted diluted EPS from continuing operations of $1.76, compared to $1.73 in the prior year period "We delivered a strong second quarter, led by excellent performance in our Vascular and Surgical businesses, while continuing to take decisive actions to strengthen the company for the future,” said Jason Weidman, Teleflex's President and Chief Executive Officer. “The completion of the OEM divestiture marks a pivotal step in our transformation, enabling greater focus on our core businesses, a stronger balance sheet, and increased financial flexibility to further reduce debt, return capital to shareholders, and invest in the opportunities that will drive long-term growth. We also made meaningful progress advancing our innovation pipeline, including important milestones for Freesolve and the Food and Drug Administration approval for EZPLAZ, reinforcing our commitment to bringing differentiated solutions to the market.”
Mr. Weidman continued, "Integration of the acquired Biotronik Vascular Intervention business is progressing, though taking longer than expected, and we updated our revenue outlook accordingly. Importantly, the delay is attributable to elongated integration timelines and not the underlying product portfolio, which remains competitively well positioned. We remain confident in the long-term strategic and financial prospects of this business as part of Teleflex, and have a number of mitigation actions underway to address the primary drivers of the delay. Our updated outlook also reflects the benefits of our disciplined capital allocation actions, including an increase to our adjusted EPS guidance."
Turning to his priorities as CEO, Weidman said: "I’m encouraged by the progress our team is making across the organization. Looking ahead, I am focused on completing a thorough assessment of the business and sharpening our strategic and operating plan to maximize shareholder value. My priorities are operational rigor, accelerating our innovation-driven platforms, and disciplined capital deployment. We believe these efforts will position Teleflex to deliver a meaningfully stronger financial profile in 2027 and beyond."
2026 continuing operations guidance summary1
Reducing GAAP revenue growth guidance range to 13.40% to 14.40% Reducing GAAP EPS from continuing operations guidance range to $2.54 to $2.84 Reducing pro forma adjusted constant currency revenue growth guidance range to 3.50% to 4.50%2 Increasing Adjusted diluted EPS from continuing operations guidance range to $6.90 to $7.20 Includes an assumption of approximately 19% adjusted operating margin for 2026 inclusive of transition services ("TS") associated with the close of the OEM Strategic Divestiture Reflects execution of capital allocation strategy including $250 million of share repurchase activity in the second quarter of 2026 and pay off of ~$700 million Term Loan A-2 Excludes expected benefits from TS and manufacturing services ("MS") agreements that come into effect upon closing the Acute Care and Interventional Urology Strategic Divestiture Excludes the impact of the announced $250 million Accelerated Share Repurchase and other anticipated future repurchases under previously announced $1 billion share repurchase program primarily funded with proceeds from the Strategic Divestitures Adjusted diluted EPS from continuing operations excludes any impact of potential IEEPA tariff refunds (1) Continuing operations excludes the Acute Care, Interventional Urology, and OEM businesses that were classified as discontinued operations during the fourth quarter of 2025 as a result of our entry into agreements to divest those businesses, which we refer to as the “Strategic Divestitures".
(2) Pro forma adjusted constant currency revenue growth includes revenue generated by the acquired Vascular Intervention business in the prior year period, and excludes (a) revenue generated by products previously included within continuing operations that were discontinued at the end of 2025 due to a strategic realignment, (b) the impact of the Italian payback measure, and (c) the impact of foreign exchange.
INNOVATION PIPELINE UPDATE
EZPLAZ BLA Approval
In late July, Teleflex received BLA approval from the U.S. Food and Drug Administration for EZPLAZ™ Freeze Dried Plasma, the first freeze-dried plasma licensed by the FDA. EZPLAZ expands the emergency medicine portfolio within the Company’s Vascular business and is approved for transfusion in adults with bleeding-related conditions requiring replacement of plasma coagulation factors, including uncontrolled bleeding (hemorrhage) when plasma is required and other plasma products are unavailable, including in combat and prehospital settings.
Freesolve Clinical Program Advances
Within Interventional, Teleflex continued to advance its clinical program for Freesolve™, a novel drug-eluting resorbable magnesium scaffold. During the quarter, the Company presented four-year follow-up data from the BIOMAG-I study demonstrating sustained long-term performance and a favorable long-term safety profile; completed enrollment, ahead of schedule, in the BIOMAG-II study, the first randomized controlled trial of Freesolve conducted outside the United States, positioning the Company for a data readout in late 2027; and initiated the U.S. BIOMAG-III pivotal trial, with first patient procedures completed in June at MedStar Washington Hospital Center.
CAPITAL ALLOCATION AND BALANCE SHEET ACTIVITY
OEM Divestiture and Debt Reduction
As previously disclosed, the Company completed the divestiture of its OEM business to Montagu and Kohlberg, for $1.5 billion in cash. The Company estimates after-tax proceeds of approximately $1.25 billion. The Company paid off its $700 million Term Loan A-2 associated with our acquisition of substantially all of Biotronik's Vascular Intervention business.
Share Repurchase
As previously disclosed, on December 9, 2025, the Board of Directors authorized a share repurchase program for up to $1 billion of the Company's common stock. During the second quarter, as part of the share repurchase program, the Company repurchased 1.9 million shares of common stock for $250 million through open market transactions at an average price per share of $130.85. As of June 30, 2026, the Company had $750 million remaining available under the authorization.
Also under the $1 billion share repurchase program, the Company intends to commence an accelerated share repurchase of $250 million of common stock, effective August 7, 2026.
Senior Credit Facility and Notes
During the second quarter, the Company entered into a new credit agreement, which effectuated the refinancing of the Company’s prior credit agreement. The new credit agreement provides for, among other things, a $1 billion revolving credit facility and a $500 million term A-1 loan facility, both of which mature on May 26, 2031, and a $700 million term A-2 loan facility, which matures on May 26, 2028.
Also during the second quarter, the Company completed a private offering of $500 million aggregate principal amount of 5.875% senior notes due 2032. The Company used the net proceeds, together with cash on hand, to redeem all of its outstanding 4.625% Senior Notes due 2027.
NET REVENUE BY GLOBAL PRODUCT CATEGORY
The following table provides information regarding net revenues in each of the Company's global product categories for the three and six months ended June 30, 2026 and the comparable prior year period on both a GAAP and pro forma adjusted constant currency basis.
Three Months Ended
June 30, 2026
June 29, 2025
% Increase
/
(Decrease)
Reported
revenue
Adjustment
Pro Forma
Adjusted
Revenue
Reported
revenue
Adjustment
Pro Forma
Adjusted
Revenue
Reported
Revenue
Growth
Currency
Impact
Adjustment
impact
Pro Forma
Adjusted
Constant
Currency
Revenue
Growth
Vascular
$246.3
$—
$246.3
$225.9
$—
$225.9
9.0%
1.0%
—%
8.0%
Interventional1
211.9
—
211.9
113.8
100.4
214.2
86.1%
(0.2)%
87.3%
(1.0)%
Surgical2
112.1
—
112.1
102.8
(0.5)
102.3
9.1%
0.3%
(0.4)%
9.2%
Consolidated1
$570.3
$—
$570.3
$442.5
$99.9
$542.4
28.9%
0.4%
23.8%
4.7%
Six Months Ended
June 30, 2026
June 29, 2025
% Increase
/
(Decrease)
Reported
revenue
Adjustment
Pro Forma
Adjusted
Revenue
Reported
revenue
Adjustment
Pro Forma
Adjusted
Revenue
Reported
Revenue
Growth
Currency
Impact
Adjustment
impact
Pro Forma
Adjusted
Constant
Currency
Revenue
Growth
Vascular
$483.2
$—
$483.2
$445.0
$—
$445.0
8.6%
2.2%
—%
6.4%
Interventional1
416.5
—
416.5
214.0
193.0
407.0
94.6%
1.4%
92.3%
0.9%
Surgical2
218.9
—
218.9
197.8
(1.0)
196.8
10.7%
1.7%
(0.6)%
9.6%
Consolidated1
$1,118.6
$—
$1,118.6
$856.8
$192.0
$1,048.8
30.6%
1.8%
23.9%
4.9%
OTHER CONTINUING OPERATIONS FINANCIAL HIGHLIGHTS
Depreciation expense, amortization of intangible assets and deferred financing charges for the six months ended June 30, 2026 totaled $106.5 million compared to $77.2 million for the prior year period. Total cash, cash equivalents and restricted cash equivalents at June 30, 2026 were $316.9 million compared to $402.7 million at December 31, 2025. Net accounts receivable at June 30, 2026 were $364.6 million compared to $345.6 million at December 31, 2025. Inventories at June 30, 2026 were $351.9 million compared to $404.4 million at December 31, 2025. 2026 CONTINUING OPERATIONS OUTLOOK
On a GAAP basis, the Company reduced its full year 2026 revenue growth from continuing operations outlook to 13.40% to 14.40%, including our estimate of an approximately 0.70% positive impact of foreign exchange rate fluctuations. On a pro forma adjusted constant currency basis, the Company reduced its full year 2026 revenue growth from continuing operations outlook to 3.50% to 4.50%.
The Company reduced its full year 2026 GAAP diluted earnings per share from continuing operations outlook range of $2.54 to $2.84. The Company increased its full year 2026 adjusted diluted earnings per share from continuing operations outlook to $6.90 to $7.20.
Forecasted 2026 Pro Forma Adjusted Revenue From Continuing Operations Reconciliation
2025
2026 Guidance
Low
High
GAAP revenue
$1,992.7
$2,260
$2,280
Vascular Intervention pro forma adjustment
$199.0
—
—
Discontinued product adjustment
$(14.3)
—
—
Italian payback measure adjustment
$(9.0)
—
—
Pro forma adjusted revenue
$2,168.4
$2,260
$2,280
Forecasted 2026 Pro Forma Adjusted Constant Currency Revenue Percent Growth From Continuing Operations Reconciliation
Low
High
Forecasted 2026 GAAP revenue growth
13.4%
14.4%
Vascular Intervention pro forma adjustment
10.0%
10.0%
Discontinued product adjustment
(0.7)%
(0.7)%
Italian payback measure adjustment
(0.5)%
(0.5)%
Base year adjustment (GAAP versus pro forma adjusted)
0.4%
0.4%
Estimated impact of foreign currency exchange rate fluctuations
0.7%
0.7%
Forecasted 2026 pro forma adjusted constant currency revenue growth
3.5%
4.5%
Forecasted 2026 Adjusted Diluted Earnings Per Share From Continuing Operations Reconciliation
Low
High
Forecasted GAAP diluted earnings per share from continuing operations
$2.54
$2.84
Restructuring and optimization items, net of tax
$0.98
$0.98
Acquisition, integration and divestiture related items, net of tax
$0.73
$0.73
Other items, net of tax
$(0.42)
$(0.42)
ERP implementation, net of tax
$0.31
$0.31
MDR, net of tax
$0.02
$0.02
Intangible amortization expense, net of tax
$2.74
$2.74
Forecasted adjusted diluted earnings per share from continuing operations, net of tax
$6.90
$7.20
CONFERENCE CALL WEBCAST AND ADDITIONAL INFORMATION
A webcast of Teleflex's second quarter 2026 investor conference call can be accessed live from a link on the Company's website at teleflex.com. The call will begin at 8:00 am ET on August 6, 2026.
An audio replay of the investor call will be available beginning at 11:00 am ET on August 6, 2026, either on the Teleflex website or by telephone. The call can be accessed by dialing 1 800 770 2030 (U.S. and Canada) or 1 609 800 9909 (all other locations). The confirmation code is 69028.
ADDITIONAL NOTES
References in this release to the impact of foreign currency exchange rate fluctuations on adjusted diluted earnings per share include both the impact of translating foreign currencies into U.S. dollars and the impact of foreign currency exchange rate fluctuations on foreign currency denominated transactions.
In the discussion of segment results, "new products" refers to products for which we initiated commercial sales within the past 36 months and "existing products" refers to products we have sold commercially for more than 36 months.
Pro forma adjusted revenue and pro forma adjusted constant currency revenue growth give effect to, among other things, our acquisition of the Vascular Intervention business from BIOTRONIK SE & Co. KG as if it had occurred on January 1, 2025. The pro forma information is presented for informational purposes only and is not necessarily indicative of the historical results that would have occurred under our ownership and management, nor the results that may be obtained in the future.
Certain financial information is presented on a rounded basis, which may cause minor differences. Segment results and commentary exclude the impact of discontinued operations.
NOTES ON NON-GAAP FINANCIAL MEASURES
We report our financial results in accordance with accounting principles generally accepted in the United States, commonly referred to as “GAAP”. In this press release, we provide supplemental information, consisting of the following non-GAAP financial measures: pro forma adjusted revenues, pro form adjusted constant currency revenue growth, and adjusted diluted earnings per share. These non-GAAP measures are described in more detail below. Management uses these financial measures to assess Teleflex’s financial performance, make operating decisions, allocate financial resources, provide guidance on possible future results, and assist in its evaluation of period-to-period and peer comparisons. The non-GAAP measures may be useful to investors because they provide insight into management’s assessment of our business, and provide supplemental information pertinent to a comparison of period-to-period results of our ongoing operations. The non-GAAP financial measures are presented in addition to results presented in accordance with GAAP and should not be relied upon as a substitute for GAAP financial measures. Moreover, our non-GAAP financial measures may not be comparable to similarly titled measures used by other companies.
Pro forma adjusted revenue: This non-GAAP measure is based upon net revenues, adjusted to (i) exclude products discontinued in the year ended December 31, 2025 due to a strategic realignment; (ii) exclude the items described in Italian payback measure; and (iii) give effect to our acquisition of the Vascular Intervention business from BIOTRONIK SE & Co. KG as if it had occurred on January 1, 2025.
Pro forma adjusted constant currency revenue growth: This non-GAAP measure is based upon net revenues, adjusted to exclude, depending on the period presented, the items described in Pro forma adjusted revenue and to eliminate the impact of translating the results of international subsidiaries at different currency exchange rates from period to period. The impact of changes in foreign currency may vary significantly from period to period, and such changes generally are outside of the control of our management. We believe that this measure facilitates a comparison of our operating performance exclusive of currency exchange rate fluctuations that do not reflect our underlying performance or business trends.
Adjusted diluted earnings per share: This non-GAAP measure is based upon diluted earnings per share from continuing operations, the most directly comparable GAAP measure, adjusted to exclude, depending on the period presented, the items described below. Management does not believe that any of the excluded items are indicative of our underlying core performance or business trends.
Restructuring and optimization charges - Restructuring and optimization charges include expenses associated with discrete initiatives designed to, among other things, consolidate or relocate manufacturing, administrative and other facilities, outsource distribution operations, improve operating efficiencies, integrate acquired businesses and optimize product portfolios through targeted optimization efforts. These changes include qualified restructuring costs (which may include employee termination, contract termination, facility closure, employee relocation, equipment relocation, outplacement), restructuring related (which may include accelerated depreciation expense related to facility closures, costs to transfer manufacturing operations between locations, and retention bonuses offered to certain employees as an incentive for them to remain with our company after completion of a restructuring program) and product line exit charges.
Impairment charges - Impairment charges, including those related to goodwill, and other assets occur if, due to events or changes in circumstances, we determine that the carrying value of an asset exceeds its fair value. Impairment charges do not directly affect our liquidity, but could have a material adverse effect on our reported financial results.
Acquisition, integration and divestiture related items - Acquisition and integration expenses are incremental charges, other than restructuring or restructuring related expenses, that are directly related to specific business or asset acquisition transactions. These charges may include, among other things, professional, consulting and other fees; systems integration costs; inventory step-up amortization (amortization, through cost of goods sold, of the increase in fair value of inventory resulting from a fair value calculation as of the acquisition date); fair value adjustments to contingent consideration liabilities; temporary financing costs directly associated with the transaction, such as bridge loan financing fees, ticking fees, and similar charges, and the impact of derivative instruments executed to hedge foreign currency exposure or other risks associated with the purchase price. Divestiture related activities involve specific business or asset sales. Depending primarily on the terms of a divestiture transaction, the carrying value of the divested business or assets on our financial statements and other costs we incur as a direct result of the divestiture transaction, we may recognize a gain or loss in connection with the divestiture related activities.
Separation costs - These are expenses related to the Strategic Divestitures, including activities to prepare the businesses for divestiture and maintain continuity through the separation process. These charges and costs do not represent normal and recurring operating expenses, will be inconsistent in amounts and frequency, and are not expected to recur after the transaction and related transition services agreements and other arrangements negotiated in connection with the Strategic Divestitures have been completed.
Italian payback measure - The Italian payback measure is a law that requires suppliers of medical devices to the Italian National Healthcare System to make payments to the Italian government if medical device expenditures in a given year exceed regional expenditure ceilings established for that year. As a result of a ruling from the Italian courts, we recognized a decrease in our reserves during the year ended December 31, 2024, of which $13.8 million related to prior years when including discontinued operations and $6.2 million on a continuing operations basis. In August 2025, the Italian Parliament enacted a modification to the previously enacted legislation that reduced the payment amounts due from the affected companies, including Teleflex, to approximately 25% of the amounts originally invoiced for the years 2015 through 2018. As a result of the modification in the legislation, along with an adjustment to our calculation of the reserves related to years 2019 through 2025, we recognized a $23.7 million decrease in our reserve (and corresponding increase to revenue for the year ended December 31, 2025), of which $20.1 million pertains to prior periods when including discontinued operations and $9.0 million on a continuing operations basis. The amounts do not represent normal adjustments to revenue and are nonrecurring in nature, making it difficult to contribute to a meaningful evaluation of our period over period operating performance.
Other - These are discrete items that occur sporadically and can affect period-to-period comparisons.
European medical device regulation - The European Union (“EU”) has adopted the EU Medical Device Regulation (“MDR”), which replaces the existing Medical Devices Directive (“MDD”) and imposes more stringent requirements for the marketing and sale of medical devices in the EU, including requirements affecting clinical evaluations, quality systems and post-market surveillance. The MDR requirements became effective in May 2021, although certain devices that previously satisfied MDD requirements can continue to be marketed in the EU until December 2027 for highest-risk devices and December 2028 for lower-risk devices, subject to certain limitations. Significantly, the MDR will require the re-registration of previously approved medical devices. As a result, Teleflex will incur expenditures in connection with the new registration of medical devices that previously had been registered under the MDD. Therefore, these expenditures are not considered to be ordinary course expenditures in connection with regulatory matters (in contrast, no adjustment has been made to exclude expenditures related to the registration of medical devices that were not registered previously under the MDD).
Intangible amortization expense - Certain intangible assets, including customer relationships, intellectual property, distribution rights, trade names and non-competition agreements, initially are recorded at historical cost and then amortized over their respective estimated useful lives. The amount of such amortization can vary from period to period as a result of, among other things, business or asset acquisitions or dispositions.
ERP implementation - These adjustments represent direct and incremental costs incurred in connection with our implementation of a new global enterprise resource planning ("ERP") solution and related IT transition costs. An implementation of this scale is a significant undertaking and will require substantial time and attention of management and key employees. The associated costs do not represent normal and recurring operating expenses and will be inconsistent in amounts and frequency making it difficult to contribute to a meaningful evaluation of our operating performance.
Tax adjustments - These adjustments represent the impact of the expiration of applicable statutes of limitations for prior year returns, the resolution of audits, the filing of amended returns with respect to prior tax years and/or tax law or certain other discrete changes affecting our deferred tax liability.
PRO FORMA ADJUSTED REVENUE BY GLOBAL PRODUCT CATEGORY
The following table provides information regarding pro forma adjusted revenues in each of the Company's global product categories in continuing operations for the three and six months ended June 30, 2026 and the comparable prior year period.
Three Months Ended
Six Months Ended
June 30, 2026
June 29, 2025
June 30, 2026
June 29, 2025
Vascular
246.3
225.9
483.2
445.0
Interventional
211.9
113.8
416.5
214.0
Surgical
112.1
102.8
218.9
197.8
GAAP revenue
570.3
442.5
1,118.6
856.8
Interventional - Vascular Intervention
—
103.8
—
199.0
Interventional - Discontinued Products
—
(3.4)
—
(6.0)
Surgical - Discontinued Products
—
(0.5)
—
(1.0)
Pro forma adjusted revenue
$570.3
$542.4
$1,118.6
$1,048.8
Vascular
246.3
225.9
483.2
445.0
Interventional
211.9
214.2
416.5
407.0
Surgical
112.1
102.3
218.9
196.8
Reconciliation of Consolidated Statement of Income Items (Dollars in millions, except per share data)
Three Months Ended June 30, 2026
Revenue
Gross
margin
SG&A (1)
R&D (1)
Operating
margin (2)
Income before
income taxes
Income tax
expense
Effective
income tax
rate
Diluted
earnings per
share from
continuing
operations
GAAP Basis - Continuing Operations
$570.3
58.2%
37.4%
7.9%
12.8%
$45.1
$3.4
7.5%
$0.96
Adjustments
Restructuring and optimization charges (A)
—
0.3
(1.6)
—
1.9
10.9
1.9
0.20
Acquisition, integration and divestiture related items (B)
—
—
(1.7)
—
1.7
9.9
1.8
0.18
Other items (C)
—
—
3.6
—
(3.6)
(19.3)
(4.0)
(0.35)
ERP implementation
—
—
(0.7)
—
0.7
4.0
0.7
0.08
MDR
—
—
—
(0.1)
0.1
0.3
—
0.01
Intangible amortization expense
—
3.2
(2.8)
—
6.0
34.1
4.6
0.68
Adjustments total
—
3.5
(3.2)
(0.1)
6.8
39.9
5.0
0.80
Adjusted basis
$570.3
61.7%
34.2%
7.8%
19.6%
$85.0
$8.4
9.9%
$1.76
Three Months Ended June 29, 2025
Revenue
Gross
margin
SG&A (1)
R&D (1)
Operating
margin (2)
Income before
income taxes
Income tax
expense
Effective income
tax
rate
Diluted
earnings per
share from
continuing
operations
GAAP Basis - Continuing Operations
$442.5
60.1%
31.1%
6.0%
20.6%
$70.7
$2.5
3.5%
$1.54
Adjustments
Restructuring and optimization charges (A)
—
1.4
—
—
1.7
7.4
1.2
0.14
Impairment charges
—
—
—
—
1.8
8.1
1.8
0.14
Acquisition, integration and divestiture related items (B)
—
—
6.4
—
(6.4)
(27.9)
2.1
(0.68)
Separation costs
—
—
—
—
0.3
1.3
—
0.03
Other items (C)
—
—
—
—
0.1
—
—
ERP implementation
—
—
(0.9)
—
0.9
3.8
0.5
0.07
MDR
—
—
—
(0.2)
0.2
0.9
—
0.02
Intangible amortization expense
—
3.0
(2.7)
—
5.7
25.1
3.0
0.50
Tax adjustments
—
—
—
—
—
—
1.4
(0.03)
Adjustments total
—
4.4
2.8
(0.2)
4.2
18.8
10.0
0.19
Adjusted basis
$442.5
64.5%
33.9%
5.8%
24.8%
$89.5
$12.5
14.1%
$1.73
Six Months Ended June 30, 2026
Revenue
Gross
margin
SG&A (1)
R&D (1)
Operating
margin (2)
Income before
income taxes
Income tax
expense
Effective
income tax
rate
Diluted
earnings per
share from
continuing
operations
GAAP Basis - Continuing Operations
$1,118.6
57.1%
39.3%
8.0%
8.3%
$41.3
$4.4
10.6%
$0.84
Adjustments
Restructuring and optimization charges (A)
—
0.5
(1.5)
—
3.5
39.0
6.3
0.73
Acquisition, integration and divestiture related items (B)
—
0.7
(1.3)
—
1.9
22.9
5.0
0.41
Other items (C)
—
—
1.8
—
(1.8)
(19.2)
(4.0)
(0.35)
ERP implementation
—
—
(0.7)
—
0.7
7.9
1.3
0.15
MDR
—
—
—
(0.1)
0.1
0.7
—
0.02
Intangible amortization expense
—
3.2
(2.9)
—
6.1
67.9
9.2
1.34
Adjustments total
—
4.4
(4.6)
(0.1)
10.5
119.2
17.8
2.30
Adjusted basis
$1,118.6
61.5%
34.7%
7.9%
18.8%
$160.5
$22.2
13.8%
$3.14
Six Months Ended June 29, 2025
Revenue
Gross
margin
SG&A (1)
R&D (1)
Operating
margin (2)
Income before
income taxes
Income tax
expense
Effective
income tax
rate
Diluted
earnings per
share from
continuing
operations
GAAP Basis - Continuing Operations
$856.8
60.8%
33.9%
6.0%
19.5%
$129.4
$8.9
6.9%
$2.67
Adjustments
Restructuring and optimization charges (A)
—
1.3
—
—
1.6
13.5
2.3
0.25
Impairment charges
—
—
—
—
0.9
8.1
1.8
0.14
Acquisition, integration and divestiture related items (B)
—
—
5.4
—
(5.4)
(46.0)
2.9
(1.07)
Separation costs
—
—
—
—
0.2
1.3
—
0.03
Other items (C)
—
—
—
—
—
0.1
—
—
ERP implementation
—
—
(1.1)
—
1.1
9.7
1.5
0.18
MDR
—
—
—
(0.2)
0.2
1.6
—
0.03
Intangible amortization expense
—
3.1
(2.8)
—
5.9
50.7
6.1
0.99
Tax adjustments
—
—
—
—
—
—
2.1
(0.05)
Adjustments total
—
4.4
1.5
(0.2)
4.5
39.0
16.7
0.50
Adjusted basis
$856.8
65.2%
35.4%
5.8%
24.0%
$168.4
$25.6
15.2%
$3.17
Notes:
(1) Selling, general and administrative expenses and research and development expenses are shown as a percentage of as reported and adjusted revenues.
(2) Operating margin defined as Income from continuing operations before interest and taxes as a percentage of as reported and adjusted revenues.
Totals may not sum due to rounding.
Tickmarks to Reconciliation Tables
(A) Restructuring and optimization charges – For the three months ended June 30, 2026, pre-tax restructuring charges were $0.2 million and restructuring related charges were $10.6 million. For the three months ended June 29, 2025, pre-tax restructuring charges were $1.3 million, restructuring related charges were $3.5 million, and product optimization charges were $2.6 million. For the six months ended June 30, 2026, pre-tax restructuring charges were $17.1 million and restructuring related charges were $21.9 million, partially offset by a benefit from product rationalization charges of $0.1 million. For the six months ended June 29, 2025, pre-tax restructuring charges were $2.7 million, restructuring related charges were $8.2 million, and product optimization charges were $2.6 million.
(B) Acquisition, integration and divestiture related items – For the three and six months ended June 30, 2026, these charges primarily related to the acquisition of the Vascular Intervention business of BIOTRONIK SE & Co. KG. For the three months ended June 30, 2026 these charges included acquisition and integration costs of $8.9 million. For the six months ended June 30, 2026 these charges included acquisition and integration costs of $16.7 million and inventory step up costs of $8.0 million. For the three and six months ended June 29, 2025, these charges primarily related to the acquisition the Vascular Intervention business of BIOTRONIK SE & Co. KG and changes in the estimated fair value of our contingent consideration liabilities. For the three months ended June 29, 2025 the charges included acquisition and integration costs of $15.8 million, which were offset by a benefit of $59.7 million related to non-designated foreign currency forward contracts. For the six months ended June 29, 2025 the charges included acquisition and integration costs of $22.1 million, which were offset by a benefit of $82.2 million related to non-designated foreign currency forward contracts.
(C) Other – For the three and six months ended June 30, 2026, other items included a benefit from a litigation settlement of $25.0 million partially offset by legal and advisory fees incurred in response to an activist investor campaign of $3.6 million, a loss on extinguishment of debt of $1.2 million, and charges incurred in connection with the credit agreement refinancing of $1.0 million. For the three and six months ended June 29, 2025, other items included expenses associated with prior year tax matters.
ABOUT TELEFLEX INCORPORATED
As a global provider of medical technologies, Teleflex is driven by our purpose to improve the health and quality of people’s lives. Through our vision to become the most trusted partner in healthcare, we offer a diverse portfolio with solutions in the therapy areas of anesthesia, emergency medicine, interventional cardiology and radiology, surgical, vascular access, and urology. We believe that the potential of great people, purpose driven innovation, and world-class products can shape the future direction of healthcare.
Teleflex is the home of Arrow™, Barrigel™, Deknatel™, LMA™, Pilling™, QuikClot™ Rüsch™, UroLift™ and Weck™ – trusted brands united by a common sense of purpose.
At Teleflex, we are empowering the future of healthcare. For more information, please visit teleflex.com.
CAUTION CONCERNING FORWARD-LOOKING INFORMATION
This press release contains forward-looking statements, including, but not limited to, the implementation and execution of our share repurchase program, including our planned accelerated share repurchase; our intended use of proceeds from the OEM divestiture; our expectations with respect to our financial profile in 2027 and beyond; forecasted 2026 GAAP, pro forma adjusted and pro forma adjusted constant currency revenue and revenue growth and GAAP and adjusted diluted earnings per share; and our estimates regarding the projected impact of foreign currency exchange rate fluctuations on our 2026 financial results. Actual results could differ materially from those in the forward-looking statements due to, among other things, unanticipated difficulties and expenditures in connection with integration programs; the possibility that the Strategic Divestitures do not close; unanticipated costs and length of time required to comply with legal requirements and regulatory approvals applicable to the Strategic Divestitures; customer and shareholder reaction to the Strategic Divestitures; disruption from the Strategic Divestitures that may make it more difficult to maintain business and operational relationships; significant transaction costs; delays or cancellations in shipments; demand for and market acceptance of new and existing products; our inability to provide products to our customers, which may be due to, among other things, events that impact key distributors, suppliers and third-party vendors that sterilize our products; risks relating to the activities of activist stockholders; our inability to effectively execute our restructuring plans and programs; our inability to realize anticipated savings from restructuring plans and programs; the impact of healthcare reform legislation and proposals to amend, replace or repeal the legislation; changes in Medicare, Medicaid and third party coverage and reimbursements; the impact of enacted tax legislation and related regulations; competitive market conditions and resulting effects on revenues and pricing; increases in raw material costs that cannot be recovered in product pricing; global economic factors, including currency exchange rates, interest rates, trade disputes, tariffs, sovereign debt issues and international conflicts and hostilities, such as the ongoing conflicts in the Ukraine and the Middle East; public health epidemics; difficulties in entering new markets; general economic conditions; and other factors described or incorporated in our filings with the Securities and Exchange Commission, including our most recently filed Annual Report on Form 10-K. We expressly disclaim any obligation to update forward-looking statements, except as otherwise specifically stated by us or as required by law or regulation.
TELEFLEX INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(Unaudited)
Three Months Ended
Six Months Ended
June 30, 2026
June 29, 2025
June 30, 2026
June 29, 2025
(Dollars and shares in thousands, except per share)
Net revenues
$
570,332
$
442,525
$
1,118,594
$
856,783
Cost of goods sold
238,625
176,695
479,461
335,522
Gross profit
331,707
265,830
639,133
521,261
Selling, general and administrative expenses
213,515
137,504
439,527
290,419
Research and development expenses
45,122
26,488
89,508
51,783
Restructuring charges, separation costs and impairment charges
246
10,700
17,091
12,122
Income from continuing operations before interest, taxes and loss on extinguishment of debt
72,824
91,138
93,007
166,937
Interest expense
27,953
21,703
53,671
40,240
Interest income
(1,416
)
(1,229
)
(3,124
)
(2,717
)
Loss on extinguishment of debt
1,150
—
1,150
—
Income from continuing operations before taxes
45,137
70,664
41,310
129,414
Taxes on income from continuing operations
3,375
2,489
4,386
8,906
Income from continuing operations
41,762
68,175
36,924
120,508
Operating income from discontinued operations
60,254
64,577
57,611
114,637
Taxes on operating income from discontinued operations
2,323
10,172
2,996
17,563
Income from discontinued operations
57,931
54,405
54,615
97,074
Net income
$
99,693
$
122,580
$
91,539
$
217,582
Earnings per share:
Basic:
Income from continuing operations
$
0.96
$
1.54
$
0.84
$
2.68
Income from discontinued operations
1.33
1.23
1.24
2.15
Net income
$
2.29
$
2.77
$
2.08
$
4.83
Diluted:
Income from continuing operations
$
0.96
$
1.54
$
0.84
$
2.67
Income from discontinued operations
1.32
1.23
1.24
2.15
Net income
$
2.28
$
2.77
$
2.08
$
4.82
Weighted average common shares outstanding
Basic
43,562
44,269
43,908
45,017
Diluted
43,660
44,332
44,014
45,120
TELEFLEX INCORPORATED
CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited)
June 30, 2026
December 31, 2025
(Dollars in thousands)
ASSETS
Current assets
Cash and cash equivalents
$
300,159
$
378,564
Accounts receivable, net
364,609
345,583
Inventories
351,912
404,395
Prepaid expenses and other current assets
148,222
150,678
Prepaid taxes
36,458
19,566
Current assets of discontinued operations
674,516
639,552
Total current assets
1,875,876
1,938,338
Property, plant and equipment, net
475,637
498,281
Operating lease assets
77,158
91,817
Goodwill
2,292,435
2,305,050
Intangible assets, net
1,448,669
1,524,150
Deferred tax assets
12,642
12,593
Other assets
120,310
112,984
Non-current assets of discontinued operations
484,051
464,026
Total assets
6,786,778
6,947,239
LIABILITIES AND EQUITY
Current liabilities
Current borrowings
$
87,500
$
100,000
Accounts payable
143,292
130,201
Accrued expenses
134,170
117,350
Payroll and benefit-related liabilities
110,214
124,769
Accrued interest
3,558
5,404
Income taxes payable
17,787
18,787
Other current liabilities
88,364
137,195
Current liabilities of discontinued operations
135,494
128,320
Total current liabilities
720,379
762,026
Long-term borrowings
2,720,509
2,541,449
Deferred tax liabilities
146,141
183,749
Noncurrent liability for uncertain tax positions
3,802
3,536
Noncurrent operating lease liabilities
64,540
84,210
Other liabilities
174,899
194,532
Non-current liabilities of discontinued operations
51,974
52,969
Total liabilities
3,882,244
3,822,471
Commitments and contingencies
Total shareholders' equity
2,904,534
3,124,768
Total liabilities and shareholders' equity
$
6,786,778
$
6,947,239
TELEFLEX INCORPORATED
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
Six Months Ended
June 30, 2026
June 29, 2025
(Dollars in thousands)
Cash flows from operating activities of continuing operations:
Net income
$
91,539
$
217,582
Adjustments to reconcile net income to net cash provided by operating activities:
(Income) loss from discontinued operations
(54,615
)
(97,074
)
Depreciation expense
35,620
24,840
Intangible asset amortization expense
67,943
50,668
Deferred financing costs and debt discount amortization expense
2,976
1,705
Loss on extinguishment of debt
1,150
—
Changes in contingent consideration
(2,699
)
14,080
Stock-based compensation
12,182
12,287
Asset impairment charge
—
8,117
Gain on non-designated foreign currency forward contracts
—
(83,532
)
Deferred income taxes, net
(16,090
)
(1,935
)
Interest benefit on swaps designated as net investment hedges
(15,422
)
(7,484
)
Other
3,140
(6,388
)
Changes in assets and liabilities, net of effects of acquisitions and disposals:
Accounts receivable
(23,639
)
(26,559
)
Inventories
44,252
(13,949
)
Prepaid expenses and other assets
12,888
(3,734
)
Accounts payable, accrued expenses and other liabilities
(6,053
)
(27,643
)
Income taxes receivable and payable, net
(14,613
)
(70,277
)
Net cash provided by (used in) operating activities from continuing operations
138,559
(9,296
)
Cash flows from investing activities of continuing operations:
Expenditures for property, plant and equipment
(32,825
)
(51,921
)
Payments for businesses and intangibles acquired, net of cash acquired
—
(6,700
)
Insurance settlement proceeds
—
9,447
Net payments on swaps designated as net investment hedges
(39,542
)
7,612
Purchase of investments
(9,000
)
(5,000
)
Net cash used in investing activities from continuing operations
(81,367
)
(46,562
)
Cash flows from financing activities of continuing operations:
Proceeds from new borrowings
2,350,000
300,000
Reduction in borrowings
(2,175,000
)
(55,375
)
Repurchase of common stock
(250,000
)
(300,000
)
Net (payments) proceeds from share based compensation plans and related tax impacts
(5,265
)
7,207
Share repurchase excise tax
(2,802
)
(1,894
)
Payments for contingent consideration
(107
)
(112
)
Dividends paid
(29,830
)
(30,218
)
Debt issuance and amendment fees
(13,981
)
(2,800
)
Net cash used in financing activities from continuing operations
(126,985
)
(83,192
)
Cash flows from discontinued operations:
Net cash provided by operating activities
4,796
90,131
Net cash used in investing activities
(18,144
)
(12,718
)
Net cash (used in) provided by discontinued operations
(13,348
)
77,413
Effect of exchange rate changes on cash, cash equivalents and restricted cash equivalents
(6,420
)
17,908
Net decrease in cash, cash equivalents and restricted cash equivalents
(89,561
)
(43,729
)
Cash, cash equivalents and restricted cash equivalents at the beginning of the period
453,848
327,650
Less: Cash, cash equivalents and restricted cash of discontinued operations
(47,368
)
(27,365
)
Cash, cash equivalents and restricted cash equivalents at the end of the period
Teleflex oznámil čtvrtletní hotovostní dividendu 0,34 USD na jednu akcii kmenových akcií. Splatná je 30. září 2026 pro akcionáře zapsané k 14. srpnu 2026.
WAYNE, Pa.--(BUSINESS WIRE)--Teleflex Incorporated (NYSE: TFX) announced today that its Board of Directors declared a quarterly cash dividend of thirty-four cents ($0.34) per share of common stock. The dividend is payable September 30, 2026, to shareholders of record at the close of business on August 14, 2026.
About Teleflex Incorporated
As a global provider of medical technologies, Teleflex is driven by our purpose to improve the health and quality of people’s lives. Through our vision to become the most trusted partner in healthcare, we offer a diverse portfolio with solutions in the therapy areas of anesthesia, emergency medicine, interventional cardiology and radiology, surgical, vascular access, and urology. We believe that the potential of great people, purpose driven innovation, and world-class products can shape the future direction of healthcare.
Teleflex is the home of Arrow™, Barrigel™, Deknatel™, LMA™, Pilling™, QuikClot™ Rüsch™, UroLift™ and Weck™ – trusted brands united by a common sense of purpose.
At Teleflex, we are empowering the future of healthcare. For more information, please visit teleflex.com.
Investování do AI se posouvá od procesorů k pamětem a fotonice, které řeší úzká místa v ukládání a přenosu dat. Tyto ETF dávají přesnější expozici, ale jsou výrazně koncentrovanější a volatilnější.
Key Takeaways: AI investing is broadening beyond processors to memory and photonics, which address critical data storage and connectivity bottlenecks. Both memory and photonics ETFs offer targeted access to global leaders, but concentrated holdings can amplify both opportunity and volatility. Advisors should compare ETFs carefully, since products range from pure-play equities to broader supply-chain and leveraged strategies. The AI trade has faced renewed volatility as investors question AI spending and current valuations. Semiconductor stocks and related areas — including memory, networking, photonics, and chip equipment—have all been caught in the pullback.
From an ETF perspective, however, the theme is expanding rather than disappearing. The first phase of the AI trade largely centered on processors and broad semiconductor funds. Newer ETFs are targeting the less visible technologies needed to support those processors, particularly memory chips that store and supply data and photonics systems that help move it. These products give investors more precise exposure to the AI infrastructure buildout. However, that precision can also bring greater concentration and risk.
Why AI Needs More Memory Memory chips help computers store and access the information needed to perform tasks. DRAM, or dynamic random-access memory, serves as short-term working memory, while NAND flash provides longer-term storage in products such as solid-state drives.
High-bandwidth memory, or HBM, has become especially important for AI. HBM is an advanced form of DRAM, designed to move large amounts of data quickly between memory and AI processors. That makes memory a critical part of the AI infrastructure buildout rather than another type of semiconductor.
Micron estimates that the addressable market for HBM could grow from approximately $35 billion in 2025 to around $100 billion by 2028, representing an annual growth rate of roughly 40%. This illustrates how quickly memory is becoming a larger component of the AI story.
The opportunity is not limited to HBM. AI servers also require conventional DRAM and substantial amounts of NAND-based storage. At the same time, memory remains a historically cyclical industry. Periods of limited supply can support higher prices and margins, while capacity, inventory issues, or weaker technology spending can reverse those conditions. Memory ETFs provide targeted exposure to a potential AI bottleneck, but because of their cyclicality, they should not be mistaken for lower volatility alternatives to broad semiconductor funds.
A Concentrated Global Market The global memory market is heavily concentrated in three companies: Micron Technology (MU), Samsung Electronics (005930), and SK hynix (000660). Micron is readily available on a U.S. exchange, while Samsung and SK hynix primarily trade in South Korea. That can make direct ownership less straightforward for U.S. investors and has helped create a natural use case for ETFs.
Broad country funds offer one alternative. The iShares MSCI South Korea ETF (EWY), for example, provides exposure to Samsung and SK hynix, but it also holds financial, automobile, internet, and other South Korean companies. Dedicated memory ETFs offer a more targeted approach, although their portfolios can be highly concentrated in the same small group of manufacturers.
Memory ETFs Take Different Approaches The Roundhill Memory ETF (DRAM), the first U.S.-listed ETF devoted specifically to memory stocks, launched on April 2, 2026. The actively managed fund invests in global companies tied to HBM, DRAM, NAND, solid-state drives, hard-disk drives, and other memory technologies. Its leading exposures include Micron, Samsung, and SK hynix, making it a relatively direct way to access the major global manufacturers.
DRAM’s early performance and asset growth demonstrated considerable investor interest, but they also highlighted the volatility of a concentrated theme. The fund fell approximately 32% in July after an unusually strong initial run. Investors nevertheless added $6.2 billion during the month, compared with $3.0 billion for the broader semiconductor fund VanEck Semiconductor ETF (SMH). That suggests many investors treated the selloff as an opportunity to increase exposure rather than exit the theme.
Other newer funds are attempting to differentiate themselves through portfolio construction:
The Kurv Memory Select ETF (KMEM) is even more concentrated in the three dominant producers. As of July 31, SK hynix, Micron, and Samsung represented approximately 85% of its look-through exposure. KMEM may appeal to investors seeking direct exposure to the leading manufacturers, but its results will also be heavily dependent on those three companies.
The Tema Memory ETF (DISK) takes a broader, actively managed approach, developed in partnership with semiconductor research firm SemiAnalysis. It can invest across HBM, DRAM, NAND, and other parts of the global memory market, including Asian companies that can be difficult for U.S. investors to access. Its active mandate also allows it to add newer entrants, such as Chinese memory producer ChangXin Memory Technologies (CXMT), following its public offering.
The Tuttle Capital Concentrated Memory Stack ETF (HBMX) extends beyond the largest memory manufacturers to include advanced packaging, testing, substrates, interconnects, and other technologies supporting memory production. The actively managed fund generally holds between 20 and 35 companies and requires meaningful memory-related revenue or strategic exposure. This may provide broader “picks-and-shovels” exposure, but it will not necessarily move in line with Samsung, SK hynix, or other major memory producers.
There are also more specialized structures. The Tuttle Capital Memory Stack Income Blast ETF (DRMP) combines memory exposure with an options strategy designed to generate income. Leveraged funds such as the Roundhill T-REX 2X Long DRAM Daily Target ETF (RAM) and the Defiance Daily Target 2X Long DRAM ETF (DRAL) are daily trading products rather than traditional long-term allocations.
The AI Bottleneck Is Not Limited to Memory As detailed in an earlier research note, the AI trade is getting more granular, and it is not limited to memory. Photonics is also gaining attention, as investors look beyond the processors powering AI models to the technologies needed to connect them.
Photonics uses light instead of conventional electrical signals to move data. While processors provide the computing power, memory supplies the data, and photonics creates the network connecting the system. This becomes more important as data centers link larger numbers of AI chips and need to transmit greater volumes of information without consuming excessive power.
The photonics ETF lineup also offers several different approaches. The Tuttle Capital Pure Play Photonics ETF (FOTO) focuses on companies whose primary businesses are tied to photonics, including optical components, lasers, and data-center connectivity. It is the more concentrated choice for investors seeking direct exposure to the theme. Its holdings include companies such as Lumentum Holdings (LITE).
The Corgi Lithography & Semiconductor Photonics ETF (EUV) is a broader fund. In addition to optical networking and silicon photonics, the fund invests in lithography equipment, lasers, semiconductor inspection, sensing, and specialty materials. EUV may therefore behave more like a hybrid semiconductor-equipment and photonics strategy than a pure optical-connectivity fund.
The Tema Photonics & Optical ETF (LAZR) focuses primarily on companies enabling faster data movement among chips, servers, and data centers. LAZR takes a more global approach and holds several Asian and European optical-technology firms. Investors should note that LAZR also holds private-company exposure to Anthropic through a special-purpose vehicle, so its portfolio is not limited exclusively to publicly traded photonics companies.
Roundhill’s Photonics and Optics ETF (LYTE) is also in the filing pipeline, along with Aura’s AI Photonics ETF (PHOX). PHOX will so far be the only indexed product in the photonics space, which brings a different perspective among a field of active peers.
As with memory ETFs, the fund name alone does not tell the full story. Some photonics products emphasize smaller optical-component manufacturers, while others include large semiconductor companies, chipmaking equipment, private assets, or applications outside AI such as defense, medical imaging, and industrial manufacturing.
Bottom Line Memory and photonics ETFs are generally more concentrated and potentially more volatile than broad semiconductor or technology funds. For many investors, they may make the most sense as satellite positions, alongside diversified equity and semiconductor exposure. These ETFs allow investors to express a specific view on where the next AI infrastructure bottleneck may emerge.
For more news, information, and analysis visit the Thematic Investing Content Hub.
Constellation ve 2. čtvrtletí zvýšila upravený zisk na akcii na 2,55 USD z 1,91 USD a zvedla celoroční výhled na EPS. GAAP zisk na akcii klesl na 1,42 USD z 2,67 USD.
BALTIMORE--(BUSINESS WIRE)--Constellation Energy Corporation (Nasdaq: CEG) today reported its financial results for the second quarter of 2026.
“This quarter's accomplishments reflect the momentum we're building across our business,” said Joe Dominguez, president and CEO of Constellation. “From advancing the restart of the Crane Clean Energy Center, to executing long-term agreements with our corporate customers and extending the lives of two critical New York assets, we’re strengthening the nation's energy infrastructure and helping meet growing demand for reliable power.”
“Our second-quarter results and increased full-year EPS guidance demonstrate the earnings power of our expanded platform, strong operational and commercial performance, and the disciplined execution of our capital allocation strategy,” said Shane Smith, executive vice president and chief financial officer of Constellation. “We remain focused on integrating Calpine, capturing the value of our expanded fleet and investing in opportunities that generate attractive returns. With a strong balance sheet, a differentiated customer facing business, and a generation portfolio well positioned to serve increasing demand for reliable energy, we are well positioned to deliver on our growth commitments and create sustained value for our owners.”
Second Quarter 2026
Our GAAP Net Income for the second quarter of 2026 decreased to $1.42 per share from $2.67 per share in the second quarter of 2025. Adjusted (non-GAAP) Operating Earnings for the second quarter of 2026 increased to $2.55 per share from $1.91 per share in the second quarter of 2025. For the reconciliations of GAAP Net Income (Loss) to Adjusted (non-GAAP) Operating Earnings, refer to the GAAP/Adjusted (non-GAAP) Operating Earnings Reconciliation section below.
Adjusted (non-GAAP) Operating Earnings in the second quarter of 2026 primarily reflects:
The addition of Calpine and favorable market and portfolio conditions, partially offset by unfavorable nuclear outages Recent Developments and Second Quarter Highlights
Progress continues at Crane Clean Energy Center paving way for restart: FERC approved our waiver request to transfer CIRs from the dual fuel Eddystone Units 3 and 4 in Pennsylvania to the Crane Clean Energy Center. This decision clears a critical regulatory hurdle for the plant restart, we expect the transfer to expedite its ability to deliver reliable emissions-free power to the grid. Additionally, the NRC has approved a fuel license amendment request for the Crane Clean Energy Center — a major milestone moving us closer to restarting operations in 2027. Helping our customers meet their evolving energy needs: We have signed an additional 920 megawatts (MW) of long-term power purchase agreements (PPA) for clean, reliable nuclear generation with a diverse set of investment grade customers. These agreements are for 15-20 years in duration and are set to begin in 2029 through 2032. Among these PPAs, our 176 MW agreement with Walmart will enable a 30 MW capacity expansion at our Dresden Clean Energy Center in Illinois and facilitate additional investments to strengthen the local community by supporting jobs and enabling continued expansion of operations and workforce. Agreement to divest the Brazos Valley Energy Center: In August 2026, we entered into an agreement with LS Power to divest the Brazos Valley Energy Center (f/k/a Jack A. Fusco Energy Center), a 606 MW natural gas-fired plant in ERCOT for $860 million before closing adjustments, a key step in satisfying regulatory commitments related to our acquisition of Calpine earlier this year. This marks the last asset sale required by our regulatory commitments under the acquisition. Closing of the sale is subject to the receipt of approval by the DOJ, and other customary closing conditions. We expect the transaction to close by the end of this year. License renewal applications for two New York nuclear units: We have filed license renewal applications with the NRC to extend the operations of the Ginna Clean Energy Center and the Nine Mile Point Unit 1 reactor in upstate New York to 2049. If approved, the units' operating licenses would be extended 20 years, to 2049. Nine Mile Point Unit 2 is currently licensed to operate until 2046. Recognized for our culture: For the fourth year in a row we were Certified™ by Great Place to Work®. The designation is based on how our employees rate their experience working at Constellation. In a survey of about 5,000 of our employees, 83% of those who responded said it is a great place to work – about 26 points higher than the average U.S. company. Great Place to Work® is acknowledged worldwide as a global benchmark for workplace culture, employee experience and the leadership behaviors proven to deliver strong market performance, employee retention and increased innovation. For the second year in a row we were recognized as one of the Civic 50® and as the energy sector leader by Points of Light. The Civic 50® is a well-respected standard for corporate social impact, recognizing the most community-minded companies in the U.S. for how they show up through employee volunteerism, community investment and broader social impact efforts.
We were recognized as a World’s Top Disability Inclusive Business based on our performance on the Disability Index®, the leading benchmark for disability inclusion. This recognition signifies that we’re a leading performer in disability inclusion, accessibility and workplace practices. It's also a reflection of our commitment to fostering an environment where all employees can do their best work, advance their careers and feel a true sense of belonging.
Nuclear Operations: Our nuclear fleet, including our owned output from the Salem and South Texas Project (STP) Generating Stations, produced 44,160 gigawatt-hours (GWhs) in the second quarter of 2026, compared with 45,170 GWhs in the second quarter of 2025. Excluding Salem and STP, our nuclear plants at ownership achieved a 93.0% capacity factor for the second quarter of 2026, compared with 94.8% for the second quarter of 2025. There were 86 planned refueling outage days in the second quarter of 2026 and 41 in the second quarter of 2025 for sites we operate. There were 20 non-refueling outage days in the second quarter of 2026 and 22 in the second quarter of 2025 for sites we operate. Natural Gas, Oil, and Renewables Operations: As a result of our expanded fleet following the acquisition of Calpine in January 2026, we now consider Equivalent Forced Outage Factor (EFOF) to be a key operational metric beginning in 2026. EFOF represents the percentage for which a generating unit is not available due to forced outages and forced deratings in a given period. The EFOF of our natural gas, oil, and pumped-storage hydro fleet for the second quarter of 2026 is 6.2%. Renewable energy capture for our wind, solar and run-of-river hydro fleet was 96.0% in the second quarter of 2026, compared with 96.1% in the second quarter of 2025. GAAP/Adjusted (non-GAAP) Operating Earnings Reconciliation
The table below provides a reconciliation of GAAP Net Income to Adjusted (non-GAAP) Operating Earnings. Adjusted (non-GAAP) Operating Earnings is not a standardized financial measure and may not be comparable to other companies’ presentations of similarly titled measures.
Unless otherwise noted, the income tax impact of each reconciling adjustment between GAAP Net Income (Loss) Attributable to Common Shareholders and Adjusted (non-GAAP) Operating Earnings is based on the marginal statutory federal and state income tax rates, taking into account whether the income or expense item is taxable or deductible, respectively, in whole or in part, which may result in an effective tax rate that differs from the marginal rate. The marginal statutory income tax rate was 25.5% for the three months ended June 30, 2026 and 2025. The following table provides a reconciliation between GAAP Net Income (Loss) Attributable to Common Shareholders and Adjusted (non-GAAP) Operating Earnings for the three months ended June 30, 2026 compared to the same period in 2025.
Three Months Ended June 30,
2026
2025
(In millions, except per share data)
Earnings
Per Share(a)
Earnings
Per Share(a)
GAAP Net Income (Loss) Attributable to Common Shareholders
$
513
$
1.42
$
839
$
2.67
Unrealized (Gain) Loss on Fair Value Adjustments (net of taxes of $116 and $37, respectively)(b)
340
0.94
(121
)
(0.38
)
Decommissioning-Related Activities (net of taxes of $298 and $208, respectively)(c)
(221
)
(0.61
)
(144
)
(0.46
)
Amortization of Acquired Commodity Contracts (net of taxes of $51 and $—, respectively)(d)
149
0.41
—
—
Calpine Merger and Integration Costs (net of taxes of $17 and $3, respectively)(e)
84
0.23
9
0.03
Plant Retirements and Divestitures (net of taxes of $— and $2, respectively)
—
—
7
0.02
Pension & OPEB Non-Service (Credits) Costs (net of taxes of $7 and $3, respectively)
20
0.06
9
0.03
Change in Legal and Environmental Liabilities (net of taxes of $12 and $—, respectively)
35
0.10
—
—
Adjusted (non-GAAP) Operating Earnings
$
920
$
2.55
$
599
$
1.91
___________________
(a)
Amounts may not sum due to rounding. Earnings per share amount is based on average diluted common shares outstanding of 360 million and 314 million for the three months ended June 30, 2026 and 2025, respectively.
(b)
Includes unrealized gains and losses on economic hedges, interest rate swaps, and fair value adjustments related to gas imbalances and equity investments.
(c)
Reflects all gains and losses associated with NDTs, ARO accretion, ARC depreciation, ARO remeasurement, and impacts of contractual offset for Regulatory Agreement Units. The tax effects of Regulatory Agreement Units result in a 100% effective tax rate under contractual offset accounting. Additionally, the tax effects of NDT investment returns result in different effective tax rates depending on whether the underlying funds are held within qualified or non-qualified trusts.
(d)
In 2026, reflects the non-cash impacts of the amortization of certain commodity contracts recorded at fair value associated with the Calpine acquisition.
(e)
Reflects costs associated with the completion of the Calpine merger and subsequent integration of its operations. Certain of these transaction-related expenses are not tax deductible.
Webcast Information
We will discuss second quarter 2026 earnings in a conference call scheduled for today at 10:00 a.m. Eastern Time. The webcast and associated materials can be accessed at https://investors.constellationenergy.com.
About Constellation
Constellation Energy Corporation (Nasdaq: CEG), a Fortune 200 company headquartered in Baltimore, is the largest private-sector power producer in the world and the nation’s largest producer of clean and reliable energy. With 55 gigawatts of capacity from nuclear, natural gas, oil, geothermal, hydro, wind and solar facilities, our fleet has the generating capacity to power the equivalent of 27 million homes, providing about 10% of the nation’s clean energy and delivering the around-the-clock reliability needed to power America’s growing economy. We are also the largest nuclear energy company in the U.S. and a leading competitive retail supplier, serving approximately 2.5 million customer accounts nationwide, including 80% of the Fortune 100. We are committed to investing in innovation and new technologies to drive the transition to a reliable, sustainable and secure energy future. Follow Constellation on LinkedIn and X.
Non-GAAP Financial Measures
We utilize Adjusted (non-GAAP) Operating Earnings (and/or its per share equivalent) in our internal analysis, and in communications with investors and analysts, as a consistent measure for comparing our financial performance and discussing the factors and trends affecting our business. The presentation of Adjusted (non-GAAP) Operating Earnings is intended to complement and should not be considered an alternative to, nor more useful than, the presentation of GAAP Net Income (Loss).
The tables above provide a reconciliation of GAAP Net Income (Loss) to Adjusted (non-GAAP) Operating Earnings. Adjusted (non-GAAP) Operating Earnings is not a standardized financial measure and may not be comparable to other companies’ presentations of similarly titled measures.
Due to the forward-looking nature of our Adjusted (non-GAAP) Operating Earnings guidance, we are unable to reconcile this non-GAAP financial measure to GAAP Net Income (Loss) given the inherent uncertainty required in projecting gains and losses associated with the various fair value adjustments required by GAAP. These adjustments include future changes in fair value impacting the derivative instruments utilized in our current business operations, as well as the debt and equity securities held within our nuclear decommissioning trusts, which may have a material impact on our future GAAP results.
Cautionary Statements Regarding Forward-Looking Information
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 that are subject to risks and uncertainties. Words such as “could,” “may,” “expects,” “anticipates,” “will,” “targets,” “goals,” “projects,” “intends,” “plans,” “believes,” “seeks,” “estimates,” “predicts,” and variations on such words, and similar expressions that reflect our current views with respect to future events and operational, economic, and financial performance, are intended to identify such forward-looking statements. These forward-looking statements include, but are not limited to, statements regarding the acquisition of Calpine Corporation, the pro forma combined company and its operations, strategies and plans, enhancements to investment-grade credit profile, synergies, opportunities and anticipated future performance and capital structure, and expected accretion to earnings per share and free cash flow. Information adjusted for the acquisition should not be considered a forecast of future results.
Forward-looking statements are based on current expectations, estimates and assumptions that involve a number of risks and uncertainties that could cause actual results to differ materially from those projected. The factors that could cause actual results to differ materially from the forward-looking statements made by Constellation Energy Corporation and Constellation Energy Generation, LLC, (the Registrants) include those factors discussed herein, as well as the items discussed in (1) the Registrants' 2025 Annual Report on Form 10-K in (a) Part I, ITEM 1A. Risk Factors, (b) Part II, ITEM 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part II, ITEM 8. Financial Statements and Supplementary Data: Note 18 — Commitments and Contingencies; (2) the Registrants' Second Quarter 2026 Quarterly Report on Form 10-Q (to be filed on August 6, 2026) in (a) Part II, ITEM 1A. Risk Factors, (b) Part I, ITEM 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations, and (c) Part I, ITEM 1. Financial Statements: Note 15 — Commitments and Contingencies; and (3) other factors discussed in filings with the SEC by the Registrants.
Investors are cautioned not to place undue reliance on these forward-looking statements, whether written or oral, which apply only as of the date of this press release. Neither Registrant undertakes any obligation to publicly release any revision to its forward-looking statements to reflect events or circumstances after the date of this press release.
Net income (loss) attributable to noncontrolling interests
(5
)
—
(6
)
1
(i)
Net income (loss) attributable to common shareholders
$
513
$
839
Effective tax rate
44.2
%
34.6
%
Earnings per average common share
Basic
$
1.42
$
2.67
Diluted
$
1.42
$
2.67
Average common shares outstanding
Basic
360
314
Diluted
360
314
___________________
(a)
Results reported in accordance with GAAP.
(b)
Adjustment for unrealized gains and losses on economic hedges, interest rate swaps, and fair value adjustments related to gas imbalances and equity investments.
(c)
Adjustment for all gains and losses associated with Nuclear Decommissioning Trusts (NDT), Asset Retirement Obligation (ARO) accretion, Asset Retirement Cost (ARC) Depreciation, ARO remeasurement, and any earnings neutral impacts of contractual offset for Regulatory Agreement Units.
(d)
In 2026, reflects the non-cash impacts of the amortization of certain commodity contracts at fair value associated with the Calpine acquisition.
(e)
Adjustment for costs associated with the completion of the Calpine merger and subsequent integration of its operations.
(f)
Adjustment for Pension and Other Postretirement Employee Benefits (OPEB) Non-Service credits.
(g)
Adjustments related to plant retirements and divestitures.
(h)
Adjustment for changes in legal and environmental liabilities.
(i)
Adjustment for elimination of the noncontrolling interest related to certain adjustments.
Equity in income (losses) of unconsolidated affiliates
14
—
—
—
Net income (loss)
2,111
962
Net income (loss) attributable to noncontrolling interests
8
3
(j)
5
3
(j)
Net income (loss) attributable to common shareholders
$
2,103
$
957
Effective tax rate
30.7
%
32.4
%
Earnings per average common share
Basic
$
5.89
$
3.05
Diluted
$
5.88
$
3.05
Average common shares outstanding
Basic
357
314
Diluted
357
314
___________________
(a)
Results reported in accordance with GAAP.
(b)
Adjustment for unrealized gains and losses on economic hedges interest rate swaps, and fair value adjustments related to gas imbalances and equity investments.
(c)
Adjustment for all gains and losses associated with NDTs, ARO accretion, ARC Depreciation, ARO remeasurement, and any earnings neutral impacts of contractual offset for Regulatory Agreement Units.
(d)
In 2026, reflects the non-cash impacts of the amortization of certain commodity contracts at fair value associated with the Calpine acquisition.
(e)
Adjustment for costs associated with the completion of the Calpine merger and subsequent integration of its operations.
(f)
Adjustment for Pension and OPEB Non-Service credits.
(g)
Adjustments related to plant retirements and divestitures.
(h)
Adjustment to deferred income taxes due to changes in forecasted apportionment.
(i)
Adjustment for changes in legal and environmental liabilities.
(j)
Adjustment for elimination of the noncontrolling interest related to certain adjustments.
Cloud subscriptions revenue increased 23% year-over-year to $131.7 million August 06, 2026 07:05 ET | Source: Appian Corporation
MCLEAN, Va., Aug. 06, 2026 (GLOBE NEWSWIRE) -- Appian (Nasdaq: APPN) today announced financial results for the second quarter ended June 30, 2026.
Second Quarter 2026 Financial Highlights:
Revenue: Cloud subscriptions revenue was $131.7 million, up 23% compared to the second quarter of 2025. Total subscriptions revenue increased 19% year-over-year to $157.7 million. Professional services revenue was $45.6 million, an increase of 20% compared to the second quarter of 2025. Total revenue was $203.3 million, up 19% compared to the second quarter of 2025. Cloud net annualized recurring revenue (“ARR”) expansion was 115% as of June 30, 2026.Operating loss and non-GAAP operating income: GAAP operating loss was $(5.4) million, compared to GAAP operating loss of $(11.0) million for the second quarter of 2025. Non-GAAP operating income was $13.6 million, compared to non-GAAP operating income of $5.6 million for the second quarter of 2025.Net loss and non-GAAP net income: GAAP net loss was $(11.8) million, compared to $(0.3) million for the second quarter of 2025. GAAP net loss per share was $(0.16) for the second quarter of 2026, compared to breakeven for the second quarter of 2025. Non-GAAP net income was $9.2 million, compared to $0.3 million for the second quarter of 2025. Non-GAAP net income per share was $0.13, compared to breakeven for the second quarter of 2025.Adjusted EBITDA: Adjusted EBITDA was $16.2 million, compared to adjusted EBITDA of $8.1 million for the second quarter of 2025.Cash flows: Net cash provided by operating activities was $12.1 million for the three months ended June 30, 2026 compared to $(1.9) million of net cash used by operating activities for the same period in 2025. A reconciliation of GAAP to non-GAAP financial measures has been provided in the tables following the financial statements in this press release. An explanation of these measures is also included below under the heading “Non-GAAP Financial Measures.”
Financial Outlook:
As of August 6, 2026, guidance for 2026 is as follows:
Third Quarter 2026 Guidance: Cloud subscriptions revenue is expected to be between $133.0 million and $135.0 million, representing year-over-year growth of 17% to 19%.Total revenue is expected to be between $214.0 million and $218.0 million, representing a year-over-year increase of 14% to 17%.Adjusted EBITDA is expected to be between $30.0 million and $33.0 million.Non-GAAP earnings per share is expected to be between $0.31 and $0.35, assuming weighted average common shares outstanding of 72.6 million. Full Year 2026 Guidance: Cloud subscriptions revenue is expected to be between $525.0 million and $529.0 million, representing year-over-year growth of 20% to 21%.Total revenue is expected to be between $845.0 million and $853.0 million, representing a year-over-year increase of 16% to 17%.Adjusted EBITDA is expected to be between $104.0 million and $110.0 million.Non-GAAP earnings per share is expected to be between $1.04 and $1.12, assuming weighted average common shares outstanding of 73.2 million. Conference Call Details:
Appian will host a conference call today, August 6, 2026, at 8:30 a.m. ET to discuss Appian's financial results for the second quarter ended June 30, 2026 and business outlook.
To access the call, navigate to the following link(1). Once registered, participants can dial in using their phone with a dial in and PIN, or they can choose the Call Me option for instant dial to their phone. The live webcast of the conference call can also be accessed on the Investor Relations page of our website at https://investors.appian.com.
About Appian
Appian provides process automation technology. We automate complex processes in large enterprises and governments. Our platform is known for its unique reliability and scale. We’ve been automating processes for 25 years and understand enterprise operations like no one else. For more information, visit appian.com. [Nasdaq: APPN]
Non-GAAP Financial Measures
To supplement its consolidated financial statements, which are prepared and presented in accordance with GAAP, Appian provides investors with certain non-GAAP financial performance measures. Appian uses these non-GAAP financial performance measures for financial and operational decision-making and as a means to evaluate period-to-period comparisons. Appian’s management believes these non-GAAP financial measures provide meaningful supplemental information regarding Appian’s performance by excluding certain expenses that may not be indicative of our recurring core business operating results. Appian believes both management and investors benefit from referring to these non-GAAP financial measures in assessing Appian’s performance and when planning, forecasting, and analyzing future periods. These non-GAAP financial measures also facilitate management’s internal comparisons to historical performance as well as comparisons to competitors’ operating results. Appian believes these non-GAAP financial measures are useful to investors both because (1) they allow for greater transparency with respect to measures used by management in its financial and operational decision-making and (2) they are used by institutional investors and the analyst community to help them analyze the health of Appian’s business.
The non-GAAP financial performance measures include the following: non-GAAP subscriptions cost of revenue, non-GAAP professional services cost of revenue, non-GAAP total cost of revenue, non-GAAP sales and marketing expense, non-GAAP research and development expense, non-GAAP general and administrative expense, non-GAAP total operating expense, non-GAAP non-operating (expense) income, non-GAAP income tax expense, non-GAAP net income, and non-GAAP net income per share, basic and diluted. These non-GAAP financial performance measures exclude the effect of stock-based compensation expense, unrealized foreign exchange rate gains and losses, certain non-ordinary litigation-related expenses consisting of legal and other professional fees associated with the Pegasystems cases (net of insurance reimbursements), or Litigation Expense, amortization of the judgment preservation insurance policy, or JPI Amortization, and lease impairments and lease-related charges associated with actions taken to reduce the footprint of our leased office spaces, or Lease Impairment and Lease-Related Charges. While some of these items may be recurring in nature and should not be disregarded in the evaluation of our earnings performance, it is useful to exclude such items when analyzing current results and trends compared to other periods as these items can vary significantly from period to period depending on specific underlying transactions or events that may occur. Therefore, while we may incur or recognize these types of expenses in the future, we believe removing these items for purposes of calculating our non-GAAP financial measures provides investors with a more focused presentation of our ongoing operating performance.
Appian also discusses adjusted EBITDA, a non-GAAP financial performance measure it believes offers a useful view of the overall operation of its businesses. Appian defines adjusted EBITDA as net loss before (1) other expense (income), net, (2) interest expense, (3) income tax expense, (4) depreciation expense and amortization of intangible assets, (5) stock-based compensation expense, (6) Litigation Expense, (7) JPI Amortization, and (8) Lease Impairment and Lease-Related Charges. The most directly comparable GAAP financial measure to adjusted EBITDA is net loss. Users should consider the limitations of using adjusted EBITDA, including the fact this measure does not provide a complete depiction of our operating performance. Adjusted EBITDA is not intended to purport to be an alternative to net loss as a measure of operating performance or to cash flows from operating activities as a measure of liquidity.
The presentation of these non-GAAP financial measures is not intended to be considered in isolation from, as a substitute for, or superior to the financial information prepared and presented in accordance with GAAP, and Appian’s non-GAAP measures may be different from non-GAAP measures used by other companies. For more information on these non-GAAP financial measures, see the reconciliation of these non-GAAP financial measures to their nearest comparable GAAP measures at the end of this press release.
Appian provides guidance ranges for non-GAAP net income per share and adjusted EBITDA; however, we are not able to reconcile these amounts to their comparable GAAP financial measures without unreasonable efforts because certain information necessary to calculate such measures on a GAAP basis is unavailable, subject to high variability, dependent on future events outside of our control, and cannot be predicted. In addition, Appian believes such reconciliations could imply a degree of precision that might be confusing or misleading to investors. The actual effect of the reconciling items that Appian may exclude from these non-GAAP expense numbers, when determined, may be significant to the calculation of the comparable GAAP measures.
Forward-Looking Statements
This press release includes forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. All statements contained in this press release other than statements of historical facts, including statements regarding Appian’s future financial and business performance for the third quarter and full year 2026, future investment by Appian in its go-to-market initiatives, increased demand for the Appian Platform, market opportunity and plans and objectives for future operations, including Appian’s ability to drive continued subscriptions revenue and total revenue growth, are forward-looking statements. The words “anticipate,” “believe,” “continue,” “estimate,” “expect,” “intend,” “may,” “will,” “plan,” and similar expressions are intended to identify forward-looking statements. Appian has based these forward-looking statements on its current expectations and projections about future events and financial trends that Appian believes may affect its financial condition, results of operations, business strategy, short-term and long-term business operations and objectives, and financial needs. These forward-looking statements are subject to a number of risks and uncertainties, including the risks and uncertainties associated with Appian’s market opportunity and the expansion of its core software markets in general, the opportunity and disruptive impact of AI, the effects of increased competition, as well as innovations by new and existing competitors in its market, Appian’s ability to effectively manage or sustain its growth and to maintain profitability, Appian’s ability to maintain, or strengthen awareness of, its brand, risks and uncertainties associated with the composition and concentration of Appian’s customer base and their demand for its platform and satisfaction with the services provided by Appian, Appian’s ability to operate in compliance with applicable laws and regulations, Appian’s strategic relationships with third parties, and additional risks and uncertainties set forth in the “Risk Factors” section of Appian’s most recent annual report on Form 10-K, quarterly reports on Form 10-Q, and other filings with the Securities and Exchange Commission. Moreover, Appian operates in a very competitive and rapidly changing environment. New risks emerge from time to time. It is not possible for Appian’s management to predict all risks, nor can Appian assess the impact of all factors on its business or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements Appian may make. In light of these risks, uncertainties, and assumptions, Appian cannot guarantee future results, levels of activity, performance, achievements, or events and circumstances reflected in the forward-looking statements will occur. Appian is under no duty to update any of these forward-looking statements after the date of this press release to conform these statements to actual results or revised expectations, except as required by law.
APPIAN CORPORATIONCONSOLIDATED BALANCE SHEETS(in thousands, except par value and share data) As of June 30, 2026 December 31, 2025 (unaudited) Assets Current assets Cash and cash equivalents$121,111 $135,810 Short-term investments and marketable securities 46,755 51,415 Accounts receivable, net of allowance of $3,416 and $3,362, respectively 171,162 255,063 Deferred commissions, current 38,026 35,166 Prepaid expenses and other current assets 32,952 41,970 Total current assets 410,006 519,424 Property and equipment, net of accumulated depreciation of $42,933 and $40,747, respectively 30,667 32,087 Goodwill 27,973 28,811 Intangible assets, net of accumulated amortization of $7,710 and $7,301, respectively 588 1,246 Right-of-use assets for operating leases 30,437 28,075 Deferred commissions, net of current portion 67,376 65,199 Deferred tax assets 4,857 4,850 Other assets 13,809 11,703 Total assets$585,713 $691,395 Liabilities and Stockholders’ Deficit Current liabilities Accounts payable$8,077 $6,655 Accrued expenses 21,662 18,483 Accrued compensation and related benefits 43,035 61,781 Deferred revenue 314,263 341,281 Debt 9,598 9,598 Operating lease liabilities 14,171 13,181 Other current liabilities 1,012 1,128 Total current liabilities 411,818 452,107 Long-term debt 226,429 231,228 Non-current operating lease liabilities 45,128 45,693 Deferred revenue, non-current 7,208 8,962 Other non-current liabilities 311 398 Total liabilities 690,894 738,388 Stockholders’ deficit Class A common stock—par value $0.0001; 500,000,000 shares authorized as of June 30, 2026 and December 31, 2025 and 43,504,355 and 43,408,828 shares issued as of June 30, 2026 and December 31, 2025, respectively 4 4 Class B common stock—par value $0.0001; 100,000,000 shares authorized as June 30, 2026 and December 31, 2025 and 31,087,385 and 31,088,085 shares issued as of June 30, 2026 and December 31, 2025, respectively 3 3 Treasury stock at cost, 2,795,084 and 542,288 shares as of June 30, 2026 and December 31, 2025, respectively (70,391) (16,935)Additional paid-in capital 623,090 617,318 Accumulated other comprehensive loss (33,624) (36,462)Accumulated deficit (624,263) (610,921)Total stockholders’ deficit (105,181) (46,993)Total liabilities and stockholders’ deficit$585,713 $691,395 APPIAN CORPORATIONCONSOLIDATED STATEMENTS OF OPERATIONS(unaudited, in thousands, except per share data) Three Months Ended June 30, Six months ended June 30, 2026 2025 2026 2025 Revenue Subscriptions$157,682 $132,657 $317,993 $267,009 Professional services 45,574 37,983 87,443 70,057 Total revenue 203,256 170,640 405,436 337,066 Cost of revenue Subscriptions 25,409 20,707 48,313 39,228 Professional services 33,104 28,247 64,611 53,766 Total cost of revenue 58,513 48,954 112,924 92,994 Gross profit 144,743 121,686 292,512 244,072 Operating expenses Sales and marketing 70,113 62,157 134,732 118,467 Research and development 47,305 42,655 93,629 84,485 General and administrative 32,765 27,858 66,435 52,938 Total operating expenses 150,183 132,670 294,796 255,890 Operating loss (5,440) (10,984) (2,284) (11,818)Other non-operating expense (income) Other expense (income), net 827 (17,564) 743 (23,280)Interest expense 3,780 5,319 7,952 10,637 Total other non-operating expense (income) 4,607 (12,245) 8,695 (12,643)(Loss) income before income taxes (10,047) 1,261 (10,979) 825 Income tax expense 1,770 1,573 2,363 2,314 Net loss$(11,817) $(312) $(13,342) $(1,489)Net loss per Class A and Class B share: Basic and diluted$(0.16) $(0.00) $(0.18) $(0.02)Weighted average common shares outstanding: Basic and diluted 72,896 74,202 73,348 74,148 APPIAN CORPORATIONCONSOLIDATED STATEMENTS OF CASH FLOWS(unaudited, in thousands) Six Months Ended June 30, 2026 2025 Cash flows from operating activities Net loss$(13,342) $(1,489)Adjustments to reconcile net loss to net cash provided by operating activities Stock-based compensation 22,449 20,732 Depreciation expense and amortization of intangible assets 4,780 4,970 Bad debt expense 634 550 Amortization of debt issuance costs 300 300 Benefit for deferred income taxes (68) (689)Foreign currency transaction losses (gains), net 3,372 (20,659)Changes in assets and liabilities Accounts receivable 82,946 49,720 Prepaid expenses and other assets 6,991 10,174 Deferred commissions (5,037) 3,228 Accounts payable and accrued expenses 4,298 7,559 Accrued compensation and related benefits (17,348) (3,811)Other current and non-current liabilities (538) (277)Deferred revenue (26,590) (25,611)Operating lease assets and liabilities, net (1,938) (1,671)Net cash provided by operating activities 60,909 43,026 Cash flows from investing activities Proceeds from maturities of investments 49,079 27,985 Purchases of investments (44,866) (59,281)Purchases of property and equipment (2,491) (1,797)Net cash provided by (used by) investing activities 1,722 (33,093)Cash flows from financing activities Debt repayments (5,000) (5,000)Repurchases of common stock (65,736) (10,000)Payments for employee taxes related to the net share settlement of equity awards (6,395) (4,469)Proceeds from exercise of common stock options 876 504 Net cash used by financing activities (76,255) (18,965)Effect of foreign exchange rate changes on cash and cash equivalents (1,075) 2,687 Net decrease in cash and cash equivalents (14,699) (6,345)Cash and cash equivalents at beginning of period 135,810 118,552 Cash and cash equivalents at end of period$121,111 $112,207 Supplemental disclosure of cash flow information: Cash paid for interest$7,338 $10,023 Cash paid for income taxes$2,542 $1,997 Supplemental disclosure of non-cash investing and financing information: Accrued capital expenditures$408 $54 Operating lease liabilities arising from obtaining right-of-use assets$5,370 $— APPIAN CORPORATIONRECONCILIATION OF GAAP MEASURES TO NON-GAAP MEASURES(unaudited, in thousands, except per share data) GAAP
Measure Stock-Based
Compensation Litigation
Expense JPI
Amortization Lease
Impairment
and Lease-
Related
Charges Unrealized
Foreign
Exchange Rate
Gains and
Losses Non-GAAP
MeasureThree Months Ended June 30, 2026Subscriptions cost of revenue$25,409 $(497) $— $— $— $— $24,912 Professional services cost of revenue 33,104 (1,520) — — — — 31,584 Total cost of revenue 58,513 (2,017) — — — — 56,496 Sales and marketing expense 70,113 (1,963) — — — — 68,150 Research and development expense 47,305 (3,382) — — — — 43,923 General and administrative expense 32,765 (3,198) (6,293) (1,957) (279) — 21,038 Total operating expense 150,183 (8,543) (6,293) (1,957) (279) — 133,111 Operating (loss) income (5,440) 10,560 6,293 1,957 279 — 13,649 Non-operating expense (income) 827 — — — — (2,523) (1,696)Income tax impact of above items 1,770 504 — — — 95 2,369 Net (loss) income (11,817) 10,056 6,293 1,957 279 2,428 9,196 Net (loss) income per share, basic$(0.16) $0.14 $0.09 $0.03 $— $0.03 $0.13 Net (loss) income per share, diluted(a)$(0.16) $0.14 $0.09 $0.03 $— $0.03 $0.13 Three Months Ended June 30, 2025 Subscriptions cost of revenue$20,707 $(418) $— $— $— $— $20,289 Professional services cost of revenue 28,247 (1,400) — — — — 26,847 Total cost of revenue 48,954 (1,818) — — — — 47,136 Sales and marketing expense 62,157 (2,087) — — — — 60,070 Research and development expense 42,655 (3,357) — — — — 39,298 General and administrative expense 27,858 (3,431) (2,482) (3,118) (297) — 18,530 Total operating expense 132,670 (8,875) (2,482) (3,118) (297) — 117,898 Operating (loss) income (10,984) 10,693 2,482 3,118 297 — 5,606 Non-operating (income) expense (17,564) — — — — 16,754 (810)Income tax impact of above items 1,573 295 — — — (1,059) 809 Net (loss) income (312) 10,398 2,482 3,118 297 (15,695) 288 Net (loss) income per share, basic$(0.00) $0.14 $0.03 $0.04 $— $(0.21) $0.00 Net (loss) income per share, diluted(a)$(0.00) $0.14 $0.03 $0.04 $— $(0.21) $0.00 (a) Accounts for the impact of 0.4 million shares of dilutive securities.
GAAP
Measure Stock-Based
Compensation Litigation
Expense JPI
Amortization Lease
Impairment
and Lease-
Related
Charges Unrealized
Foreign
Exchange Rate
Gains and
Losses Non-GAAP
MeasureSix months ended June 30, 2026Subscriptions cost of revenue$48,313 $(1,056) $— $— $— $— $47,257 Professional services cost of revenue 64,611 (3,158) — — — — 61,453 Total cost of revenue 112,924 (4,214) — — — — 108,710 Sales and marketing expense 134,732 (4,366) — — — — 130,366 Research and development expense 93,629 (7,117) — — — — 86,512 General and administrative expense 66,435 (6,752) (13,241) (4,012) (581) — 41,849 Total operating expense 294,796 (18,235) (13,241) (4,012) (581) — 258,727 Operating (loss) income (2,284) 22,449 13,241 4,012 581 — 37,999 Non-operating expense (income) 743 — — — — (3,371) (2,628)Income tax impact of above items 2,363 1,011 — — — 294 3,668 Net (loss) income (13,342) 21,438 13,241 4,012 581 3,077 29,007 Net (loss) income per share, basic(c)$(0.18) $0.29 $0.18 $0.05 $0.01 $0.04 $0.40 Net (loss) income per share, diluted(a)$(0.18) $0.29 $0.18 $0.05 $0.01 $0.04 $0.39 Six months ended June 30, 2025 Subscriptions cost of revenue$39,228 $(916) $— $— $— $— $38,312 Professional services cost of revenue 53,766 (2,856) — — — — 50,910 Total cost of revenue 92,994 (3,772) — — — — 89,222 Sales and marketing expense 118,467 (4,333) — — — — 114,134 Research and development expense 84,485 (6,371) — — — — 78,114 General and administrative expense 52,938 (6,256) (4,194) (6,202) (609) — 35,677 Total operating expense 255,890 (16,960) (4,194) (6,202) (609) — 227,925 Operating (loss) income (11,818) 20,732 4,194 6,202 609 — 19,919 Non-operating (income) expense (23,280) — — — — 20,770 (2,510)Income tax impact of above items 2,314 750 — — — (1,326) 1,738 Net (loss) income (1,489) 19,982 4,194 6,202 609 (19,444) 10,054 Net (loss) income per share, basic$(0.02) $0.27 $0.06 $0.08 $0.01 $(0.26) $0.14 Net (loss) income per share, diluted(b,c)$(0.02) $0.27 $0.06 $0.08 $0.01 $(0.26) $0.13 (a) Accounts for the impact of 0.5 million shares of dilutive securities.
(b) Accounts for the impact of 0.4 million shares of dilutive securities.
(c) Per share amounts do not foot due to rounding.
Three months ended June 30, Six months ended June 30, 2026 2025 2026 2025 Reconciliation of adjusted EBITDA: GAAP net loss$(11,817) $(312) $(13,342) $(1,489)Other expense (income), net 827 (17,564) 743 (23,280)Interest expense 3,780 5,319 7,952 10,637 Income tax expense 1,770 1,573 2,363 2,314 Depreciation expense and amortization of intangible assets 2,507 2,524 4,780 4,970 Stock-based compensation expense 10,560 10,693 22,449 20,732 Litigation Expense 6,293 2,482 13,241 4,194 JPI Amortization 1,957 3,118 4,012 6,202 Lease Impairment and Lease-Related Charges 279 297 581 609 Adjusted EBITDA$16,156 $8,130 $42,779 $24,889 _________________________
1 https://register-conf.media-server.com/register/BI28813a37ca7a432497f0bb1cdcef1e12
Marriott Vacations Worldwide ve 2. čtvrtletí zvýšila kontraktační prodeje o 22 % na 545 mil. USD a čistý zisk na 77 mil. USD. Firma zároveň zvýšila celoroční výhled.
ORLANDO, Fla.--(BUSINESS WIRE)--Marriott Vacations Worldwide Corporation (NYSE: VAC) (“MVW,” the “Company,” “we” or “our”) reported financial results for the second quarter of 2026.
Second Quarter 2026 Highlights
Contract sales increased 22% year over year to $545 million in the quarter. Net income attributable to common stockholders was $77 million compared to $69 million in the prior year and diluted earnings per share was $2.12 compared to $1.77 in the prior year. Adjusted net income attributable to common stockholders increased 9% to $84 million and adjusted diluted earnings per share increased 18% to $2.31. Adjusted EBITDA increased to $215 million compared to $203 million in the prior year. The Company raises its full-year Contract Sales, Adjusted EBITDA and Adjusted Free Cash Flow guidance. “Our second quarter results demonstrate the strong progress we have made this year, with VPG improving 23% year over year and contract sales growing 22%. This was driven by the power of our brands, our strategy, and the execution by our associates,” said Matt Avril, Chief Executive Officer. “Our raised guidance reflects our focus on driving continued contract sales growth and increasing Adjusted EBITDA. We also remain committed to delivering best-in-class hospitality experiences for our owners, members, and guests.”
In the tables that follow “*” denotes Non-GAAP Financial Measures. Please see page A-17 for additional information about our reasons for providing these alternative financial measures and limitations on their use. Additionally, in the tables below “†” denotes prior year amounts that have been reclassified to conform with our current year presentation and “NM” means not meaningful.
Vacation Ownership
Three Months Ended
Change
(In millions, except volume per guest (“VPG”) and tours)
June 30, 2026
June 30, 2025
Revenues excluding cost reimbursements
$
853
$
775
10
%
Contract sales
$
545
$
445
22
%
VPG
$
4,477
$
3,631
23
%
Tours
112,721
114,402
(1
%)
Segment financial results attributable to common stockholders†
$
219
$
197
12
%
Segment margin†
25.7%
25.4%
30 bps
Segment Adjusted EBITDA*
$
246
$
231
7
%
Segment Adjusted EBITDA margin*
28.9%
29.8%
(90 bps)
Contract sales increased 22% compared to the prior year. VPG increased 23% year over year driven by higher average transaction size from product and operational enhancements. Tours in North America increased 3% year over year. The 1% decline in reported tours was attributable to the Company’s purposeful actions to prioritize higher profitability and cash flow in the Asia‑Pacific region.
Segment Adjusted EBITDA increased primarily due to higher contract sales. Segment Adjusted EBITDA margin declined primarily due to higher marketing and sales costs and higher unsold maintenance fee expense, partially offset by lower product cost as a percentage of sale of vacation ownership products.
Exchange & Third-Party Management
(In millions, except total active Interval International members and average revenue per member)
Three Months Ended
Change
June 30, 2026
June 30, 2025
Revenues excluding cost reimbursements
$
50
$
51
(2
%)
Total active Interval International members (000's)(1)
1,475
1,507
(2
%)
Average revenue per Interval International member
$
36.83
$
37.40
(2
%)
Segment financial results attributable to common stockholders
$
17
$
16
2
%
Segment margin†
33.1%
32.0%
110 bps
Segment Adjusted EBITDA*
$
22
$
23
(7
%)
Segment Adjusted EBITDA margin*
43.3%
45.9%
(260 bps)
(1) Includes members at the end of each period.
Corporate and Other
General and administrative costs increased $1 million in the second quarter compared to the prior year due to higher variable compensation, partly offset by other operational savings.
Balance Sheet and Liquidity
The Company ended the quarter with $928 million in liquidity, including $211 million of cash and cash equivalents and $650 million of available capacity under its revolving corporate credit facility. The Company had $3.1 billion of corporate debt and $2.4 billion of non-recourse debt related to its securitized vacation ownership notes receivable at the end of the second quarter.
The Company’s net corporate leverage ratio declined to 4.0 times in the second quarter compared to 4.2 times at the end of the first quarter.
The Company also had $902 million of inventory at the end of the quarter, including $229 million classified as a component of Property and equipment.
Full Year 2026 Outlook
During the first quarter of 2026, the Company began including interest expense associated with its warehouse credit facility borrowings as a component of consumer financing interest expense. In the second quarter of 2026, interest expense on warehouse credit facility borrowings was $2 million.
The Company provides full year 2026 guidance as reflected in the chart below.
(in millions, except per share amounts)
Current
2026 Guidance
Previous
2026 Guidance
Contract sales
$2,080
to
$2,115
$1,815
to
$1,885
Adjusted EBITDA*
$805
to
$830
$755
to
$780
Adjusted net income attributable to common stockholders*
$300
to
$330
$255
to
$285
Adjusted earnings per share - diluted*
$8.25
to
$9.05
$7.05
to
$7.80
Adjusted free cash flow*
$410
to
$460
$375
to
$425
The guidance provided above excludes impacts from certain asset sales, foreign currency changes, restructuring costs, litigation charges, modernization costs, transaction and integration costs, and impairments, each of which the Company cannot forecast with sufficient accuracy to factor them into the guidance provided above and without unreasonable efforts, and which may be significant. As a result, the full year 2026 outlook is presented only on a non-GAAP basis and is not reconciled to the most comparable GAAP measures. Where one or more of the currently unavailable items is applicable, some items could be material, individually or in the aggregate, to GAAP reported results.
The Company’s 2026 guidance is based on the following supplemental estimates:
($ in millions)
Current
2026 Guidance
Previous
2026 Guidance
Interest expense, net
$178
to
$174
$184
to
$179
Depreciation and amortization
$140
to
$138
$150
to
$148
Tax rate used to calculate adjusted net income attributable to common stockholders
31%
to
29%
31%
to
29%
Non-GAAP Financial Information
Non-GAAP Financial Measures are reconciled and adjustments are shown and described in further detail in the Financial Schedules that follow. Please see page A-17 for additional information about our reasons for providing these alternative financial measures and limitations on their use. In addition to the foregoing Non-GAAP Financial Measures, we present certain key metrics as performance measures which are further described in our most recent Annual Report on Form 10-K, and which may be updated in our periodic filings with the U.S. Securities and Exchange Commission.
Second Quarter 2026 Financial Results Conference Call
The Company will hold a conference call on August 6, 2026, at 8:30 a.m. ET to discuss these financial results and provide an update on business conditions. Participants may access the call by dialing (888) 396-8049 or (201) 689-8341 for international callers. A live webcast of the call will also be available in the Investor Relations section of the Company's website at ir.mvwc.com. An audio replay of the conference call will be available for 30 days on the Company’s website.
About Marriott Vacations Worldwide Corporation
Marriott Vacations Worldwide Corporation is a leading global vacation company that offers vacation ownership, exchange, rental and resort and property management, along with related businesses, products, and services. The Company has 120 vacation ownership resorts and approximately 700,000 owner families in a diverse portfolio that includes some of the most iconic vacation ownership brands. The Company also operates an exchange network and membership programs comprised of more than 3,200 affiliated resorts in over 90 countries and territories, and provides management services to other resorts and lodging properties. As a leader and innovator in the vacation industry, the Company upholds the highest standards of excellence in serving its customers, investors and associates while maintaining exclusive, long-term relationships with Marriott International, Inc. and an affiliate of Hyatt Hotels Corporation for the development, sales and marketing of vacation ownership products and services. For more information, please visit www.marriottvacationsworldwide.com.
The Company routinely posts important information, including news releases, announcements and other statements about its business and results of operations, that may be deemed material to investors on the Investor Relations section of the Company’s website, www.marriottvacationsworldwide.com. The Company uses its website as a means of disclosing material, nonpublic information and for complying with the Company’s disclosure obligations under Regulation FD. Investors should monitor the Investor Relations section of the Company’s website in addition to following the Company’s press releases, filings with the SEC, public conference calls and webcasts.
Note on forward-looking statements
This press release and accompanying schedules contain “forward-looking statements” within the meaning of federal securities laws, including statements about expectations, plans, objectives, outlook and prospects for future performance and growth; expected asset dispositions; and its full year 2026 outlook and guidance for contract sales, results of operations and cash flows.
Forward-looking statements include all statements that are not historical facts and can be identified by the use of forward-looking terminology such as the words “believe,” “expect,” “plan,” “intend,” “anticipate,” “estimate,” “predict,” “potential,” “continue,” “may,” “might,” “should,” “could” or the negative of these terms or similar expressions. The Company cautions you that these statements are not guarantees of future performance and are subject to numerous and evolving risks and uncertainties that we may not be able to predict or assess, such as: uncertainty in the current global macroeconomic environment created by rapid governmental policy and regulatory changes, including those affecting international trade or travel; future health crises and related governmental responses and their potential adverse effects; variations in demand for vacation ownership and exchange products and services; failure of vendors and other third parties to timely comply with their contractual obligations; worker absenteeism; our ability to attract and retain our global workforce; price inflation; difficulties associated with implementing new or maintaining existing technologies; the ability to integrate artificial intelligence (“AI”) technologies successfully while managing and mitigating related operational, legal, intellectual property, data security and reputational risks; changes in privacy and other laws and regulations affecting our business; instability, disruptions, or distress in the banking system or financial institutions; impacts of severe weather events, climate conditions or natural or man-made disasters; delinquency and default rates in our financing business; global supply chain disruptions; volatility in the international and national economies and credit markets; the impacts of ongoing global conflicts and related sanctions or geopolitical measures; competitive conditions; the availability of capital to finance growth; the impact of changes in interest rates; the effects of steps we have taken and may continue to take to reduce operating costs and accelerate growth and profitability; political or social strife; and other matters referred to under the heading “Risk Factors” in our most recent Annual Report on Form 10-K, and which may be updated in our future periodic filings with the U.S. Securities and Exchange Commission.
All forward-looking statements in this press release are made as of the date of this press release and the Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise, except as required by law. There may be other risks and uncertainties that we cannot predict at this time or that we currently do not expect will have a material adverse effect on our financial position, results of operations or cash flows. Any such risks could cause our results to differ materially from those we express in forward-looking statements.
Summary Financial Information and Adjusted EBITDA by Segment
A-1
Interim Consolidated Statements of Income
A-2
Adjusted Net Income Attributable to Common Stockholders
Adjusted Earnings Per Share - Diluted
A-3
Adjusted EBITDA
A-4
Segment Adjusted EBITDA
Vacation Ownership
A-5
Exchange & Third-Party Management
Contract Sales to Development Profit
A-6
Supplemental Information
A-7
to
A-10
Interim Consolidated Balance Sheets
A-11
Interim Consolidated Statements of Cash Flows
A-12
Free Cash Flow and Adjusted Free Cash Flow
A-14
2026 Outlook - Adjusted Free Cash Flow
A-15
Quarterly Operating Metrics
A-16
Non-GAAP Financial Measures
A-17
A-1
MARRIOTT VACATIONS WORLDWIDE CORPORATION
SUMMARY FINANCIAL INFORMATION
(In millions, except per share amounts)
(Unaudited)
Three Months Ended
Change %
Six Months Ended
Change %
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
GAAP Measures
Revenues
$
1,320
$
1,246
6%
$
2,577
$
2,446
5%
Revenues excluding cost reimbursements
$
920
$
839
10%
$
1,747
$
1,666
5%
Income before income taxes and noncontrolling interests
$
114
$
94
21%
$
159
$
196
(19%)
Net income attributable to common stockholders
$
77
$
69
11%
$
99
$
125
(21%)
Diluted shares
38.2
41.7
(8%)
38.0
41.9
(9%)
Earnings per share - diluted
$
2.12
$
1.77
20%
$
2.82
$
3.23
(13%)
Non-GAAP Measures*
Adjusted EBITDA
$
215
$
203
6%
$
376
$
395
(5%)
Adjusted pretax income
$
126
$
110
14%
$
198
$
216
(9%)
Adjusted net income attributable to common stockholders
$
84
$
77
9%
$
127
$
142
(10%)
Adjusted earnings per share - diluted
$
2.31
$
1.96
18%
$
3.56
$
3.62
(2%)
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
A-2
MARRIOTT VACATIONS WORLDWIDE CORPORATION
INTERIM CONSOLIDATED STATEMENTS OF INCOME
(In millions, except per share amounts)
(Unaudited)
Three Months Ended
Six Months Ended
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
REVENUES
Sale of vacation ownership products
$
430
$
370
$
773
$
725
Management and exchange
225
219
441
434
Rental
173
160
349
329
Financing
92
90
184
178
Cost reimbursements
400
407
830
780
TOTAL REVENUES
1,320
1,246
2,577
2,446
EXPENSES
Cost of vacation ownership products
43
41
89
83
Marketing and sales
281
237
523
471
Management and exchange
121
121
241
238
Rental
140
125
280
248
Financing
42
37
83
73
Royalty fee
29
28
57
56
General and administrative
62
61
126
122
Depreciation and amortization
32
38
66
76
Litigation charges
(1
)
5
1
12
Modernization†
10
34
26
44
Restructuring†
—
—
6
—
Impairment†
—
—
—
2
Cost reimbursements
400
407
830
780
TOTAL EXPENSES
1,159
1,134
2,328
2,205
(Losses) gains and other (expense) income, net
(4
)
24
(2
)
37
Interest expense, net
(43
)
(42
)
(87
)
(82
)
Other
—
—
(1
)
—
INCOME BEFORE INCOME TAXES AND NONCONTROLLING INTERESTS
114
94
159
196
Provision for income taxes
(37
)
(25
)
(60
)
(70
)
NET INCOME
77
69
99
126
Net income attributable to noncontrolling interests
—
—
—
(1
)
NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS
$
77
$
69
$
99
$
125
EARNINGS PER SHARE ATTRIBUTABLE TO COMMON STOCKHOLDERS
Basic shares
34.8
34.9
34.7
35.0
Basic
$
2.21
$
1.98
$
2.86
$
3.59
Diluted shares
38.2
41.7
38.0
41.9
Diluted
$
2.12
$
1.77
$
2.82
$
3.23
† Prior year amounts have been reclassified to conform with our current year presentation. Please see “Non-GAAP Financial Measures” for additional information.
A-3
MARRIOTT VACATIONS WORLDWIDE CORPORATION
ADJUSTED NET INCOME ATTRIBUTABLE TO COMMON STOCKHOLDERS AND
ADJUSTED EARNINGS PER SHARE - DILUTED
(In millions, except per share amounts)
(Unaudited)
Three Months Ended
Six Months Ended
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
Net income attributable to common stockholders
$
77
$
69
$
99
$
125
Provision for income taxes
37
25
60
70
Income before income taxes attributable to common stockholders
114
94
159
195
Certain items:
Loss (gain) on disposition of hotel, land, and other
1
—
(2
)
—
Foreign currency
2
(18
)
5
(21
)
Insurance proceeds
—
(1
)
—
(8
)
Change in indemnification asset
2
(3
)
5
(3
)
Change in estimates relating to pre-acquisition contingencies
—
—
(4
)
(2
)
Other
(1
)
(2
)
(2
)
(3
)
Losses (gains) and other expense (income), net
4
(24
)
2
(37
)
Litigation charges
(1
)
5
1
12
Modernization†
10
34
26
44
Restructuring†
—
—
6
—
Impairment†
—
—
—
2
Other
(1
)
1
4
—
Adjusted pretax income*
126
110
198
216
Provision for income taxes
(42
)
(33
)
(71
)
(74
)
Adjusted net income attributable to common stockholders*
$
84
$
77
$
127
$
142
Diluted shares
38.2
41.7
38.0
41.9
Adjusted earnings per share - Diluted*
$
2.31
$
1.96
$
3.56
$
3.62
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
† Prior year amounts have been reclassified to conform with our current year presentation. Please see “Non-GAAP Financial Measures” for additional information.
A-4
MARRIOTT VACATIONS WORLDWIDE CORPORATION
ADJUSTED EBITDA
(In millions)
(Unaudited)
Three Months Ended
Six Months Ended
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
Net income attributable to common stockholders
$
77
$
69
$
99
$
125
Interest expense, net
43
42
87
82
Provision for income taxes
37
25
60
70
Depreciation and amortization
32
38
66
76
Share-based compensation
12
12
22
19
Amortization of cloud computing software implementation costs
2
1
3
2
Certain items:
Loss (gain) on disposition of hotel, land, and other
1
—
(2
)
—
Foreign currency
2
(18
)
5
(21
)
Insurance proceeds
—
(1
)
—
(8
)
Change in indemnification asset
2
(3
)
5
(3
)
Change in estimates relating to pre-acquisition contingencies
—
—
(4
)
(2
)
Other
(1
)
(2
)
(2
)
(3
)
Losses (gains) and other expense (income), net
4
(24
)
2
(37
)
Litigation charges
(1
)
5
1
12
Modernization†
10
34
26
44
Restructuring†
—
—
6
—
Impairment†
—
—
—
2
Other
(1
)
1
4
—
Adjusted EBITDA*
$
215
$
203
$
376
$
395
Adjusted EBITDA Margin*
23.4%
24.3%
21.5%
23.7%
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
† Prior year amounts have been reclassified to conform with our current year presentation. Please see “Non-GAAP Financial Measures” for additional information.
A-5
MARRIOTT VACATIONS WORLDWIDE CORPORATION
(In millions)
(Unaudited)
VACATION OWNERSHIP SEGMENT ADJUSTED EBITDA
Three Months Ended
Six Months Ended
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
Segment financial results attributable to common stockholders†
$
219
$
197
$
386
$
395
Depreciation and amortization
22
28
46
54
Share-based compensation
2
3
4
4
Amortization of cloud computing software implementation costs
2
1
3
2
Certain items:
Loss (gain) on disposition of hotel, land, and other
1
—
(2
)
—
Insurance proceeds
—
—
—
(7
)
Change in estimates relating to pre-acquisition contingencies
Segment financial results attributable to common stockholders
$
17
$
16
$
36
$
34
Depreciation and amortization
5
7
10
14
Share-based compensation
—
—
1
1
Certain items:
Impairment†
—
—
—
2
Other
—
—
(1
)
—
Segment Adjusted EBITDA*
$
22
$
23
$
46
$
51
Segment Adjusted EBITDA Margin*
43.3%
45.9%
44.1%
47.5%
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
† Prior year amounts have been reclassified to conform with our current year presentation. Please see “Non-GAAP Financial Measures” for additional information.
A-6
MARRIOTT VACATIONS WORLDWIDE CORPORATION
CONTRACT SALES TO DEVELOPMENT PROFIT
(In millions)
(Unaudited)
Three Months Ended
Six Months Ended
June 30, 2026
June 30, 2025
June 30, 2026
June 30, 2025
Contract sales
$
545
$
445
$
956
$
865
Less resales contract sales
(10
)
(7
)
(16
)
(16
)
Contract sales, net of resales
535
438
940
849
Plus:
Settlement revenue
12
11
22
20
Resales revenue
4
5
6
9
Revenue recognition adjustments:
Reportability
(20
)
2
(22
)
7
Sales reserve
(72
)
(58
)
(122
)
(108
)
Other(1)
(29
)
(28
)
(51
)
(52
)
Sale of vacation ownership products
430
370
773
725
Less:
Cost of vacation ownership products
(43
)
(41
)
(89
)
(83
)
Marketing and sales
(281
)
(237
)
(523
)
(471
)
Development Profit
$
106
$
92
161
171
Development Profit Margin
24.6%
24.7%
20.8%
23.5%
(1) Adjustment for sales incentives that will not be recognized as Sale of vacation ownership products revenue and other adjustments to Sale of vacation ownership products revenue.
A-7
MARRIOTT VACATIONS WORLDWIDE CORPORATION
SUPPLEMENTAL INFORMATION
(In millions and Unaudited)
Three Months Ended
June 30, 2026
June 30, 2025
Change
DEVELOPMENT PROFIT
Sale of vacation ownership products revenue
$
430
$
370
16%
Cost of vacation ownership products expense
(43
)
(41
)
(2%)
Marketing and sales expense
(281
)
(237
)
(19%)
Development Profit
106
92
16%
Development Profit Margin
24.6%
24.7%
(10 bps)
MANAGEMENT AND EXCHANGE PROFIT
Vacation Ownership Segment
166
165
1%
Exchange & Third-Party Management Segment
42
41
2%
Corporate and Other(1)
17
13
31%
Management and Exchange Revenue
225
219
3%
Vacation Ownership Segment
(73
)
(76
)
3%
Exchange & Third-Party Management Segment
(28
)
(29
)
1%
Corporate and Other(1)
(20
)
(16
)
(21%)
Management and Exchange Expense
(121
)
(121
)
(1%)
Management and Exchange Profit
104
98
6%
Management and Exchange Profit Margin
46.1%
44.9%
120 bps
RENTAL PROFIT
Vacation Ownership Segment
165
150
9%
Exchange & Third-Party Management Segment
8
10
(16%)
Corporate and Other(1)
—
—
NM
Rental Revenue
173
160
7%
Vacation Ownership Segment
(143
)
(129
)
(11%)
Exchange & Third-Party Management Segment
—
—
NM
Corporate and Other(1)
3
4
(19%)
Rental Expense
(140
)
(125
)
(11%)
Rental Profit
33
35
(7%)
Rental Profit Margin
19.4%
22.3%
(290 bps)
FINANCING PROFIT
Financing Revenue
92
90
3%
Financing Expense
(42
)
(37
)
(14%)
Financing Profit
50
53
(5%)
Financing Profit Margin
54.3%
58.8%
(450 bps)
OTHER
General and administrative
(62
)
(61
)
(3%)
Royalty fee
(29
)
(28
)
—%
Other(2)
13
14
(14%)
ADJUSTED EBITDA*
$
215
$
203
6%
Adjusted EBITDA Margin
23.4%
24.3%
(90 bps)
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
(1) Amounts included in Corporate and other represent the impact of the consolidation of certain owners’ associations under the Financial Accounting Standards Board Accounting Standard Codification Topic 810, “Consolidation,” and represents the portion attributable to individual or third-party vacation ownership interest owners.
(2) Includes share-based compensation, amortization of cloud computing software implementation costs, net income or loss attributable to noncontrolling interests, and other.
NM = Not meaningful
A-8
MARRIOTT VACATIONS WORLDWIDE CORPORATION
SUPPLEMENTAL INFORMATION
(In millions and Unaudited)
Six Months Ended
June 30, 2026
June 30, 2025
Change
DEVELOPMENT PROFIT
Sale of vacation ownership products revenue
$
773
$
725
7%
Cost of vacation ownership products expense
(89
)
(83
)
(6%)
Marketing and sales expense
(523
)
(471
)
(11%)
Development Profit
161
171
(5%)
Development Profit Margin
20.8%
23.5%
(270 bps)
MANAGEMENT AND EXCHANGE PROFIT
Vacation Ownership Segment
322
320
1%
Exchange & Third-Party Management Segment
86
87
(2%)
Corporate and Other(1)
33
27
20%
Management and Exchange Revenue
441
434
1%
Vacation Ownership Segment
(145
)
(148
)
2%
Exchange & Third-Party Management Segment
(58
)
(58
)
—%
Corporate and Other(1)
(38
)
(32
)
(18%)
Management and Exchange Expense
(241
)
(238
)
(1%)
Management and Exchange Profit
200
196
2%
Management and Exchange Profit Margin
45.4%
45.3%
10 bps
RENTAL PROFIT
Vacation Ownership Segment
332
309
7%
Exchange & Third-Party Management Segment
17
20
(14%)
Corporate and Other(1)
—
—
NM
Rental Revenue
349
329
6%
Vacation Ownership Segment
(286
)
(255
)
(12%)
Exchange & Third-Party Management Segment
—
—
NM
Corporate and Other(1)
6
7
(14%)
Rental Expense
(280
)
(248
)
(13%)
Rental Profit
69
81
(15%)
Rental Profit Margin
19.8%
24.7%
(490 bps)
FINANCING PROFIT
Financing Revenue
184
178
4%
Financing Expense
(83
)
(73
)
(14%)
Financing Profit
101
105
(3%)
Financing Profit Margin
55.0%
59.0%
(400 bps)
OTHER
General and administrative
(126
)
(122
)
(4%)
Royalty fee
(57
)
(56
)
(1%)
Other(2)
28
20
37%
ADJUSTED EBITDA*
$
376
$
395
(5%)
Adjusted EBITDA Margin
21.5%
23.7%
(220 bps)
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
(1) Amounts included in Corporate and other represent the impact of the consolidation of certain owners’ associations under the Financial Accounting Standards Board Accounting Standard Codification Topic 810, “Consolidation,” and represents the portion attributable to individual or third-party vacation ownership interest owners.
(2) Includes share-based compensation, amortization of cloud computing software implementation costs, net income or loss attributable to noncontrolling interests, and other.
NM = Not meaningful
A-9
MARRIOTT VACATIONS WORLDWIDE CORPORATION
SUPPLEMENTAL INFORMATION - MANAGEMENT AND EXCHANGE REVENUE
(In millions and Unaudited)
Three Months Ended
June 30, 2026
June 30, 2025
Change
ANCILLARY REVENUE
Vacation Ownership Segment
$
74
$
75
(2%)
Exchange & Third-Party Management Segment
1
1
16%
Corporate and Other(1)
—
—
NM
Ancillary Revenue
75
76
(1%)
MANAGEMENT FEE REVENUE
Vacation Ownership Segment
56
55
1%
Exchange & Third-Party Management Segment
2
1
84%
Corporate and Other(1)
—
—
NM
Management Fee Revenue
58
56
3%
EXCHANGE AND OTHER SERVICES REVENUE
Vacation Ownership Segment
36
35
5%
Exchange & Third-Party Management Segment
39
39
(1%)
Corporate and Other(1)
17
13
29%
Exchange and Other Services Revenue
92
87
6%
TOTAL MANAGEMENT AND EXCHANGE REVENUE
$
225
$
219
3%
(1) Amounts included in Corporate and other represent the impact of the consolidation of certain owners’ associations under the Financial Accounting Standards Board Accounting Standard Codification Topic 810, “Consolidation,” and represents the portion attributable to individual or third-party vacation ownership interest owners.
A-10
MARRIOTT VACATIONS WORLDWIDE CORPORATION
SUPPLEMENTAL INFORMATION - MANAGEMENT AND EXCHANGE REVENUE
(In millions and Unaudited)
Six Months Ended
June 30, 2026
June 30, 2025
Change
ANCILLARY REVENUE
Vacation Ownership Segment
$
139
$
140
(1%)
Exchange & Third-Party Management Segment
2
2
8%
Corporate and Other(1)
—
—
NM
Ancillary Revenue
141
142
(1%)
MANAGEMENT FEE REVENUE
Vacation Ownership Segment
112
110
1%
Exchange & Third-Party Management Segment
4
4
(9%)
Corporate and Other(1)
(1
)
(1
)
(1%)
Management Fee Revenue
115
113
1%
EXCHANGE AND OTHER SERVICES REVENUE
Vacation Ownership Segment
71
70
3%
Exchange & Third-Party Management Segment
80
81
(2%)
Corporate and Other(1)
34
28
19%
Exchange and Other Services Revenue
185
179
4%
TOTAL MANAGEMENT AND EXCHANGE REVENUE
$
441
$
434
1%
(1) Amounts included in Corporate and other represent the impact of the consolidation of certain owners’ associations under the Financial Accounting Standards Board Accounting Standard Codification Topic 810, “Consolidation,” and represents the portion attributable to individual or third-party vacation ownership interest owners.
A-11
MARRIOTT VACATIONS WORLDWIDE CORPORATION
INTERIM CONSOLIDATED BALANCE SHEETS
(In millions, except share and per share data)
Unaudited
June 30, 2026
December 31,
2025
ASSETS
Cash and cash equivalents
$
211
$
406
Restricted cash (including $87 and $81 from VIEs, respectively)
302
327
Accounts and contracts receivable, net (including $17 and $15 from VIEs, respectively)
428
428
Vacation ownership notes receivable, net (including $2,082 and $1,900 from VIEs, respectively)
2,587
2,565
Inventory
673
692
Property and equipment, net(1)
940
950
Goodwill
2,958
2,958
Intangibles, net
681
711
Other (including $188 and $168 from VIEs, respectively)
699
720
TOTAL ASSETS
$
9,479
$
9,757
LIABILITIES AND EQUITY
Accounts payable
$
227
$
358
Advance deposits
166
163
Accrued liabilities (including $4 and $4 from VIEs, respectively)
372
376
Deferred revenue and other
416
371
Payroll and benefits liability
215
218
Deferred compensation liability
240
225
Securitized debt, net (including $2,381 and $2,173 from VIEs, respectively)
2,353
2,146
Debt, net
3,100
3,534
Other
119
142
Deferred taxes
214
231
TOTAL LIABILITIES
7,422
7,764
Preferred stock — $0.01 par value; 2,000,000 shares authorized; none issued or outstanding
—
—
Common stock — $0.01 par value; 100,000,000 shares authorized; 75,919,908 and 75,891,531 shares issued, respectively
1
1
Treasury stock — at cost; 41,525,622 and 41,767,498 shares, respectively
(2,413
)
(2,427
)
Additional paid-in capital
4,001
3,996
Accumulated other comprehensive loss
(10
)
(11
)
Retained earnings
478
434
TOTAL MVW STOCKHOLDERS' EQUITY
2,057
1,993
Noncontrolling interests
—
—
TOTAL EQUITY
2,057
1,993
TOTAL LIABILITIES AND EQUITY
$
9,479
$
9,757
The abbreviation VIEs above means Variable Interest Entities.
(1) Includes $229 million and $224 million at June 30, 2026, and December 31, 2025, respectively, of completed vacation ownership units which are classified as a component of Property and equipment, net until the time at which they are available and legally registered for sale as vacation ownership products.
A-12
MARRIOTT VACATIONS WORLDWIDE CORPORATION
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS
(In millions and unaudited)
Three Months Ended
June 30, 2026
June 30, 2025
OPERATING ACTIVITIES
Net income
$
99
$
126
Adjustments to reconcile net income to net cash, cash equivalents and restricted cash provided by (used in) operating activities:
Depreciation and amortization of intangibles
66
76
Amortization of debt discount and issuance costs
11
12
Vacation ownership notes and contracts receivable reserve
122
108
Share-based compensation
22
19
Impairment
—
2
Foreign currency remeasurement loss (gain)
5
(21
)
Deferred income taxes
(16
)
(4
)
Net change in assets and liabilities:
Accounts and contracts receivable
(3
)
8
Vacation ownership notes receivable originations
(512
)
(488
)
Vacation ownership notes receivable collections
371
341
Inventory
16
(1
)
Other assets
(17
)
(49
)
Accounts payable, advance deposits and accrued liabilities
(102
)
(108
)
Deferred revenue and other
46
42
Payroll and benefit liabilities
(3
)
(46
)
Deferred compensation liability
(5
)
(1
)
Other liabilities
(20
)
(7
)
Purchase and development of property for future transfer to inventory
—
(49
)
Other, net
(4
)
—
Net cash, cash equivalents and restricted cash provided by (used in) operating activities
76
(40
)
INVESTING ACTIVITIES
Proceeds from disposition of entity
50
—
Capital expenditures for property and equipment (excluding inventory)
(22
)
(34
)
Purchase of company owned life insurance
—
(10
)
Other dispositions, net
—
1
Net cash, cash equivalents and restricted cash provided by (used in) investing activities
28
(43
)
A-13
MARRIOTT VACATIONS WORLDWIDE CORPORATION
INTERIM CONSOLIDATED STATEMENTS OF CASH FLOWS (CONTINUED)
(In millions and unaudited)
Six Months Ended
June 30, 2026
June 30, 2025
FINANCING ACTIVITIES
Borrowings from securitization transactions
982
814
Repayment of debt related to securitization transactions
(774
)
(761
)
Proceeds from debt
1,410
805
Repayments of debt
(1,844
)
(699
)
Finance lease payment
(3
)
(3
)
Payment of debt and securitized debt issuance costs
(6
)
(12
)
Repurchase of common stock
—
(36
)
Payment of dividends
(82
)
(83
)
Payment of withholding taxes on vesting of restricted stock units
(6
)
(6
)
Net cash, cash equivalents and restricted cash (used in) provided by financing activities
(323
)
19
Effect of changes in exchange rates on cash, cash equivalents and restricted cash
(1
)
4
Change in cash, cash equivalents and restricted cash
(220
)
(60
)
Cash, cash equivalents and restricted cash, beginning of period
733
528
Cash, cash equivalents and restricted cash, end of period
$
513
$
468
A-14
MARRIOTT VACATIONS WORLDWIDE CORPORATION
FREE CASH FLOW AND ADJUSTED FREE CASH FLOW
(In millions and unaudited)
Six Months Ended
CASH FLOW
June 30, 2026
June 30, 2025
Cash, cash equivalents, and restricted cash provided by (used in) operating activities
$
76
$
(40
)
Capital expenditures for property and equipment (excluding inventory)
(22
)
(34
)
Borrowings from securitizations, net of repayments
208
53
Securitized debt issuance costs
(6
)
(7
)
Free cash flow*
256
(28
)
Adjustments:
Proceeds from Cancun disposition
50
—
Net change in borrowings available from the securitization of eligible vacation ownership notes receivable(1)
(160
)
(48
)
Other(2)
55
98
Adjusted free cash flow*
$
201
$
22
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use.
(1) Represents the net change in borrowings available from the securitization of eligible vacation ownership notes receivable compared to the prior year end.
(2) Includes the after-tax impact of Modernization costs, restructuring costs, and other, as well as the changes in restricted cash.
A-15
MARRIOTT VACATIONS WORLDWIDE CORPORATION
2026 ADJUSTED FREE CASH FLOW OUTLOOK
(In millions)
Current
Fiscal Year 2026 Guidance
Previous
Fiscal Year 2026 Guidance
Low
High
Low
High
Adjusted EBITDA*
$
805
$
830
$
755
$
780
Cash interest
(170
)
(165
)
(170
)
(165
)
Cash taxes
(150
)
(160
)
(115
)
(120
)
Corporate capital expenditures
(60
)
(70
)
(65
)
(80
)
Inventory
20
30
—
15
Financing activity and other
(35
)
(5
)
(30
)
(5
)
Adjusted free cash flow*
$
410
$
460
$
375
$
425
The guidance provided above excludes impacts from certain asset sales, foreign currency changes, restructuring costs, litigation charges, modernization costs, transaction and integration costs, and impairments, each of which the Company cannot forecast with sufficient accuracy to factor them into the guidance provided above and without unreasonable efforts, and which may be significant. As a result, the full year 2026 adjusted free cash flow outlook is presented only on a non-GAAP basis and is not reconciled to the most comparable GAAP measures. Where one or more of the currently unavailable items is applicable, some items could be material, individually or in the aggregate, to GAAP reported results.
* Denotes non-GAAP financial measures. Please see “Non-GAAP Financial Measures” for additional information about our reasons for providing these alternative financial measures and limitations on their use. A-16
In our press release and schedules, and on the related conference call, we report certain financial measures that are not prescribed by GAAP. We discuss our reasons for reporting these non-GAAP financial measures below, and the financial schedules included herein reconcile the most directly comparable GAAP financial measure to each non-GAAP financial measure that we report (identified by an asterisk (“*”) on the preceding pages). Although we evaluate and present these non-GAAP financial measures for the reasons described below, please be aware that these non-GAAP financial measures have limitations and should not be considered in isolation or as a substitute for revenues, net income or loss attributable to common stockholders, earnings or loss per share or any other comparable operating measure prescribed by GAAP. In addition, other companies in our industry may calculate these non-GAAP financial measures differently than we do or may not calculate them at all, limiting their usefulness as comparative measures.
Reclassifications
Beginning in the third quarter of 2025, we began separately presenting Modernization expense in our Income Statements. As a result, prior year amounts for the three and six months ended June 30, 2025, were reclassified from Restructuring expense to conform with our current year presentation. Additionally, for the six months ended June 30, 2025, we reclassified $2 million related to the impairment of an operating lease and related assets from Restructuring expense to Impairment expense to conform with our current year presentation.
Certain Items Excluded from Non-GAAP Financial Measures
We evaluate non-GAAP financial measures, including those identified by an asterisk (“*”) on the preceding pages, that exclude certain items as further described in the financial schedules included herein, and believe these measures provide useful information to investors because these non-GAAP financial measures allow for period-over-period comparisons of our ongoing core operations before the impact of these items. These non-GAAP financial measures also facilitate the comparison of results from our ongoing core operations before these items with results from other companies.
Adjusted Development Profit and Adjusted Development Profit Margin
We evaluate Adjusted development profit (Adjusted sale of vacation ownership products, net of expenses) and Adjusted development profit margin as indicators of operating performance. Adjusted development profit margin is calculated by dividing Adjusted development profit by revenues from the Sale of vacation ownership products. Adjusted development profit and Adjusted development profit margin adjust Sale of vacation ownership products revenues for the impact of revenue reportability, include corresponding adjustments to Cost of vacation ownership products associated with the change in revenues from the Sale of vacation ownership products, and may include adjustments for certain items as necessary. We evaluate Adjusted development profit and Adjusted development profit margin and believe they provide useful information to investors because they allow for period-over-period comparisons of our ongoing core operations before the impact of revenue reportability and certain items to our Development profit and Development profit margin.
Earnings Before Interest Expense, Taxes, Depreciation and Amortization (“EBITDA”) and Adjusted EBITDA
EBITDA, a financial measure that is not prescribed by GAAP, is defined as earnings, or net income or loss attributable to common stockholders, before interest expense, net (excluding consumer financing interest expense), income taxes, depreciation and amortization. Adjusted EBITDA reflects additional adjustments for certain items and excludes share-based compensation expense and amortization of cloud computing software implementation costs. Share-based compensation expense is excluded to address considerable variability among companies in recording compensation expense because companies use share-based payment awards differently, both in the type and quantity of awards granted. Amortization of cloud computing software implementation costs, which are not included in depreciation and amortization expense, are excluded from Adjusted EBITDA for comparability purposes to address the considerable variability among companies in the utilization of productive assets.
For purposes of our EBITDA and Adjusted EBITDA calculations, we do not adjust for consumer financing interest expense because we consider it to be an operating expense of our business. We consider Adjusted EBITDA to be an indicator of operating performance, which we use to measure our ability to service debt, fund capital expenditures, expand our business, and return cash to stockholders.
We also use Adjusted EBITDA, as do analysts, lenders, investors and others, because this measure excludes certain items that can vary widely across different industries or among companies within the same industry. For example, interest expense can be dependent on a company’s capital structure, debt levels and credit ratings. Accordingly, the impact of interest expense on earnings can vary significantly among companies. The tax positions of companies can also vary because of their differing abilities to take advantage of tax benefits and because of the tax policies of the jurisdictions in which they operate. As a result, effective tax rates and provisions for income taxes can vary considerably among companies. Adjusted EBITDA also excludes depreciation and amortization, as well as amortization of cloud computing software implementation costs because companies utilize productive assets of different ages and use different methods of both acquiring and depreciating or amortizing productive assets. These differences can result in considerable variability in the relative costs of productive assets and the depreciation and amortization expense among companies. We believe Adjusted EBITDA is useful as an indicator of operating performance because it allows for period-over-period comparisons of our ongoing core operations before the impact of the excluded items. Adjusted EBITDA also facilitates comparison by us, analysts, investors, and others, of results from our ongoing core operations before the impact of these items with results from other companies.
Commencing in the first quarter of 2026, interest expense associated with our Warehouse Credit Facility is included as a component of Consumer financing interest expense within Financing expense. For the three and six months ended June 30, 2025, interest expense associated with our Warehouse Credit Facility is included as a component of Interest expense, net. Interest expense on our Warehouse Credit Facility was $2 million and $5 million for the three and six months ended June 30, 2026, respectively, and $3 million and $7 million for the three and six months ended June 30, 2025, respectively.
Adjusted EBITDA Margin and Segment Adjusted EBITDA Margin
We evaluate Adjusted EBITDA margin and Segment Adjusted EBITDA margin as indicators of operating profitability. Adjusted EBITDA margin represents Adjusted EBITDA divided by the Company’s total revenues less cost reimbursement revenues. Segment Adjusted EBITDA margin represents Segment Adjusted EBITDA divided by the applicable segment’s total revenues less cost reimbursement revenues. We evaluate Adjusted EBITDA margin and Segment Adjusted EBITDA margin and believe it provides useful information to investors because it allows for period-over-period comparisons of our ongoing core operations before the impact of excluded items.
Adjusted Pretax Income, Adjusted Net Income Attributable to Common Stockholders, and Adjusted Earnings per Share - Diluted
We evaluate Adjusted pretax income, Adjusted net income attributable to common stockholders, and Adjusted earnings per share - diluted as indicators of operating performance. Adjusted pretax income is calculated as Adjusted EBITDA less depreciation and amortization, interest expense, net of interest income, share-based compensation expense and amortization of cloud computing software implementation costs. Adjusted net income attributable to common stockholders is calculated as Adjusted pretax income less provision for income tax adjusted for certain items and Adjusted earnings per share - diluted equals adjusted net income attributable to common stockholders divided by diluted shares. We evaluate these measures because we believe they provide useful information to investors because they allow for period-over-period comparisons of our ongoing core operations before the impact of certain non-recurring items such as impacts from asset sales, foreign currency changes, restructuring costs, litigation charges, modernization costs, transaction and integration costs, and impairments, and also facilitate the comparison of results from our ongoing core operations before these items with results from other companies.
Free Cash Flow and Adjusted Free Cash Flow
We evaluate Free Cash Flow and Adjusted Free Cash Flow as liquidity measures that provide useful information to management and investors about the amount of cash provided by operating activities after capital expenditures for property and equipment and the borrowing and repayment activity related to our term securitizations, which cash can be used for, among other purposes, strategic opportunities, including acquisitions and strengthening the balance sheet. Adjusted Free Cash Flow, which reflects additional adjustments to Free Cash Flow for the impact of transaction, integration, restructuring, and modernization costs, litigation charges, insurance proceeds, impact of borrowings available from the securitization of eligible vacation ownership notes receivable, and changes in restricted cash and other items, allows for period-over-period comparisons of the cash generated by our business before the impact of these items. Analysis of Free Cash Flow and Adjusted Free Cash Flow also facilitates management’s comparison of our results with our competitors’ results.
Net Corporate Leverage
Net corporate leverage ratio represents gross corporate debt, less cash and cash equivalents, divided by Adjusted EBITDA realized over the last twelve months. The Company's corporate debt is composed of its corporate credit facility, senior unsecured notes, convertible notes, and finance leases. Management uses this measure to evaluate balance sheet strength, financial flexibility, and progress toward its leverage objectives. We believe net corporate leverage is an important measure of financial strength because it provides insight into our ability to invest in growth and return capital to shareholders.
Revenue of $215.2 million GAAP Gross Margin of 42.4%, and Non-GAAP Gross Margin of 42.7% GAAP Operating Margin of 9.4% and Non-GAAP Operating Margin of 14.7% GAAP Diluted Earnings Per Share of $0.75, and Non-GAAP Diluted Earnings Per Share of $1.06 , /PRNewswire/ -- Axcelis Technologies, Inc. (Nasdaq: ACLS) today announced financial results for the second quarter ended June 30, 2026.
President and CEO Russell Low commented, "We executed well in the second quarter, delivering results that exceeded our forecasts driven by stronger system shipments and higher CS&I volume." Low continued, "Demand in the Memory market remains robust, and we are also benefitting from positive momentum in our Power market. In General Mature, we are encouraged by improving engagement and utilization trends as customers respond to growing end-demand in data center, industrial and automotive segments. As a result, we now expect to deliver year-over-year revenue growth in 2026, with momentum carrying through to 2027. We are focused on satisfying the remaining conditions to complete our pending merger with Veeco and look forward to closing the transaction in the second half of 2026."
Senior Vice President and Interim CFO David Ryzhik stated, "Axcelis delivered better than expected revenue and operating income in our second quarter, reflecting the attractive operating leverage in our business." Ryzhik concluded, "With improving systems demand in our markets and continued strength in our CS&I aftermarket business, we anticipate that Axcelis' financial performance will continue to improve over the balance of 2026."
Results Summary
(In thousands, except per share amounts and percentages)
Three months ended June 30,
2026
2025
Revenue
$
215,175
$
194,544
Gross margin
42.4 %
44.9 %
Operating margin
9.4 %
14.9 %
Net income
$
23,291
$
31,376
Diluted earnings per share
$
0.75
$
0.98
Non-GAAP Results
Three months ended June 30,
2026
2025
Non-GAAP gross margin
42.7 %
45.2 %
Non-GAAP operating margin
14.7 %
17.7 %
Adjusted EBITDA
$
35,972
$
38,872
Non-GAAP net income
$
32,968
$
36,013
Non-GAAP diluted earnings per share
$
1.06
$
1.13
Business Outlook
For the third quarter ending September 30, 2026, Axcelis expects revenues of approximately $230 million, GAAP earnings per diluted share of approximately $0.76, and non-GAAP earnings per share of approximately $1.11.
Please refer to Third Quarter 2026 Outlook under the "Notes on our Non-GAAP Financial Information" section of this document for detail relating to the computation of non-GAAP earnings per diluted share as well as the Safe Harbor Statement section of this document.
Second Quarter 2026 Conference Call
The Company will host a call to discuss the results for the second quarter 2026 today at 8:30 a.m. ET. The call will be available via webcast that can be accessed through the Investors page of Axcelis' website at www.axcelis.com, or by registering as a participant here:
https://register-conf.media-server.com/register/BIf61211144e3b4baeb4c13ba3b1f529fa
Webcast replays will be available for 30 days following the call.
Use of Non-GAAP Financial Results
This press release includes financial measures that are not presented in accordance with U.S. generally accepted accounting principles ("non-GAAP financial measures"). These non-GAAP financial measures include non-GAAP gross profit, non-GAAP gross margin, non-GAAP operating income, non-GAAP operating margin, non-GAAP income tax provision, Adjusted EBITDA, non-GAAP net income, and non-GAAP diluted earnings per share, and reflect adjustments for the impact of share-based compensation expense, certain items related to restructuring and severance charges and any associated adjustments and transaction and integration costs associated with the merger agreement with Veeco Instruments announced on October 1, 2025.
Reconciliations of these non-GAAP financial measures to the most directly comparable financial measures calculated and presented in accordance with GAAP are provided in the financial tables included in this release.
For further information regarding these non-GAAP financial measures, please refer to the tables presenting reconciliations of our non-GAAP results to our GAAP results and the "Notes on Our Non-GAAP Financial Information" at the end of this press release.
Safe Harbor Statement
This press release contains, and the conference call will contain, forward-looking statements under the Private Securities Litigation Reform Act safe harbor provisions. These statements, which include our expectations for spending in our industry and guidance for future financial performance, are based on management's current expectations and should be viewed with caution. They are subject to various risks and uncertainties that could cause actual results to differ materially from those in the forward-looking statements, many of which are outside the control of the Company, including that customer decisions to place orders or our product shipments may not occur when we expect, that orders may not be converted to revenue in any particular quarter, or at all, whether demand will continue for the semiconductor equipment we produce or, if not, whether we can successfully meet changing market requirements, and whether we will be able to maintain continuity of business relationships with and purchases by major customers. Increased competitive pressure on sales and pricing, increases in material and other production costs that cannot be recouped in product pricing and instability caused by changing global economic, political or financial conditions, including with respect to the imposition of tariffs on our products or components of our products, could also cause actual results to differ materially from those in our forward-looking statements. These risks and other risk factors relating to Axcelis are described more fully in the most recent Form 10-K filed by Axcelis and in other documents filed from time to time with the Securities and Exchange Commission.
About Axcelis
Axcelis (Nasdaq: ACLS), headquartered in Beverly, Mass., has been providing innovative, high-productivity solutions for the semiconductor industry for over 45 years. Axcelis is dedicated to developing enabling process applications through the design, manufacture and complete life cycle support of ion implantation systems, one of the most critical and enabling steps in the IC manufacturing process. Learn more about Axcelis at www.axcelis.com.
CONTACTS:
Investor Relations Contact:
David Ryzhik
Senior Vice President and Interim CFO
Telephone: (978) 787-2352
Email: [email protected]
Common stock, $0.001 par value, 75,000 shares authorized; 30,881 shares issued and
outstanding at June 30, 2026; 30,717 shares issued and outstanding at December 31, 2025
31
31
Additional paid-in capital
536,152
533,309
Retained earnings
536,044
503,539
Accumulated other comprehensive loss
(6,406)
(2,202)
Total stockholders' equity
1,065,821
1,034,677
Total liabilities and stockholders' equity
$
1,386,838
$
1,361,351
Axcelis Technologies, Inc.
Condensed Consolidated Statements of Cash Flows
(In thousands)
(Unaudited)
Three months ended
Six months ended
June 30,
June 30,
2026
2025
2026
2025
Cash flows from operating activities
Net income
$
23,291
$
31,376
$
32,505
$
59,955
Adjustments to reconcile net income to net cash provided by operating
activities:
Depreciation and amortization
4,439
4,515
8,875
8,824
Stock-based compensation expense
6,425
5,421
11,324
10,324
Other
(645)
(9,335)
3,160
(11,017)
Change in other assets and liabilities, net
(15,137)
7,750
(19,352)
11,436
Net cash provided by operating activities
18,373
39,727
36,512
79,522
Cash flows from investing activities
Expenditures for property, plant and equipment and capitalized software
(3,554)
(1,985)
(5,393)
(6,945)
Other changes in investing activities, net
(2,543)
(2,628)
(11,343)
42,801
Net cash (used in) provided by investing activities
(6,097)
(4,613)
(16,736)
35,856
Cash flows from financing activities
Repurchase of common stock
(244)
(45,337)
(244)
(63,515)
Other changes from financing activities, net
(7,608)
(1,650)
(9,005)
(3,582)
Net cash used in financing activities
(7,852)
(46,987)
(9,249)
(67,097)
Effect of exchange rate changes on cash and cash equivalents
(252)
1,643
(976)
1,935
Net increase (decrease) in cash, cash equivalents and restricted cash
4,172
(10,230)
9,551
50,216
Cash, cash equivalents and restricted cash at beginning of period
161,457
191,510
156,078
131,064
Cash, cash equivalents and restricted cash at end of period
Restructuring and other costs primarily related to early retirement programs and severance costs, due to global cost-saving initiatives.
Note 2:
Transaction and integration costs include expenses associated with the merger agreement with Veeco Instruments, announced on October 1, 2025. Transaction and integration costs for the six months ended June 30, 2025 include $481,000 of expenses that were not reflected as a GAAP to Non-GAAP reconciliation line item when the Company reported second quarter 2025 results, given that they occurred prior to transaction announcement on October 1, 2025.
Note 3:
Impact of taxes from non-GAAP adjustments, uses adjusted tax rate of 14%.
Figures may not sum due to rounding.
Axcelis Technologies, Inc.
Reconciliation of Net Income to Adjusted EBITDA
(In thousands, except percentages)
Three months ended June 30,
Six months ended June 30,
2026
2025
2026
2025
Net Income
$
23,291
$
31,376
$
32,505
$
59,955
Other (income)/expense
(5,067)
(6,032)
(7,742)
(9,957)
Income tax provision
2,057
3,621
3,468
8,126
Depreciation & amortization
4,439
4,515
8,875
8,824
Subtotal
24,720
33,480
37,106
66,948
Transaction and integration1
4,827
—
15,225
481
Bad debt expense
—
—
65
—
Restructuring2
—
(29)
—
1,120
Stock-based compensation
6,425
5,421
11,324
10,324
Adjusted EBITDA
$
35,972
$
38,872
$
63,720
$
78,873
Adjusted EBITDA margin
16.7 %
20.0 %
15.4 %
20.4 %
Note 1:
Transaction and integration costs for the six months ended June 30, 2025 include $481,000 of expenses that were not reflected as a GAAP to Non-GAAP reconciliation line item when the Company reported second quarter 2025 results, given that they occurred prior to transaction announcement on October 1, 2025.
Note 2:
Restructuring and other costs primarily related to early retirement programs and severance costs, due to global cost-saving initiatives.
Axcelis Technologies, Inc.
Third Quarter 2026 Outlook
GAAP to Non-GAAP Diluted Earnings Per Share
Three months ended
September 30, 2026
GAAP diluted EPS
$
0.76
Transaction and Integration1
0.19
Stock-based compensation
0.21
Income tax effect of non-GAAP adjustments2
(0.06)
Non-GAAP diluted EPS
$
1.11
Note 1:
Transaction and Integration costs include expenses associated with the merger agreement with Veeco Instruments, announced on October 1, 2025.
Note 2:
Impact of taxes from non-GAAP adjustments, uses adjusted tax rate of 14%.
Celsius Holdings ve 2. čtvrtletí zvýšila tržby o 11 % na 817,9 mil. USD, ale čistý zisk klesl o 45 % na 55,3 mil. USD. Upravený zisk na akcii byl 0,36 USD.
BOCA RATON, Fla.--(BUSINESS WIRE)--Celsius Holdings, Inc. (Nasdaq: CELH) (“Celsius Holdings” or “the Company”) today reported second quarter 2026 financial results.
Summary of Second Quarter 2026 Financial Results
Summary Financials
2Q 2026
2Q 2025
Change
1H 2026
1H 2025
Change
(Millions except for percentages and EPS)
Revenue
$817.9
$739.3
11%
$1,600.5
$1,068.5
50%
North America
$790.7
$714.5
11%
$1,538.0
$1,021.0
51%
International
$27.2
$24.8
10%
$62.5
$47.5
32%
Gross Margin
48.1%
51.5%
-340 BPS
48.2%
51.8%
-356 BPS
Net Income
$55.3
$99.9
(45)%
$165.4
$144.3
15%
Net Income att. to Common Shareholders
$36.4
$85.7
(57)%
$121.4
$119.9
1%
Diluted EPS
$0.14
$0.33
(58)%
$0.47
$0.48
(2)%
Adjusted Diluted EPS*
$0.36
$0.47
(23)%
$0.77
$0.65
19%
Adjusted EBITDA*
$184.2
$210.3
(12)%
$379.6
$280.0
36%
*The company reports financial results in accordance with generally accepted accounting principles in the United States (“GAAP”), but management believes that disclosure of Adjusted EBITDA and Adjusted Diluted EPS, which are non-GAAP financial measures that management uses to assess our performance, may provide users with additional insights into operating performance. Please see “Use of Non-GAAP Measures” and reconciliations of these non-GAAP measures to the most directly comparable GAAP measures, both of which can be found below.
John Fieldly, Chairman and CEO of Celsius Holdings, said: “During the second quarter of 2026, we made meaningful progress in advancing Celsius Holdings as a scaled portfolio of leading brands. We delivered a double-digit increase in second quarter revenue, completed the Rockstar integration, and maintained gross margin near first-quarter levels despite a challenging commodity environment. With CELSIUS, Alani Nu, and Rockstar Energy, we're building a scaled Modern Energy portfolio with distinct roles, attracting new consumers and expanding consumption occasions. As it relates to our optimization project, we remain focused on improving assortment productivity and strengthening execution to return brand CELSIUS to sustainable growth. We are confident the actions we are taking will strengthen the brand, and with a broader, more diversified portfolio, we believe we are well positioned to drive durable, long-term growth. With two billion-dollar brands and roughly one in five energy drinks sold in the United States coming from our portfolio, we are a key growth engine for the category, and we're still early in what this platform can do.”
FINANCIAL AND MARKET HIGHLIGHTS FOR THE SECOND QUARTER OF 2026
For the three months ended June 30, 2026, revenue totaled approximately $817.9 million—compared to $739.3 million for the prior-year period, representing growth of 10.6%. During the quarter, Alani Nu® generated sales of approximately $364.4 million, benefiting from strong consumer demand, increased orders from our largest customer as the brand transitioned into the PepsiCo distribution system, and the successful launch of the limited-time Purple Cotton Candy flavor. This growth was partially offset by the discontinuation of certain non-ready-to-drink energy products as well as a higher content of DSD versus direct sales, which results in higher trade investments and billbacks that reduce reported net revenue. Rockstar Energy® contributed approximately $66.5 million in revenue during the second quarter of 2026. CELSIUS® brand revenue decreased by approximately 11.7% in the second quarter of 2026 compared to the same period last year, reflecting increased trade and promotional investment, shipment timing related to inventory rebalancing, softness in the club channel, a planned moderation in innovation activity during the period, and SKU optimization initiatives implemented in conjunction with the integration of our recent acquisitions and Alani Nu’s distribution transition.
CELSIUS brand international revenue totaled $27.2 million for the second quarter of 2026, representing a 10% increase compared to the same period in 2025, reflecting strong momentum across both our more established Nordic markets and our expansion markets, including Iberia, the UK, Ireland, France, Australia, New Zealand and Benelux.
For the three months ended June 30, 2026, gross profit increased by $12.8 million to $393.7 million, an increase of 3.4%, from $380.9 million for the three months ended June 30, 2025. Gross profit margin decreased to 48.1% for the three months ended June 30, 2026, from 51.5% for the three months ended June 30, 2025. The decrease in gross profit margin was primarily driven by higher promotional and incentive activity as a percentage of revenue and channel mix. This decrease was partially offset by ongoing improvements from our integration of acquired businesses and the absence of inventory step-up expense in 2026 related to the Alani Nu acquisition.
In line with management expectations, second quarter gross margin remained consistent with the first quarter at approximately 48%, as improvements in outbound freight costs and continued integration of our recent acquisitions into our supply chain offset ongoing inflation in commodity costs, primarily aluminum.
Compared to the second quarter of 2025, underlying raw material COGS improved as we completed the Rockstar transition into our purchasing structure, with transition costs and COGS write-offs largely behind us. The initiatives expected to drive margin expansion over the remainder of the year—including our orbit model, freight optimization, raw material alignment, revenue growth-management capabilities, and mix improvement through price-pack architecture—continue to progress, although the benefits are being partially offset by rising commodity costs. As these initiatives continue to mature, we expect to increasingly realize the benefits of the platform we’ve built through the successful integration of our recent acquisitions.
During the second quarter of 2026, we executed disciplined capital allocation, including approximately $100.4 million of share repurchases, reflecting our confidence in the business and our focus on long-term shareholder value creation.
Selling, general and administrative expenses for the three months ended June 30, 2026, decreased $0.3 million, to $237.6 million from $237.9 million for the prior-year period, representing 29.0% of revenue compared to 32.2% for the same period in 2025. Adjusted selling, general and administrative expenses, represented 28.6% of revenue in the second quarter of 2026.2
Diluted earnings per share for the second quarter of 2026 was $0.14 compared to $0.33 for the prior-year period. Non-GAAP adjusted diluted earnings per share for the second quarter of 2026 was $0.36 compared to $0.47 for the prior-year period.
Retail Performance
Retail sales of the Celsius Holdings portfolio (CELSIUS, Alani Nu and Rockstar Energy) in U.S. tracked channels increased 31.0% for the 13-week period ended June 28, 2026.3 Celsius Holdings held an approximate 20.1% dollar share3 in the U.S. RTD energy category for the period. The portfolio remained a key driver of category growth, contributing approximately 30% of the zero-sugar U.S. energy category’s $640 million growth during the second quarter of 2026.3
CELSIUS brand retail sales decreased 2% year over year for the 13-week period ended June 28, 2026,3 and the brand held an approximate 9.5% dollar share in the U.S. RTD energy category for the period.3 The retail sales primarily reflected the Company's SKU optimization initiatives and a planned moderation in innovation activity. The reduction in average SKUs took effect immediately, while the associated space gains are being realized over a longer period, as much of the targeted space gains consisted of cold vault and permanent cooler placements that require additional capital investment and labor at the retailer level. Despite approximately 7% fewer points of distribution, productivity of the remaining assortment improved, with dollars per point of distribution increasing approximately 16% in the second quarter compared to the first quarter.
Alani Nu retail sales increased 55.7% year over year for the 13-week period ended June 28, 2026,3 driven by continued innovation, expanded distribution and continued adoption by new consumers. The brand held an approximate 8.7% dollar share in the U.S. RTD energy category for the period3. Celsius Holdings acquired the Alani Nu brand on April 1, 2025.
Rockstar Energy retail sales decreased 13% year over year for the 13-week period ended June 28, 2026,3 and the brand held an approximate 1.9% dollar share in the U.S. RTD energy category for the period3. Celsius Holdings acquired the Rockstar Energy brand in the U.S. and Canada on Aug. 28, 2025.
FINANCIAL AND MARKET HIGHLIGHTS FOR THE FIRST HALF OF 2026
For the six months ended June 30, 2026, revenue totaled approximately $1,600.5 million—compared to $1,068.5 million for the prior-year period, representing growth of 49.8%. The increase reflected the acquisition of Rockstar Energy on Aug. 28, 2025, as well as the Alani Nu expansion into the PepsiCo distribution network. Alani Nu generated record sales of approximately $732.4 million during the first half of 2026, benefiting from strong consumer demand, increased orders from our largest distributor driven by the brand’s transition into the PepsiCo distribution system, and the continued success of our limited-time offerings. Rockstar Energy contributed approximately $133.1 million in revenue during the first half of 2026. CELSIUS brand revenue decreased approximately 4% compared to the prior-year period, reflecting increased trade and promotional investment, shipment timing related to inventory rebalancing, softness in the club channel, a planned moderation in innovation activity during the period, and SKU optimization initiatives implemented in conjunction with the integration of our recent acquisitions and Alani Nu’s distribution transition.
CELSIUS brand international revenue totaled $62.5 million for the first half of 2026, representing a 32% increase compared to the same period in 2025, driven by growth in the Nordics and continued momentum in our expansion markets including Iberia, the UK, Ireland, France, Australia, New Zealand and Benelux.
For the six months ended June 30, 2026, gross profit increased by $218.5 million to $771.8 million from $553.2 million for the prior-year period. Gross profit margin was 48.2% for the six months ended June 30, 2026, compared to 51.8% for the six months ended June 30, 2025, reflecting higher fuel and commodity costs, more volume mix into our DSD system as well as costs associated with integrating our acquired businesses into our supply chain.
During the first half of 2026, we executed disciplined capital allocation, including approximately $124.5 million of share repurchases, reflecting our confidence in the business and our focus on long-term shareholder value creation.
Selling, general and administrative expenses for the six months ended June 30, 2026, increased $114.0 million, or 31.8%, to $472.2 million from $358.2 million for the prior-year period, representing 29.5% of revenue compared to 33.5% for the same period in 2025. Adjusted selling, general and administrative expenses, which excludes litigation costs and acquisition-related costs, represented 27.5% of revenue in the first half of 2026.4
Diluted earnings per share for the first half of 2026 was $0.47 compared to $0.48 for the prior-year period. Non-GAAP adjusted diluted earnings per share for the first half of 2026 was $0.77 compared to $0.65 for the prior-year period.
Second Quarter Earnings Webcast
Management will host a webcast today, Thursday, Aug. 6, 2026, at 8:00 a.m. ET to discuss the company’s second quarter 2026 financial results with the investment community. Investors are invited to join the webcast accessible from https://ir.celsiusholdingsinc.com. Downloadable files, an audio replay and transcript will be made available on the Celsius Holdings investor relations website.
About Celsius Holdings, Inc.
Celsius Holdings, Inc. (Nasdaq: CELH) is a functional beverage company and the owner of energy drink brand CELSIUS®, health and wellness brand Alani Nu® and Rockstar Energy®. Born in fitness and pioneering the rapidly growing, better-for-you, functional beverage category, the company creates and markets leading functional beverage products. For more information, please visit www.celsiusholdingsinc.com.
Forward-Looking Statements
This press release contains statements by Celsius Holdings, Inc. (“Celsius Holdings”, “we”, “us”, “our” or the “Company”) that are not historical facts and are considered forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements may address, among other things, our prospects, plans, business strategy and expected financial and operational results. You can identify these statements by the use of words such as “anticipate,” “believe,” “could,” “estimate,” “expect,” “intend,” “may,” “should,” “will,” “would”, ”could”, ”project”, ”plan”, “potential”, ”designed”, “seek”, “target”, variations of these terms, the negatives of such terms and similar expressions. These statements are based on certain assumptions that we have made in light of our experience in the industry as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate in these circumstances. These forward-looking statements are based on our current expectations and beliefs concerning future developments and their potential effect on us. You should not rely on forward-looking statements because our actual results may differ materially from those indicated by forward-looking statements as a result of a number of important factors. These factors include, but are not limited to: changes to our commercial agreements with PepsiCo, Inc.; management’s plans and objectives for international expansion and global operations; general economic and business conditions; our business strategy for expanding our presence in our industry; our expectations of revenue; operating costs and profitability; our expectations regarding our strategy and investments; our ability to successfully integrate business that we may acquire, our ability to achieve the benefits that we expect to realize as a result of our acquisitions, the potential negative impact on our financial condition and results of operations if we fail to achieve the benefits that we expect to realize as a result of our business acquisitions, liabilities of the businesses that we acquire that are not known to us; our expectations regarding our business, including market opportunity, consumer demand and our competitive advantage; anticipated trends in our financial condition and results of operation; the impact of competition and technology change; existing and future regulations affecting our business; the Company’s ability to comply with the rules and regulations of the Securities and Exchange Commission (the “SEC”);ongoing and potential litigation matters; the impact of third parties attempting to replicate our product attributes; and those other risks and uncertainties discussed in our most recently filed Annual Report on Form 10-K and in our other reports filed with the Securities and Exchange Commission, including our Quarterly Reports on Form 10-Q and Current Reports on Form 8-K. Forward-looking statements speak only as of the date the statements were made. We do not undertake any obligation to update forward-looking information, except to the extent required by applicable law.
CELSIUS HOLDINGS, INC. - FINANCIAL TABLES
Consolidated Balance Sheets
(In thousands, except per share amounts)
(Unaudited)
June 30, 2026
December 31, 2025
ASSETS
Current assets:
Cash and cash equivalents
$
631,234
$
398,866
Restricted cash
1,895
141,121
Accounts receivable-net1
735,336
755,499
Inventories-net
390,602
337,698
Prepaid expenses and other current assets2
67,422
128,806
Deferred other costs-current3
49,472
49,164
Total current assets
1,875,961
1,811,154
Property, plant and equipment-net
108,748
87,910
Deferred tax assets
93,250
96,013
Other long-term assets
44,044
43,434
Deferred other costs-non-current3
746,737
771,635
Brands-net
1,280,222
1,280,311
Customer relationships-net
99,529
111,604
Goodwill
919,660
917,560
Total Assets
$
5,168,151
$
5,119,621
LIABILITIES, MEZZANINE EQUITY AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable4
$
202,101
$
137,930
Accrued expenses5
264,558
230,721
Income taxes payable
40,821
49,612
Accrued distributor termination fees
8,761
264,088
Accrued promotional allowance6
453,043
307,922
Contingent consideration
—
25,000
Deferred revenue - current7
31,460
26,988
Other current liabilities
42,891
36,465
Total current liabilities
1,043,635
1,078,726
Long-term debt
667,850
669,926
Deferred revenue-non-current3
463,856
401,155
Other long term liabilities
33,251
28,372
Total Liabilities
2,208,592
2,178,179
Commitment and contingencies
Mezzanine Equity:
Series A convertible preferred stock, $0.001 par value, 1,467 shares issued and outstanding as of both June 30, 2026 and December 31, 2025
852,355
852,355
Series B convertible preferred stock, $0.001 par value, 390 shares issued and outstanding as of both June 30, 2026 and December 31, 2025
907,620
907,620
Stockholders’ Equity:
Common stock, $0.001 par value; 400,000 shares authorized, 258,703 shares issued and 253,341 shares outstanding as of June 30, 2026; and 258,108 shares issued and 256,906 shares outstanding as of December 31, 2025, respectively.
101
101
Treasury stock, at cost, 5,362 shares and 1,202 shares as of June 30, 2026 and December 31, 2025, respectively
(183,469
)
(48,226
)
Additional paid-in capital
1,069,452
1,050,518
Accumulated other comprehensive income
335
3,162
Retained earnings
313,165
175,912
Total Stockholders’ Equity
1,199,584
1,181,467
Total Liabilities, Mezzanine Equity and Stockholders’ Equity
$
5,168,151
$
5,119,621
_______________________________________________ 1
Includes $387.2 million and $349.1 million from a related party as of June 30, 2026 and December 31, 2025, respectively.
2
Includes no amounts from a related party as of June 30, 2026 and $64.2 million from a related party as of December 31, 2025.
3
Amounts in this line item are associated with a related party for all periods presented.
4
Includes $35.8 million and $28.6 million from a related party as of June 30, 2026 and December 31, 2025, respectively.
5
Includes $4.0 million and $1.8 million from a related party as of June 30, 2026 and December 31, 2025, respectively.
6
Includes $247.6 million and $128.9 million from a related party as of June 30, 2026 and December 31, 2025, respectively.
7
Includes $30.7 million and $26.3 million from a related party as of June 30, 2026 and December 31, 2025, respectively.
CONSOLIDATED STATEMENTS OF OPERATIONS AND COMPREHENSIVE INCOME
(In thousands, except per share amounts)
(Unaudited)
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Revenue1
$
817,925
$
739,259
$
1,600,540
$
1,068,535
Cost of revenue2
424,237
358,408
828,785
515,311
Gross profit
393,688
380,851
771,755
553,224
Selling, general and administrative expenses3
237,573
237,886
472,220
358,228
Distributor termination fees
80,860
—
85,287
—
Income from operations
$
75,255
$
142,965
$
214,248
$
194,996
Other (expense) income:
Interest income
3,678
4,038
6,670
11,884
Interest expense
(11,566
)
(18,080
)
(23,409
)
(18,080
)
Other, net4
2,163
542
9,557
1,658
Total other expense, net
(5,725
)
(13,500
)
(7,182
)
(4,538
)
Net income before provision for income taxes
69,530
129,465
207,066
190,458
Provision for income taxes
(14,237
)
(29,610
)
(41,674
)
(46,184
)
Net income
$
55,293
$
99,855
$
165,392
$
144,274
Dividends on convertible preferred stock5
(14,149
)
(6,851
)
(28,142
)
(13,632
)
Income allocated to participating preferred stock5
(4,723
)
(7,314
)
(15,807
)
(10,703
)
Net income attributable to common stockholders
$
36,421
$
85,690
$
121,443
$
119,939
Other comprehensive income:
Foreign currency translation (loss) gain, net of income tax
(1,284
)
3,179
(2,827
)
5,428
Comprehensive income
$
35,137
$
88,869
$
118,616
$
125,367
Earnings per share
Basic
$
0.14
$
0.33
$
0.47
$
0.49
Diluted
$
0.14
$
0.33
$
0.47
$
0.48
_____________________________________________ 1
Includes $492.3 million and $954.0 million for the three and six months ended June 30, 2026 respectively, and $245.8 million and $434.3 million for the three and six months ended June 30, 2025, respectively, in each case from a related party.
2
Includes $0.6 million and $12.4 million for the three and six months ended June 30, 2026 respectively, to a related party, and no amounts to a related party for the three and six months ended June 30, 2025.
3
Includes $2.6 million and $3.8 million for the three and six months ended June 30, 2026 respectively, and $0.2 million and $0.8 million for the three and six months ended June 30, 2025, respectively, to a related party.
4
Includes $3.6 million and $10.6 million for the three and six months ended June 30, 2026, respectively, from a related party, and no amounts from a related party for the three and six months ended June 30, 2025.
5
Amounts in this line item are associated with a related party for all periods presented.
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
Reconciliation of GAAP Net Income to non-GAAP Adjusted EBITDA and Adjusted EBITDA Margin
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Net income (GAAP measure)
$
55,293
$
99,855
$
165,392
$
144,274
Add back/(Deduct):
Net interest (expense) income
7,888
14,042
16,739
6,196
Provision for income taxes
14,237
29,610
41,674
46,184
Depreciation and amortization expense
10,104
9,119
19,238
11,730
Non-GAAP EBITDA
87,522
152,626
243,043
208,384
Stock-based compensation1
10,565
6,434
18,191
11,463
PPA Inventory Step-Up
—
21,692
—
21,692
Reorganization Costs
—
482
—
482
Foreign exchange
1,396
(800
)
988
(1,720
)
Acquisition and Integration Costs2
3,819
29,855
7,573
38,967
Penalties3
—
—
—
710
Distributor Termination4
80,860
—
85,287
—
Legal Settlement Costs5
—
—
24,557
—
Non-GAAP Adjusted EBITDA
$
184,162
$
210,289
$
379,639
$
279,978
Non-GAAP Adjusted EBITDA Margin
22.5
%
28.4
%
23.7
%
26.2
%
Reconciliation of GAAP diluted Earnings per share to non-GAAP Adjusted diluted Earnings per share
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Diluted earnings per share (GAAP measure)
$
0.14
$
0.33
$
0.47
$
0.48
Add back/(Deduct)6:
Acquisition and Integration Costs2
0.01
0.08
0.02
0.11
Distributor Termination4
0.21
—
0.22
—
Inventory Step-Up Adjustment
—
0.06
—
0.06
Legal Settlement Costs5
—
—
0.06
—
Non-GAAP adjusted diluted earnings per share
$
0.36
$
0.47
$
0.77
$
0.65
Reconciliation of GAAP SG&A as a % of Revenue to non-GAAP Adjusted SG&A as a % of Revenue
Three Months Ended June 30,
Six Months Ended June 30,
2026
2025
2026
2025
Sales and Marketing expense
$
181,903
$
150,842
$
332,495
$
231,738
Percentage of Revenue
22.2
%
20.4
%
20.8
%
21.7
%
General and Administrative expense
$
55,670
$
87,044
$
139,725
$
126,490
Percentage of Revenue
6.8
%
11.8
%
8.7
%
11.8
%
(Deduct):
Acquisition and Integration Costs1
(3,819
)
(29,855
)
(7,573
)
(38,967
)
Penalties2
—
—
—
(710
)
Legal Settlement Costs3
—
—
(24,557
)
—
Non-GAAP Adjusted General and Administrative expense
$
51,851
$
57,189
$
107,595
$
86,813
Percentage of Revenue
6.3
%
7.7
%
6.7
%
8.1
%
Selling, General and Administrative expenses
$
237,573
$
237,886
$
472,220
$
358,228
Percentage of Revenue
29.0
%
32.2
%
29.5
%
33.5
%
(Deduct):
Acquisition and Integration Costs1
(3,819
)
(29,855
)
(7,573
)
(38,967
)
Penalties2
—
—
—
(710
)
Legal Settlement Costs3
—
—
(24,557
)
—
Non-GAAP Adjusted SG&A
$
233,754
$
208,031
$
440,090
$
318,551
Percentage of Revenue
28.6
%
28.1
%
27.5
%
29.8
%
USE OF NON-GAAP MEASURES
Celsius defines Adjusted EBITDA as net income before net interest (expense) income, income tax expense (benefit), and depreciation and amortization expense, further adjusted by excluding stock-based compensation expense, foreign exchange gains or losses, distributor termination fees, legal settlement costs, reorganization costs, acquisition and integration costs, penalties, and inventory step-up adjustment. Adjusted EBITDA Margin is the ratio between the company’s Adjusted EBITDA and net revenue, expressed as a percentage. Adjusted diluted earnings per share is GAAP diluted earnings per share net of add backs and deductions for distributor termination, legal settlement costs, reorganization costs, acquisitions and integration costs, penalties, and inventory step-up adjustment. Adjusted SG&A is GAAP SG&A adjusted for acquisition costs, distributor termination fees, penalties and certain legal accruals. Adjusted SG&A as a % of revenue is the ratio between Adjusted SG&A and net revenue. Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue are non-GAAP financial measures.
Celsius uses Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue for operational and financial decision-making and believes these measures are useful in evaluating its performance because they eliminate certain items that management does not consider indicators of Celsius’ operating performance. Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue may also be used by many of Celsius’ investors, securities analysts, and other interested parties in evaluating its operational and financial performance across reporting periods. Celsius believes that the presentation of Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue, provides useful information to investors by allowing an understanding of measures that it uses internally for operational decision-making, budgeting and assessing operating performance.
Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share, Adjusted SG&A, and Adjusted SG&A as a percentage of revenue are not recognized terms under GAAP and should not be considered as a substitute for net income or any other financial measure presented in accordance with GAAP. Non-GAAP financial measures have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of Celsius’ results as reported under GAAP. Celsius strongly encourages investors to review its financial statements and publicly filed reports in their entirety and not to rely on any single financial measure.
Because non-GAAP financial measures are not standardized, Adjusted EBITDA, Adjusted EBITDA Margin, Adjusted diluted earnings per share. Adjusted SG&A, and Adjusted SG&A as percentage of revenue as defined by Celsius, may not be comparable to similarly titled measures reported by other companies. It therefore may not be possible to compare Celsius’ use of these non-GAAP financial measures with those used by other companies.
As a huge energy arbitrageur, Energy Transfer (ET +0.05%) is one of the best companies in the world at benefiting from energy market volatility. That showed up when the master limited partnership (MLP) reported its Q2 results and once again raised its full-year forecast. The stock is now up about 25% on the year.
Let's dig into the midstream company's results and why the stock still looks like a buy.
Image source: The Motley Fool.
Strong growth ahead In my view, Energy Transfer is one of the most attractive high-yield stocks in the market today. It currently sports a 6.7% yield and intends to raise its distribution by 3% to 5% annually. It has one of the lowest valuations in the midstream MLP segment and some of the best growth opportunities.
Energy Transfer's growth opportunities stem from its robust project backlog. It plans to spend between $5.6 billion and $5.9 billion in growth capital expenditures (capex) this year, with a focus on natural gas infrastructure. That's a significant increase from the $4.5 billion on capex it spent in 2025. These projects are all supported by long-term contracts and are expected to generate mid-teen returns.
Meanwhile, Phase 1 of its Hugh Brinson Pipeline is now in service, earlier than expected, with full capacity anticipated by Sept. 1. Phase 2 is set to come online in Q1 of next year. This is one of Energy Transfer's most important projects, linking natural gas from the West Texas Permian Basin to access points throughout Texas and connecting it with its other pipelines to reach additional states. It will contribute to growth this year and become a bigger contributor in 2027.
Turning to Energy Transfer's Q2 results, its adjusted earnings before interest, taxes, depreciation, and amortization (EBITDA) soared by 31% year over year to $5.07 billion. It saw strength across its five segments, led by its NGL (natural gas liquids) and refined products segment, where adjusted EBITDA climbed 30% to $1.3 billion. This was driven by record exports from the Nederland and Marcus Hook terminals, higher NGL premiums, and better margins from its product optimization and blending operations.
Distributable cash flow to partners, which is operating cash flow minus maintenance capex, climbed 32% to $2.59 billion, up from $1.96 billion a year ago. It paid out $1.17 billion in distributions in the quarter, good for a coverage ratio of 2.2 times, demonstrating that its current distribution appears secure.
The company also once again significantly increased its full-year EBITDA forecast, taking it to a range of $18.8 billion to $19.1 billion. That's up from an earlier projection of $18.2 billion to $18.6 billion and well above its original forecast of $17.3 billion to $17.7 billion. It said additional upside to its forecast will depend on the duration and impact of current market disruptions.
Today's Change
(
0.05
%) $
0.01
Current Price
$
20.34
Still a top high-yield stock to buy Energy Transfer is one of the best combinations of growth and income stocks in the market today. Although some of its outperformance is driven by energy market volatility, the company has always been great at profiting from it, whether due to war, weather, regional or product differentials, or anything else. These opportunities are not always there, but they also are not infrequent.
At the same time, the company has a very robust, high-return project pipeline. Based on its comments, the company's capex this year alone could add more than $900 million in EBITDA once these projects are all up and running. They will come on at different times, but this should be a nice growth driver in the years ahead.
Energy Transfer is also one of the most attractively valued midstream MLPs, trading at a forward enterprise value-to-EBITDA multiple of just 8.5 times. That is a big discount to other MLPs like Plains All American Partners and MPLX , which both trade at more than 11.5 times, and Enterprise Products Partners, which trades at 10.5 times.
As the cheapest midstream MLP with some of the best growth prospects, Energy Transfer is a top stock to own.
Payoneer ve 2. čtvrtletí zvýšil výnosy bez úroků o 10 % a objem transakcí o 15 %, tažený 48% růstem B2B. Firma zároveň potvrdila dohodu o převzetí Nuvei.
10% increase in revenue excluding interest
15% volume growth led by B2B acceleration, up 48% year-over-year
Payoneer announced an agreement to be acquired by Nuvei on June 15, 2026
, /PRNewswire/ -- Payoneer Global Inc. ("Payoneer" or the "Company") (NASDAQ: PAYO), the global financial technology company powering business growth across borders, today reported financial results for its second quarter ended June 30, 2026.
Second Quarter 2026 Financial Highlights
($ in mm unless otherwise noted)
2Q 2025
3Q 2025
4Q 2025
1Q 2026
2Q 2026
YoY Change
Revenue ex. interest income
$202.3
$211.4
$218.9
$210.1
$222.2
10 %
Interest income
58.3
59.5
55.8
51.5
52.1
(11) %
Revenue
$260.6
$270.9
$274.7
$261.6
$274.3
5 %
Transaction costs as a % of revenue
15.6 %
15.7 %
15.6 %
13.5 %
13.7 %
(190) bps
Net income
$19.5
$14.1
$19.0
$19.6
($2.4)
N/A
Adjusted EBITDA
66.4
71.3
68.5
69.4
71.4
7 %
Adjusted EBITDA ex. interest income
8.1
11.7
12.8
17.9
19.3
138 %
Operational Metrics
Volume ($bn)
$20.7
$22.3
$24.8
$22.8
$23.7
15 %
Average Revenue Per User (ARPU)1
$ 452
$ 471
$ 488
$ 513
$533
18 %
Revenue as a % of volume ("Take Rate")
126 bps
121 bps
111 bps
115 bps
116 bps
(10) bps
SMB customer take rate2
120 bps
121 bps
113 bps
120 bps
118 bps
(2) bps
1.
Please refer to "Additional Information and Definitions" for a description of ARPU.
2.
SMB customer take rate represents revenue from SMBs who sell on marketplaces, B2B SMBs, and Checkout (previously known as Merchant Services), divided by the associated volume from each respective channel.
"Payoneer's Q2 results reflect the strength of our business and execution of our team: double-digit revenue growth excluding interest, continued ARPU expansion, and a further acceleration of B2B volume growth to 48%. We've built highly differentiated assets over decades, including specialized infrastructure for cross border commerce, network effects that strengthen as we scale, and deep relationships with millions of global businesses who trust us to power their growth.
In June, we announced an agreement to be acquired by Nuvei. The transaction validates the strength of the business our team has built and by combining our complementary platforms, we will create a financial infrastructure leader that powers global commerce at scale."
John Caplan, Chief Executive Officer
Second Quarter 2026 Business Highlights (unless otherwise noted)
Revenue excluding interest income grew 10% year-over-year, driven by 15% volume growth led by a further acceleration in B2B volume growth. Volume of $23.7 billion increased 15% year-over-year, reflecting: SMBs that sell on marketplaces volume of $12.4 billion up 2% year-over-year. B2B volume of $4.3 billion, up 48% year-over-year driven by strong growth across all major regions and continued momentum acquiring larger customers, particularly in China and EMEA. Checkout volume of $332 million, up 52% year-over-year. Enterprise payouts volume of $6.6 billion, up 22% year-over-year. SMB customer revenue of $201 million grew 10% year-over-year, reflecting: SMBs that sell on marketplaces revenue of $119 million, up 2% year-over-year. B2B SMBs revenue of $69 million, up 18% year-over-year. Checkout revenue of $13 million, up 51% year-over-year. 18% growth in ARPU, and 22% growth in ARPU excluding interest income, the eighth consecutive quarter of 20%+ growth in ARPU excluding interest income. $7.7 billion of customer funds (including both short-term and long-term funds) as of June 30, 2026. Customer funds growth of 10% year-over-year partially offsetting the impact of lower interest rates on year-over-year interest income. $16 million of share repurchases in Q2 2026 at a weighted average price of $4.91 per share. During Q2, Payoneer suspended repurchases under its share repurchase program in connection with the proposed transaction with Nuvei and does not intend to resume repurchases going forward while the transaction is still pending. On July 28, 2026, early termination of the waiting period under the Hart-Scott-Rodino Antitrust Improvements Act (HSR Act) was granted for the proposed transaction with Nuvei. Proposed Transaction with Nuvei
As previously announced on June 15, 2026, Payoneer has entered into a definitive agreement under which Neon Maple Parent Inc., a corporation incorporated pursuant to the laws of Canada ("Nuvei") will acquire Payoneer. Under the terms of the agreement, Nuvei will acquire all of the issued and outstanding shares of common stock of Payoneer Global Inc. for $7.40 per share in cash, representing a total transaction equity value of approximately $2.75 billion. The transaction is expected to close in mid-2027, subject to approval by Payoneer's shareholders, receipt of required regulatory approvals, and other customary closing conditions.
Upon completion of the transaction, Payoneer's shares will no longer trade on the NASDAQ, and Payoneer will become a private company.
For more information about the proposed transaction with Nuvei, see the Company's Current Report on Form 8-K filed with the U.S. Securities and Exchange Commission ("SEC") on June 15, 2026.
Upcoming Investor Communications and Financial Outlook
In light of the potential take-private transaction with Nuvei, Payoneer is suspending earnings conference calls, as well as our practice of providing financial guidance, thereby withdrawing our financial outlook for the year ending December 31, 2026, as well as our medium and long-term targets.
For further detail and discussion of Payoneer's financial performance please refer to Payoneer's Quarterly Report on Form 10-Q for the quarter ended June 30, 2026, which will be filed later today with the SEC. The Company plans to continue providing quarterly earnings releases and will continue to file reports with the SEC until the transaction has been completed.
About Payoneer
Payoneer is the financial platform for cross-border business and global payments. Payoneer empowers millions of businesses with the financial tools and services they need to grow and transact globally with confidence. Payoneer makes it easier for businesses, particularly in emerging markets, to connect to the global economy, pay and get paid across borders, manage their funds across multiple currencies, and grow their businesses.
Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 (the "Act"). Except for historical information contained in this press release, the matters discussed herein contain forward-looking statements that involve risks and uncertainties. Such statements are provided under the "safe harbor" protection of the Act. In some cases, you can identify forward-looking statements because they contain words such as "may," "will," "shall," "should," "expects," "plans," "positioning," "anticipates," "could," "intends," "target," "projects," "contemplates," "believes," "estimates," "predicts," "potential" or "continue" or the negative of these words or other similar terms or expressions that concern our expectations, strategy, plans or intentions. Forward-looking statements include, but are not limited to, statements about transition and the impact of recent changes to our executive management team; statements regarding the expectations of demand for our products and cash flow generation; statements about improvements to and expansion of our products and platform, and launching new products; statements about future operating results, including revenue, volume, growth opportunities, variability of expenses, ability to realize efficiencies, future spending and incremental investments, business trends, our ability to deliver profits, and growth and value for shareholders; and assumptions regarding foreign exchange rates.
Forward-looking statements by their nature address matters that are, to different degrees, uncertain, such as statements regarding the transactions (the "Transaction") contemplated by the Agreement and Plan of Merger, dated as of June 12, 2026, by and among the Company, Nuvei and Panda Acquisition Sub Inc. (the "Merger Agreement"), including the expected time period to consummate the Transaction. All such forward-looking statements are based upon current plans, estimates, expectations and ambitions that are subject to risks, uncertainties and assumptions, many of which are beyond the control of the Company, that could cause actual results to differ materially from those expressed in such forward-looking statements. Key factors that could cause actual results to differ materially include, but are not limited to, the expected timing and likelihood of completion of the Transaction, including the timing, receipt and terms and conditions of any required governmental and regulatory approvals of the Transaction; the occurrence of any event, change or other circumstances that could give rise to the termination of the Merger Agreement; the possibility that the Company's stockholders may not approve the Transaction; the risk that the parties may not be able to satisfy the conditions to the Transaction in a timely manner or at all; risks related to disruption of management time from ongoing business operations due to the Transaction; the risk that any announcements relating to the Transaction could have adverse effects on the market price of the Company's common stock; the risk that the Transaction and its announcement could have an adverse effect on the parties' business relationships and business generally, including the ability of the Company to retain customers and retain and hire key personnel and maintain relationships with their suppliers and customers, and on their operating results and businesses generally; the risk of unforeseen or unknown liabilities; customer, stockholder, partner, regulatory and other stakeholder approvals and support; the risk of unexpected future capital expenditures; the risk of potential litigation relating to the Transaction that could be instituted against the Company or its directors and/or officers; the risk associated with third party contracts containing material consent, anti-assignment, transfer or other provisions that may be related to the Transaction which are not waived or otherwise satisfactorily resolved; the risk of various events that could disrupt operations, including severe weather, such as droughts, floods, avalanches and earthquakes, cybersecurity attacks, wars, security threats and governmental response to them, and technological changes; the risks of labor disputes, changes in labor costs and labor difficulties; and the risks resulting from other effects of industry, market, economic, legal or legislative, political or regulatory conditions outside of the Company's control. All such factors are difficult to predict and are beyond our control, including those detailed in the Company's annual report on Form 10-K for the fiscal year ended December 31, 2025 (and which is available at: https://www.sec.gov/Archives/edgar/data/1845815/000110465926020487/payo-20251231x10k.htm), quarterly reports on Form 10-Q and other documents subsequently filed by the Company with the Securities and Exchange Commission ("SEC") (and that are available at https://www.sec.gov/edgar/search/#/ciks=0001845815&entityName=Payoneer%2520Global%2520Inc.%2520(PAYO)%2520(CIK%25200001845815).
The Company's forward-looking statements are based on assumptions that the Company believes to be reasonable but that may not prove to be accurate. Other unpredictable or unknown factors not discussed in this communication could also have material adverse effects on forward-looking statements. The Company does not assume an obligation to update any forward-looking statements, except as required by applicable law. These forward-looking statements speak only as of the date hereof.
Additional Information and Where to Find It
In connection with the Transaction, on July 31, 2026, the Company filed with the SEC a preliminary proxy statement on Schedule 14A. The definitive proxy statement, once filed, will be sent to the stockholders of the Company seeking their approval of the Transaction and other related matters.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT ON SCHEDULE 14A, AS WELL AS ANY OTHER RELEVANT DOCUMENTS FILED WITH OR THAT WILL BE FILED WITH THE SEC IN CONNECTION WITH THE TRANSACTION OR INCORPORATED BY REFERENCE INTO THE PROXY STATEMENT, BECAUSE THEY CONTAIN IMPORTANT INFORMATION REGARDING THE COMPANY, THE TRANSACTION AND RELATED MATTERS. Investors and security holders may obtain free copies of these documents, including the proxy statement, and other documents filed with the SEC by the Company through the website maintained by the SEC at https://www.sec.gov/edgar/browse/?CIK=1845815&owner=exclude.
Copies of documents filed with the SEC by the Company are available free of charge by accessing the Company's website at https://investor.payoneer.com/financials/sec-filings.
Participants in the Solicitation
The Company, Nuvei and their respective directors and executive officers may be deemed to be participants in the solicitation of proxies from the stockholders of the Company in connection with the Transaction under the rules of the SEC. Information about the interests of the directors and executive officers of the Company and other persons who may be deemed to be participants in the solicitation of stockholders of the Company in connection with the Transaction and a description of their direct and indirect interests, by security holdings or otherwise, are included in the preliminary proxy statement related to the Transaction, which was filed with the SEC. Information about the directors and executive officers of the Company and their ownership of the Company common stock is also set forth in the Company's definitive proxy statement in connection with its 2026 Annual Meeting of Stockholders, as filed with the SEC on April 27, 2026 (and which is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0001845815/000110465926049462/tm261500-1_def14a.htm) and in the Company's Annual Report on Form 10-K for the fiscal year ended December 31, 2025 (and which is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0001845815/000110465926020487/payo-20251231x10k.htm). Information about the directors and executive officers of the Company, their ownership of the Company common stock, and the Company's transactions with related persons is set forth in the sections entitled "Directors, Executive Officers and Corporate Governance," "Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters," and "Certain Relationships and Related Transactions, and Director Independence" included in the Company's annual report on Form 10-K for the fiscal year ended December 31, 2025, which was filed with the SEC on February 26, 2026 (and which is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0001845815/000110465926020487/payo-20251231x10k.htm), and in the sections entitled "Information Regarding the Board of Directors and Corporate Governance," "Security Ownership of Certain Beneficial Owners and Management," "Certain Relationships and Related Party Transactions," and "Independence of the Board of Directors" included in the Company's definitive proxy statement in connection with its 2026 Annual Meeting of Stockholders, as filed with the SEC on April 27, 2026 (and which is available at https://www.sec.gov/ix?doc=/Archives/edgar/data/0001845815/000110465926049462/tm261500-1_def14a.htm). Additional information regarding the interests of such participants in the solicitation of proxies in respect of the Transaction is included in the preliminary proxy statement, which was filed with the SEC, and other relevant materials to be filed with the SEC when they become available. These documents can be obtained free of charge from the SEC's website at www.sec.gov.
No Offer or Solicitation
This press release is not intended to and shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities or the solicitation of any vote of approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made except by means of a prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.
Some of the financial information and data contained in this press release, such as adjusted EBITDA, have not been prepared in accordance with United States generally accepted accounting principles ("GAAP"). Payoneer uses certain non-GAAP measures to compare Payoneer's performance to that of prior periods for budgeting and planning purposes. Payoneer believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial and business trends relating to Payoneer's results of operations. Payoneer's method of determining these non-GAAP measures may be different from other companies' methods and, therefore, may not be comparable to those used by other companies and Payoneer does not recommend the sole use of these non-GAAP measures to assess its financial performance. Payoneer management does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP. The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by GAAP to be recorded in Payoneer's financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures. In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. You should review Payoneer's financial statements, which are included in Payoneer's Annual Report on Form 10-K for the year ended December 31, 2025 and its subsequent Quarterly Reports on Form 10-Q, and not rely on any single financial measure to evaluate Payoneer's business.
Non-GAAP measures include the following items:
Adjusted EBITDA: We provide adjusted EBITDA, a non-GAAP financial measure that represents our net income (loss) adjusted to exclude, as applicable: M&A related expense (income), stock-based compensation expenses, restructuring charges, loss (gain) from change in fair value of warrants and warrant repurchase/redemption, other financial expense (income), net, income taxes, and depreciation and amortization.
Other companies may calculate the above measure differently, and therefore Payoneer's measures may not be directly comparable to similarly titled measures of other companies.
Additional Information and Definitions
In this earnings release, we reference volume, which is an operational metric. Volume refers to the total dollar value of transactions successfully completed or enabled by our platform, not including orchestration transactions. For a customer that both receives and later sends payments, we count the volume only once. Note: orchestration transactions ceased in 2024 and were related to our 2020 acquisition of optile GmbH.
We also reference ARPU (Average Revenue Per User), which is defined as the Revenue from Active Customers divided by the number of Active Customers over the period in which the Revenue was earned. Active Customers for these purposes are defined as Payoneer accountholders with at least 1 financial transaction over the period. Revenue from Active Customers represents revenue attributed to Active Customers based on their use of the Payoneer platform, including interest income earned from their balances, and excluding revenues unrelated to their activities.
Investor Contact:
Michelle Wang
[email protected]
Media Contact:
Angela Sullivan
[email protected]
TABLE - 1
PAYONEER GLOBAL INC.
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(U.S. dollars in thousands, except share and per share data)
(Unaudited)
Three months ended
June 30,
2026
2025
Revenues
$
274,258
$
260,614
Transaction costs
37,682
40,566
Other operating expenses
41,260
42,703
Research and development expenses
46,968
37,387
Sales and marketing expenses
61,770
57,312
General and administrative expenses
48,421
37,016
Depreciation and amortization
21,224
15,553
Total operating expenses
257,325
230,537
Operating income
16,933
30,077
Financial expense:
Other financial expense, net
10,622
227
Financial expense, net
10,622
227
Income before income taxes
6,311
29,850
Income taxes
8,747
10,370
Net income (loss)
$
(2,436)
$
19,480
Other comprehensive income (loss)
Unrealized gain (loss) on available-for-sale debt securities, net
(8,104)
2,565
Tax benefit (expense) on unrealized gain (loss) on available-for-sale debt securities, net
1,773
(569)
Unrealized gain on cash flow hedges, net
927
5,932
Tax expense on unrealized gain on cash flow hedges, net
(177)
(1,135)
Unrealized gain (loss) on interest rate floor, net
(8,231)
2,117
Tax benefit (expense) on unrealized gain (loss)on interest rate floor, net
1,800
(469)
Foreign currency translation adjustments
(166)
66
Other comprehensive income (loss)
(12,178)
8,507
Comprehensive income (loss)
$
(14,614)
$
27,987
Per Share Data
Net income per share attributable to common stockholders — Basic earnings per share
$
(0.01)
$
0.05
— Diluted earnings per share
$
(0.01)
$
0.05
Weighted average common shares outstanding — Basic
337,465,576
368,770,598
Weighted average common shares outstanding — Diluted
337,465,576
380,632,789
Disaggregation of revenue
The following table presents revenue recognized from contracts with customers as well as revenue from other sources:
(Unaudited)
Three months ended
June 30,
2026
2025
Revenue recognized at a point in time
$
218,313
$
199,560
Revenue recognized over time
2,018
936
Revenue from contracts with customers
$
220,331
$
200,496
Interest income on customer balances
$
52,105
$
58,334
Capital advance income
1,822
1,784
Revenue from other sources
$
53,927
$
60,118
Total revenues
$
274,258
$
260,614
The following table presents the Company's revenue disaggregated by primary regional market, with revenues being attributed to the country (in the region) in which the billing address of the transacting customer is located, with the exception of global bank transfer revenues, where revenues are disaggregated based on the billing address of the transaction funds source.
(Unaudited)
Three months ended
June 30,
2026
2025
Primary regional markets
Greater China(1)
$
93,243
$
85,913
Europe, Middle East, and Africa(2)
68,250
67,396
Asia-Pacific(2)
60,775
53,762
Latin America(2)
25,772
28,883
North America(3)
26,218
24,660
Total revenues
$
274,258
$
260,614
1.
Greater China is inclusive of mainland China, Hong Kong, Macao and Taiwan.
2.
No single country included in any of these regions generated more than 10% of total revenue.
3.
The United States is the Company's country of domicile. Of North America revenues, the U.S.
represents $25,275 and $23,477 during the three months ended June 30, 2026 and 2025.
TABLE - 2
PAYONEER GLOBAL INC.
RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA (UNAUDITED)
(U.S. dollars in thousands)
Three months ended
June 30,
2026
2025
Net income (loss)
$
(2,436)
$
19,480
Depreciation and amortization
21,224
15,553
Income taxes
8,747
10,370
Other financial expense, net
10,622
227
EBITDA
38,157
45,630
Stock based compensation expenses(1)
19,475
20,059
M&A related expenses(2)
13,469
736
Restructuring charges(3)
257
—
Adjusted EBITDA
$
71,358
$
66,425
Three months ended,
June 30, 2025
Sept. 30, 2025
Dec. 31, 2025
Mar. 31, 2026
June 30, 2026
Net income (loss)
$
19,480
$
14,123
$
19,012
$
19,568
$
(2,436)
Depreciation and amortization
15,553
16,140
19,542
18,916
21,224
Income taxes
10,370
16,388
8,446
9,641
8,747
Other financial expense, net
227
5,836
1,466
812
10,622
EBITDA
45,630
52,487
48,466
48,937
38,157
Stock based compensation expenses(1)
20,059
17,799
16,491
18,524
19,475
M&A related expenses(2)
736
981
1,339
478
13,469
Restructuring charges(3)
—
—
2,243
1,509
257
Adjusted EBITDA
$
66,425
$
71,267
$
68,539
$
69,448
$
71,358
(1)
Represents non-cash charges associated with stock-based compensation expense, which has been, and will continue to be for the foreseeable future, a significant recurring expense in our business and an important part of our compensation strategy.
(2)
These expenses relate to:
(i) M&A related third-party costs, including bankers fees, legal, regulatory, consulting and other expenditures. These costs include expenses related to the Proposed Acquisition by Nuvei. For the three months ended June 30, 2026, M&A third-party costs were $10.8 million
(ii) M&A-related expenses include certain acquisition-related costs and non-recurring adjustments associated with acquired businesses. For the three months ended June 30, 2026, these expenses included approximately $0.1 million related to a non-recurring fair value adjustment and compensation expense associated with the Boundless deferred payment and earn-out arrangement.
(iii) Non-recurring acquisition-related compensation to employees and contractors. For the three months ended June 30, 2026, these expenses were $2.5 million.
(3)
Represents non-recurring costs related to severance and other employee termination benefits.
TABLE - 3
PAYONEER GLOBAL INC.
EARNINGS PER SHARE
(U.S. dollars in thousands, except share and per share data)
(Unaudited)
Three months ended June 30,
2026
2025
Numerator:
Net income (loss)
$
(2,436)
$
19,480
Denominator:
Weighted average common shares outstanding —
Basic
337,465,576
368,770,598
Add:
Dilutive impact of RSUs, ESPP and options to purchase common stock
—
11,066,906
Dilutive impact of private Warrants
—
795,285
Weighted average common shares — diluted
337,465,576
380,632,789
Net income (loss) per share attributable to common stockholders — Basic
earnings per share
$
(0.01)
$
0.05
Diluted earnings per share
$
(0.01)
$
0.05
TABLE - 4
PAYONEER GLOBAL INC.
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(U.S. dollars in thousands, except share and per share data)
June 30,
December 31,
2026
2025
Assets:
Current assets:
Cash and cash equivalents
$
346,320
$
415,537
Restricted cash
4,717
6,090
Customer funds
7,472,749
7,544,541
Accounts receivable (net of allowance of $1,032 and $501 at June 30, 2026 and
December 31, 2025, respectively)
13,258
10,412
Capital advance receivables (net of allowance of $3,477 and $3,953 at June 30, 2026 and
December 31, 2025, respectively)
36,881
43,665
Other current assets
86,539
90,671
Total current assets
7,960,464
8,110,916
Non-current assets:
Property, equipment and software, net
46,624
32,437
Goodwill
86,136
77,785
Intangible assets, net
215,404
208,053
Customer funds
275,000
350,000
Restricted cash
22,834
23,604
Deferred tax assets, net
65,153
56,898
Severance pay fund
894
856
Operating lease right-of-use assets
61,485
62,257
Other assets
30,952
33,783
Total assets
$
8,764,946
$
8,956,589
Liabilities and shareholders' equity:
Current liabilities:
Trade payables
$
50,812
$
44,611
Outstanding operating balances
7,747,749
7,894,541
Other payables
138,878
144,568
Total current liabilities
7,937,439
8,083,720
Non-current liabilities:
Deferred tax liabilities, net
25,405
25,051
Other long-term liabilities
148,572
143,391
Total liabilities
8,111,416
8,252,162
Commitments and contingencies
Shareholders' equity:
Preferred stock, $0.01 par value, 380,000,000 shares authorized; no shares were issued
and outstanding at June 30, 2026 and December 31, 2025.
—
—
Common stock, $0.01 par value, 3,800,000,000 and 3,800,000,000 shares authorized;
419,411,249 and 411,826,086 shares issued and 338,723,544 and 348,704,315 shares
outstanding at June 30, 2026 and December 31, 2025, respectively.
4,194
4,118
Treasury stock at cost, 80,687,705 and 63,121,771 shares as of June 30, 2026 and
December 31, 2025, respectively.
(459,220)
(368,867)
Additional paid-in capital
937,577
896,294
Accumulated other comprehensive loss
(25,312)
(6,277)
Retained earnings
196,291
179,159
Total shareholders' equity
653,530
704,427
Total liabilities and shareholders' equity
$
8,764,946
$
8,956,589
TABLE - 5
PAYONEER GLOBAL INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(U.S. dollars in thousands)
Six months ended
June 30,
2026
2025
Cash Flows from Operating Activities
Net income
$
17,132
$
40,057
Adjustment to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
40,140
29,943
Deferred taxes
(2,651)
(7,957)
Stock-based compensation expenses
37,999
38,814
Interest on certificate of deposits
(3,559)
(9,386)
Interest and amortization of premium/discount on investments
2,624
(2,560)
Net realized (gains) losses on derivative instruments
(2,752)
664
Foreign currency re-measurement (gain) loss
1,014
(5,840)
Changes in operating assets and liabilities:
Other current assets
6,986
9,388
Trade payables
1,930
5,943
Deferred revenue
4,696
211
Accounts receivable, net
(2,811)
(1,958)
Capital advance extended to customers
(134,730)
(167,223)
Capital advance collected from customers
141,514
191,655
Other payables
(4,152)
(10,918)
Other long-term liabilities
3,562
3,571
Operating lease right-of-use assets
5,404
5,777
Other assets
664
4,220
Net cash provided by operating activities
113,010
124,401
Cash Flows from Investing Activities
Purchase of property, equipment and software
(21,116)
(7,304)
Capitalization of internal use software
(34,742)
(29,993)
Severance pay fund distributions, net
(38)
(40)
Customer funds in transit, net
53,049
(45,619)
Purchases of investments in available-for-sale debt securities
(217,374)
(272,974)
Maturities of investments in available-for-sale debt securities
195,000
180,500
Settlement of cash flow hedges
7,077
—
Maturities of investments in term deposits
75,000
75,000
Cash paid in connection with acquisition, net of cash acquired
(6,479)
(33,081)
Net cash provided by (used in) investing activities
50,377
(133,511)
Cash Flows from Financing Activities
Proceeds from issuance of common stock in connection with stock-based compensation plan, net of taxes
paid related to settlement of equity awards and proceeds from employee equity transactions to be remitted
to employees
3,800
(2,183)
Outstanding operating balances, net
(149,447)
47,549
Receipts of collateral on interest rate derivatives
41,670
68,130
Payments of collateral on interest rate derivatives
(52,470)
(61,500)
Consideration related to previous acquisitions
(6,519)
—
Common stock repurchased
(92,670)
(49,756)
Net cash provided by (used in) financing activities
(255,636)
2,240
Effect of exchange rate changes on cash and cash equivalents
(1,148)
6,045
Net change in cash, cash equivalents, restricted cash and customer funds
(93,397)
(825)
Cash, cash equivalents, restricted cash and customer funds at beginning of period
6,416,707
5,658,210
Cash, cash equivalents, restricted cash and customer funds at end of period
$
6,323,310
$
5,657,385
Supplemental information of investing and financing activities not involving cash flows:
Property, equipment, and software acquired but not paid
$
1,955
$
142
Internal use software capitalized but not paid
$
8,513
$
5,229
Common stock repurchased but not paid
$
—
$
700
Right of use assets obtained in exchange for new operating lease liabilities
Acushnet Holdings Corp. zveřejnila výsledky za 2. čtvrtletí 2026 6. srpna 2026. Investory čeká konferenční hovor k těmto výsledkům 6. srpna 2026 v 8:30 dopoledne východního času.
FAIRHAVEN, Mass.--(BUSINESS WIRE)--Acushnet Holdings Corp. (NYSE: GOLF) (“Acushnet”) published its second quarter 2026 financial results on August 6, 2026. The results are available via the Acushnet Investor Relations (http://www.acushnetholdingscorp.com/ir) and the U.S. Securities and Exchange Commission (https://www.sec.gov/cgi-bin/browse-edgar?company=acushnet&owner=exclude&action=getcompany) websites.
Acushnet will hold a conference call for investors at 8:30 a.m. Eastern Time on August 6, 2026 to review the second quarter 2026 financial results. A live webcast of that call will be available on the Acushnet Investor Relations website and a replay will be available shortly after the conclusion of the live event.
ABOUT ACUSHNET HOLDINGS CORP.
We are the global leader in the design, development, manufacture and distribution of performance‑driven golf products, and these products are widely recognized for their quality excellence. Driven by our focus on dedicated and discerning golfers and the golf shops that serve them, we believe we are the most authentic and enduring company in the golf industry. Our mission—to be the performance and quality leader in every golf product category in which we compete—has remained consistent since we entered the golf ball business in 1932. Today, we are the steward of two of the most revered brands in golf—Titleist, one of golf’s leading performance equipment brands, and FootJoy, one of golf’s leading performance wearable brands.
Additional information can be found at www.acushnetholdingscorp.com.
Blackstone Secured Lending Fund oznámil za 2. čtvrtletí 2026 solidní výsledky a žádná nová aktiva nepřevedl do non-accrual. Nové investice přesáhly 300 milionů USD, splacení vzrostlo nad 700 milionů USD.
NEW YORK--(BUSINESS WIRE)--Blackstone Secured Lending Fund (NYSE: BXSL or the “Company”) today reported its second-quarter 2026 results.
Brad Marshall, Chief Executive Officer of Blackstone Secured Lending Fund, said, “BXSL reported healthy second-quarter earnings with no new assets placed on non-accrual. During the quarter, new investment activity exceeded $300 million, while repayments increased to over $700 million. Our portfolio, which is primarily composed of first-lien senior secured debt, remains well positioned, underpinned by stable EBITDA growth across our borrowers. We maintained a disciplined approach to deployment, leveraging the advantages of Blackstone’s scale, sourcing capabilities, and asset management expertise for the benefit of our shareholders.”
Blackstone Secured Lending Fund issued a full detailed presentation of its second-quarter 2026 results, which can be viewed at www.bxsl.com.
Dividend Declaration
The Company's Board of Trustees has declared a third-quarter 2026 dividend of $0.77 per share to shareholders of record as of September 30, 2026, payable on or about October 23, 2026.
Quarterly Investor Call Details
Blackstone Secured Lending Fund will host its conference call today at 9:30 a.m. ET to discuss results. To register for the webcast, please use the following link: https://event.webcasts.com/starthere.jsp?ei=1767729&tp_key=6d012692ae
For those unable to listen to the live broadcast, there will be a webcast replay on the Shareholders section of BXSL’s website at https://ir.bxsl.com.
About Blackstone Secured Lending Fund
Blackstone Secured Lending Fund (NYSE: BXSL) is a specialty finance company that invests primarily in the debt of private U.S. companies. As of June 30, 2026, BXSL’s fair value of investments was approximately $13.4 billion. BXSL has elected to be regulated as a business development company under the Investment Company Act of 1940, as amended. BXSL is externally managed by Blackstone Private Credit Strategies LLC, an SEC-registered investment adviser that is an affiliate of Blackstone Inc. Blackstone Inc., together with its subsidiaries, is the world’s largest alternative investment firm with over $1.3 trillion of assets under management as of June 30, 2026.
Forward-Looking Statements and Other Matters
Certain information contained in this communication constitutes “forward-looking statements.” These forward-looking statements can be identified by the use of forward-looking terminology, such as “outlook,” “indicator,” “believes,” “expects,” “potential,” “continues,” “may,” “can,” “could,” “will,” “should,” “seeks,” “approximately,” “predicts,” “intends,” “plans,” “scheduled,” “estimates,” “anticipates,” “opportunity,” “leads,” “forecast,” “possible,” “confident,” “conviction,” “identified” or the negative versions of these words or other comparable words thereof. These may include BXSL’s financial estimates and their underlying assumptions, statements about plans, statements regarding pending transactions, objectives and expectations with respect to future operations, statements regarding future performance, statements regarding economic and market trends and statements regarding identified but not yet closed investments. Such forward‐looking statements are subject to various risks and uncertainties. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in such statements. BXSL believes these factors include but are not limited to those described under the section entitled “Risk Factors” in its prospectus and annual report for the most recent fiscal year, and any such updated factors included in its periodic filings with the Securities and Exchange Commission (the “SEC”), which are accessible on the SEC’s website at www.sec.gov. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included in this document (or BXSL’s prospectus and other filings). The forward-looking statements speak only as of the date of this report. Except as otherwise required by federal securities laws, BXSL undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future developments or otherwise.
Keurig Dr Pepper ve 2. čtvrtletí zvýšila tržby o 75,6 % na 7,3 mld. USD a potvrdila celoroční výhled pro rok 2026. Upravený zisk na akcii (EPS) vzrostl na 0,57 USD.
Performance Led by U.S. Refreshment Beverages and JDE Peet's
Company Reaffirms 2026 Constant Currency Net Sales and Adjusted EPS Outlook
Company Continues to Target a Pro-Forma Management Leverage Ratio of 4.1x at Year-End1
, /PRNewswire/ -- Keurig Dr Pepper Inc. (NASDAQ: KDP) today reported results for the second quarter of 2026 and reaffirmed its full year guidance.
Reported GAAP Basis
Adjusted Basis1
Q2
YTD
Q2
YTD
Net Sales
$7.31 bn
$11.29 bn
$7.31 bn
$11.29 bn
% vs prior year
75.6 %
44.7 %
74.6 %
43.6 %
Diluted EPS
$0.04
$0.24
$0.57
$0.97
% vs prior year
(90.0) %
(69.2) %
16.3 %
4.3 %
Commenting on the performance, CEO Tim Cofer stated, "We delivered another strong quarter of results, with Q2 EPS exceeding our expectations. U.S. Refreshment Beverages generated double-digit top- and bottom-line growth, KDP International sequentially improved as planned, and our combined coffee platform delivered solid performance, with healthy JDE Peet's results balanced against U.S. Coffee pressures. We also made meaningful progress on our integration and separation work, including capturing initial cost synergies, advancing key organizational readiness milestones, and generating robust free cash flow to support balance sheet deleveraging. At the midpoint of the year, we remain on track to achieve our 2026 financial and transformation commitments while preparing for a successful separation in early 2027."
Second Quarter Consolidated Results
Net sales for the second quarter increased 75.6% to $7.3 billion and, on a constant currency basis, net sales advanced 74.6%. Excluding the contribution from the JDE Peet's acquisition, legacy KDP net sales increased 7.3%, driven by favorable net price realization of 4.2% and volume/mix growth of 3.1%.
GAAP operating income decreased 30.1% to $628 million, including an unfavorable year-over-year impact of items affecting comparability. Adjusted operating income increased 42.9% to $1,478 million and totaled 20.2% of net sales. The Adjusted operating income growth was driven by net sales growth, productivity savings, and the JDE Peet's acquisition, partially offset by the impact of inflationary pressures and higher SG&A expenses, including increased marketing.
GAAP net income attributable to common shareholders decreased 89.0% to $60 million, or $0.04 per diluted share, primarily driven by an unfavorable year-over-year impact of items affecting comparability, including acquisition and integration-related costs. Adjusted net income attributable to common shareholders increased 15.2% to $783 million and Adjusted diluted EPS increased 16.3% to $0.57, driven by the Adjusted operating income increase, partly offset by higher Adjusted interest expense, non-controlling interest, and earnings allocated to preferred investors.
Operating cash flow for the second quarter was $895 million and free cash flow totaled $714 million.
1 Adjusted financial metrics presented in this release are non-GAAP, excluding items affecting comparability. Adjusted growth rates are non-GAAP, excluding items affecting comparability and presented on a constant currency basis. See reconciliations of GAAP results to Adjusted results on a constant currency basis in the accompanying tables. The Company does not provide reconciliations of forward-looking non-GAAP measures to GAAP measures, due to the inability to predict the amount and timing of impacts outside of the Company's control on certain items, such as non-cash gains or losses resulting from mark-to-market adjustments of derivative instruments, among others, which could be material. Reconciling such items would require unreasonable efforts.
Second Quarter Segment Results
U.S. Refreshment Beverages
Net sales for the second quarter increased 10.0% to $2.9 billion, driven by volume/mix growth of 6.5% and favorable net price realization of 3.5%.
GAAP operating income increased 14.9% to $857 million, including a favorable year-over-year impact of items affecting comparability. Adjusted operating income increased 11.9% to $874 million and totaled 29.9% of net sales. Adjusted operating income growth was driven by net sales growth and productivity savings, partially offset by the impact of inflationary pressures and higher SG&A expenses.
U.S. Coffee
Net sales for the second quarter decreased 3.2% to $918 million. Volume/mix declined 8.2%, including an unfavorable impact from a reporting shift of Peet's K-Cup pods into the JDE Peet's segment as a result of the acquisition. This more than offset favorable net price realization of 5.0%.
GAAP operating income decreased 36.1% to $149 million, including an unfavorable year-over-year impact of items affecting comparability, primarily due to acquisition and integration-related costs. Adjusted operating income decreased 24.7% to $225 million and totaled 24.5% of net sales. The Adjusted operating income decline was primarily due to the impact of inflationary pressures, the volume/mix decline, and increased marketing. These factors were partially offset by net price realization and productivity savings.
JDE Peet's
Net sales for the second quarter were $2.8 billion. The GAAP operating loss was $62 million, including an unfavorable impact of items affecting comparability, primarily due to acquisition and integration-related costs. Adjusted operating income was $414 million and totaled 14.8% of net sales.
The JDE Peet's acquisition closed on April 1, and therefore the segment contribution was wholly incremental to the Company on a year-over-year basis.
KDP International
Net sales for the second quarter increased 19.6% to $664 million. On a constant currency basis, net sales increased 12.4%, driven by volume/mix growth of 6.5% and favorable net price realization of 5.9%.
GAAP operating income increased 6.3% to $152 million, including a favorable year-over-year impact from currency translation. Adjusted operating income was $155 million, flat year-over-year, and totaled 23.3% of net sales. Adjusted operating income was driven by net sales growth and productivity savings, offset by cost pressures, including the Mexico beverage tax, and increased marketing.
2026 Guidance
The 2026 guidance provided below is presented on a constant currency, non-GAAP basis. The Company does not provide reconciliations of such forward-looking non-GAAP measures to GAAP measures, due to the inability to predict the amount and timing of impacts outside of the Company's control on certain items, such as non-cash gains or losses resulting from mark-to-market adjustments of derivative instruments, among others, which could be material. Reconciling such items would require unreasonable efforts.
For 2026, KDP expects net sales of $25.9-$26.4 billion and constant currency Adjusted diluted EPS growth in a low-double-digit range. This guidance is comprised of 4-6% constant currency net sales growth and 4-6% constant currency Adjusted diluted EPS growth for KDP's legacy business, as well as an incremental contribution from the JDE Peet's acquisition. At current exchange rates, foreign currency translation is forecasted to approximate a one percentage point tailwind to 2026 full year net sales and EPS growth.
The Company expects to end 2026 with a pro-forma management leverage ratio of approximately 4.1x.
Media Contact:
Katie Gilroy
T: 781-418-3345 / [email protected]
ABOUT KEURIG DR PEPPER
Keurig Dr Pepper (Nasdaq: KDP) is a leading beverage company with more than 150 owned, licensed and partner brands that meet a wide range of needs and occasions. Our North American refreshment beverage business holds leadership positions across carbonated soft drinks, water, juice and mixers with a portfolio of iconic brands such as Dr Pepper®, Canada Dry®, Mott's®, A&W®, Peñafiel®, GHOST®, 7UP®, Snapple®, Clamato® and Core Hydration®. Our global coffee business spans more than 100 markets and includes the leading Keurig® single‑serve brewing system in the U.S. and Canada, along with powerhouse brands such as Peet's, L'OR and Jacobs, and other regional coffee leaders. Our more than 50,000 employees aim to enhance the experience of every beverage and coffee occasion while making a positive impact for people, communities and the planet. Learn more at www.keurigdrpepper.com and follow us @KeurigDrPepper on LinkedIn and Instagram.
FORWARD LOOKING STATEMENTS
Certain statements contained herein are "forward-looking statements" within the meaning of applicable securities laws and regulations. These forward-looking statements include those preceded by, followed by or that include the words such as "outlook," "guidance," "anticipate," "enable," "expect," "believe," "could," "confident," "estimate," "feel," "continue," "ongoing," "forecast," "intend," "may," "on track," "plan," "positioned," "potential," "project," "should," "target," "will," "would" and similar words, phrases, or expressions and variations or negatives of these words. Forward-looking statements by their nature address matters that are, to different degrees, uncertain. These statements are based on the current expectations of our management, are not predictions of actual performance, and actual results may differ materially.
Forward-looking statements are subject to a number of risks and uncertainties, including the factors disclosed in our Annual Report on Form 10-K and subsequent filings with the SEC. Our actual financial performance could differ materially from the projections in the forward-looking statements due to a variety of factors, including, but not limited to, (i) the inherent uncertainty of estimates, forecasts and projections, (ii) global economic uncertainty or economic downturns, (iii) tariffs or the imposition of new tariffs, trade wars, barriers or restrictions, sanctions, geopolitical disturbances and conflicts, or threats of such actions and related uncertainty, (iv) the risk that our financial performance may be better or worse than anticipated, (v) risks related to the completion of the separation of our beverage and coffee portfolios in the anticipated timeframe or at all, (vi) our incurrence of significant debt or our entry into other funding alternatives, in each case, which funded the acquisition of JDE Peet's, which may result in dilution to our stockholders or introduce complexity to our capital structure, (vii) additional risks associated with the acquisition of JDE Peet's and those geographies, countries and associated governments where JDE Peet's currently operates, (viii) our ability to successfully integrate JDE Peet's into our business, or that such integration may be more difficult, time-consuming or costly than expected, (ix) constraints on management's attention to operating and growing our business during the execution of the integration of JDE Peet's and the separation, (x) the potential downgrade of our credit ratings as a result of debt incurred and/or assumed in connection with the acquisition of JDE Peet's and the separation, (xi) the possibility of negative impacts on business relationships in connection with the acquisition of JDE Peet's and the separation, (xii) the risk that the separation incurs significant additional costs, (xiii) the risk of potential litigation and regulatory actions, (xiv) risks related to negative effects of the acquisition of JDE Peet's and the pendency of the separation on our share price and (xv) the ability to achieve the anticipated strategic and financial benefits from the separation. We are under no obligation to update, modify or withdraw any forward-looking statements, except as required by applicable law.
NON-GAAP FINANCIAL MEASURES
This release includes certain non-GAAP financial measures, which differ from results using U.S. Generally Accepted Accounting Principles (GAAP). These non-GAAP financial measures should be considered as supplements to and should not be considered replacements for, or superior to, the GAAP measures. These measures may differ from similarly titled non-GAAP financial measures presented by other companies, and other companies may not define the non-GAAP financial measure in the same way. Non-GAAP financial measures typically exclude certain charges, including one-time costs that are not expected to occur routinely in future periods, described by the Company as "items affecting comparability". Refer to page A-6 for the Company's description of items affecting comparability for each period presented. The Company uses non-GAAP financial measures to evaluate our operating and financial performance and to compare such performance to that of prior periods and to the performance of our competitors. Additionally, we use non-GAAP financial measures in making operational and financial decisions and in our budgeting and planning process. We believe that providing non-GAAP financial measures to investors helps investors evaluate our operating performance, profitability and business trends in a way that is consistent with how management evaluates such performance.
Adjusted gross profit. Adjusted gross profit is defined as Net sales less Cost of sales, as adjusted for items affecting comparability as described on page A-6. Management believes that Adjusted gross profit is useful for investors in evaluating the Company's operating results and understanding the Company's operating trends by adjusting certain items that can vary significantly depending on specific underlying transactions or events, thereby affecting comparability.
Adjusted operating income. Adjusted operating income is defined as Income from operations, as adjusted for items affecting comparability as described on page A-6. Management believes that Adjusted operating income is useful for investors in evaluating the Company's operating results and understanding the Company's operating trends by adjusting certain items that can vary significantly depending on specific underlying transactions or events, thereby affecting comparability.
Adjusted net income. Adjusted net income is defined as Net income, as adjusted for items affecting comparability as described on page A-6. Management believes that Adjusted net income is useful for investors in evaluating the Company's operating results and understanding the Company's operating trends by adjusting certain items that can vary significantly depending on specific underlying transactions or events, thereby affecting comparability.
Adjusted diluted EPS. Adjusted diluted EPS is defined as Diluted EPS, as adjusted for items affecting comparability as described on page A-6. Management believes that Adjusted diluted EPS is useful for investors in providing period-to-period comparisons of the results of our operations since it adjusts for certain items affecting overall comparability.
Adjusted gross margin. Adjusted gross margin is defined as Adjusted gross profit divided by Net sales. Management believes that Adjusted gross margin is useful for investors as supplemental measures to evaluate our operating performance and ability to manage ongoing costs.
Adjusted operating margin. Adjusted operating margin is defined as Adjusted Income from operations divided by Net sales. Management believes that Adjusted operating margin is useful for investors as supplemental measures to evaluate our operating performance and ability to manage ongoing costs.
Adjusted interest expense. Adjusted interest expense is defined as Interest expense, net, as adjusted for items affecting comparability as described on page A-6. Management believes that Adjusted interest expense is useful for investors in evaluating our performance and establishing expectations for the impacts of interest expenses.
Adjusted EBITDA. Adjusted EBITDA is defined as EBITDA, as adjusted for items affecting comparability as described on page A-6. EBITDA is defined as Net income as adjusted for interest expense, net; provision for income taxes; depreciation expense; amortization of intangibles; and other amortization. Management believes that Adjusted EBITDA is useful for investors in evaluating the Company's operating results and understanding the Company's operating trends by adjusting certain items that can vary significantly depending on specific underlying transactions or events, thereby affecting comparability.
Management leverage ratio. Management leverage ratio is defined as KDP's total principal amounts of debt less cash and cash equivalents, divided by Adjusted EBITDA. Management believes that the Management leverage ratio is useful for investors in evaluating the Company's liquidity and assessing the Company's ability to meet its financial obligations.
Free cash flow. Free cash flow is defined as net cash provided by operating activities adjusted for purchases of property, plant and equipment, proceeds from sales of property, plant and equipment, and certain items excluded for comparison to prior year periods. Management uses this measure to evaluate the company's performance and make resource allocation decisions.
Financial measures presented on a constant currency basis. Defined as certain financial statement captions and metrics adjusted for certain items affecting comparability, calculated on a constant currency basis by converting our current period local currency financial results using the prior period foreign currency exchange rates. Because our reporting currency is the U.S. Dollar, the value of financial measures presented in U.S. Dollar will be affected by changes in currency exchange rates. Therefore, we present certain financial measures on a constant currency basis for greater comparability.
KEURIG DR PEPPER INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME
(UNAUDITED)
Second Quarter
First Six Months
(in millions, except per share data)
2026
2025
2026
2025
Net sales
$ 7,309
$ 4,163
$ 11,285
$ 7,798
Cost of sales
4,243
1,908
6,121
3,558
Gross profit
3,066
2,255
5,164
4,240
Selling, general, and administrative expenses
2,397
1,356
3,739
2,548
Other operating expense (income), net
41
1
41
(7)
Income from operations
628
898
1,384
1,699
Interest expense, net
336
180
617
328
Other (income) expense, net
(13)
—
105
(7)
Income before provision for income taxes
305
718
662
1,378
Provision for income taxes
95
171
182
314
Net income
210
$ 547
480
$ 1,064
Less: Net income attributable to non-controlling interests
68
—
68
—
Net income attributable to KDP
142
547
412
1,064
Less: Net income allocated to Preferred Investors
82
—
82
—
Net income attributable to common shareholders
$ 60
$ 547
$ 330
$ 1,064
Earnings per common share:
Basic
$ 0.04
$ 0.40
$ 0.24
$ 0.78
Diluted
0.04
0.40
0.24
0.78
Weighted average common shares outstanding:
Basic
1,360.6
1,358.3
1,359.9
1,357.7
Diluted
1,364.5
1,362.8
1,364.2
1,362.6
KEURIG DR PEPPER INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(UNAUDITED)
June 30,
December 31,
(in millions, except share and per share data)
2026
2025
Assets
Current assets:
Cash and cash equivalents
$ 1,517
$ 1,026
Restricted cash and restricted cash equivalents
36
18
Trade accounts receivable, net
2,423
1,671
Inventories
3,857
1,733
Prepaid expenses and other current assets
1,628
818
Total current assets
9,461
5,266
Property, plant, and equipment, net
6,323
3,230
Equity method investments
1,733
1,660
Goodwill
29,760
20,247
Intangible assets, net
38,113
23,725
Deferred tax assets
192
36
Other non-current assets
2,037
1,295
Total assets
$ 87,619
$ 55,459
Liabilities, convertible preferred stock, and equity
Current liabilities:
Accounts payable
$ 6,293
$ 2,996
Accrued expenses
2,430
1,379
Structured payables
1,018
25
Short-term borrowings and current portion of long-term obligations
8,394
3,105
Other current liabilities
1,604
785
Total current liabilities
19,739
8,290
Long-term obligations
21,586
13,036
Deferred tax liabilities
8,936
5,526
Other non-current liabilities
3,712
3,091
Total liabilities
53,973
29,943
Convertible preferred stock, $0.01 par value, 4,500,000 shares authorized,
4,500,000 and 0 shares issued and outstanding as of June 30, 2026 and
December 31, 2025, respectively. Liquidation preference of $4,500 million as of
June 30, 2026
4,418
—
Stockholders' equity:
Preferred stock, $0.01 par value, 10,500,000 shares authorized, no shares
issued as of June 30, 2026 and December 31, 2025
—
—
Common stock, $0.01 par value, 2,000,000,000 shares authorized,
1,360,776,911 and 1,358,663,795 shares issued and outstanding as of June
30, 2026 and December 31, 2025, respectively
14
14
Additional paid-in capital
19,808
19,778
Retained earnings
5,326
5,622
Accumulated other comprehensive (loss) income
(116)
102
Total stockholders' equity
25,032
25,516
Non-controlling interests
4,196
—
Total equity
29,228
25,516
Total liabilities, convertible preferred stock, and equity
$ 87,619
$ 55,459
KEURIG DR PEPPER INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
First Six Months
(in millions)
2026
2025
Operating activities:
Net income
$ 480
$ 1,064
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation expense
322
217
Amortization of intangibles
161
68
Amortization of inventory step-up
314
15
Other amortization expense
82
63
Provision for sales returns
67
24
Deferred income taxes
(22)
4
Employee stock-based compensation expense
62
45
Amortization of deferred financing costs
109
6
Loss (gain) on disposal of property, plant, and equipment
10
(6)
Unrealized gain on foreign currency
48
(6)
Unrealized gain on derivatives
(171)
(56)
Settlements of interest rate contracts
70
—
Earnings of equity method investments
(40)
(27)
Earned equity from distribution arrangements
(8)
(10)
Other, net
10
(11)
Changes in assets and liabilities, excluding the effects of business acquisitions:
Trade accounts receivable
50
3
Inventories
133
(431)
Income taxes receivable and payable, net
15
(86)
Other current and non-current assets
(324)
(136)
Accounts payable and accrued expenses
(88)
(93)
Other current and non-current liabilities
(104)
(7)
Net change in operating assets and liabilities
(318)
(750)
Net cash provided by operating activities
1,176
640
Investing activities:
Acquisitions of businesses, net of cash acquired
(16,615)
(111)
Purchases of property, plant, and equipment
(297)
(226)
Proceeds from sales of property, plant, and equipment
19
13
Purchases of intangibles
(4)
(16)
Other, net
(2)
62
Net cash used in investing activities
$ (16,899)
$ (278)
KEURIG DR PEPPER INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
First Six Months
(in millions)
2026
2025
Financing activities:
Proceeds from issuance of Notes
$ 6,108
$ 2,000
Net repayment of commercial paper
(232)
(139)
Proceeds from delayed draw term loan
3,626
—
Repayment of term loan
(405)
(990)
Net proceeds from issuance of convertible preferred stock
4,395
—
Net proceeds from sale of non-controlling interest
3,899
—
Proceeds from structured payables
333
16
Repayments of structured payables
(343)
(26)
Cash dividends paid to common shareholders
(624)
(625)
Cash dividends paid to preferred shareholders
(54)
—
Repurchases of common stock, inclusive of excise tax obligation
—
(9)
Tax withholdings related to net share settlements
(31)
(28)
Payments on finance leases
(77)
(63)
Deferred financing charges paid
(44)
(12)
Other, net
(5)
(4)
Net cash provided by (used in) financing activities
16,546
(409)
Cash, cash equivalents, restricted cash, and restricted cash equivalents:
Net change from operating, investing, and financing activities
823
(47)
Effect of exchange rate changes
(314)
4
Beginning balance
1,044
608
Ending balance
$ 1,553
$ 565
KEURIG DR PEPPER INC.
RECONCILIATION OF SEGMENT INFORMATION
(UNAUDITED)
Second Quarter
First Six Months
(in millions)
2026
2025
2026
2025
Net sales
U.S. Refreshment Beverages
$ 2,925
$ 2,660
$ 5,524
$ 4,983
U.S. Coffee
918
948
1,775
1,825
KDP International
664
555
1,184
990
JDE Peet's
2,802
—
2,802
—
Total net sales
$ 7,309
$ 4,163
$ 11,285
$ 7,798
Income from operations
U.S. Refreshment Beverages
$ 857
$ 746
$ 1,578
$ 1,400
U.S. Coffee
149
233
309
435
KDP International
152
143
237
233
JDE Peet's
(62)
—
(62)
—
Unallocated corporate costs
(468)
(224)
(678)
(369)
Total income from operations
$ 628
$ 898
$ 1,384
$ 1,699
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - CONSOLIDATED
(UNAUDITED)
The Company reports its financial results in accordance with U.S. GAAP. However, management believes that certain non-GAAP financial measures that reflect the way management evaluates the business may provide investors with additional information regarding the Company's results, trends and ongoing performance on a comparable basis.
Specifically, investors should consider the following with respect to our financial results:
Adjusted: Defined as certain financial statement captions and metrics adjusted for certain items affecting comparability.
Items affecting comparability: Defined as certain items that are excluded for comparison to prior year periods, adjusted for the tax impact as applicable. Tax impact is determined based upon an approximate rate for each item. For each period, management adjusts for (i) the unrealized mark-to-market impact of derivative instruments not designated as hedges in accordance with U.S. GAAP that do not have an offsetting risk reflected within the financial results, as well as the unrealized mark-to-market impact of our Vita Coco investment prior to its sale in the first quarter of 2025; (ii) the amortization associated with definite-lived intangible assets; (iii) the amortization of the deferred financing costs associated with the DPS Merger and JDE Peet's Acquisition; (iv) the amortization of the fair value adjustment of the senior unsecured notes obtained as a result of the DPS Merger and JDE Peet's Acquisition; (v) stock compensation expense and the associated windfall tax benefit attributable to the matching awards made to employees who made an initial investment in KDP; (vi) transaction costs for significant business combinations (completed or abandoned), excluding costs related to the JDE Peet's Acquisition; (vii) non-cash changes in deferred tax liabilities related to goodwill and intangible assets as a result of tax rate or apportionment changes; and (viii) other certain items that are excluded for comparison purposes to prior year periods.
For the first six months of 2026, the other certain items excluded for comparison purposes include (i) productivity expenses; (ii) restructuring adjustments associated with the 2023 CEO Succession and Associated Realignment; (iii) costs related to significant non-routine legal matters, including the antitrust litigation; (iv) restructuring expenses associated with the Network Optimization program; (v) integration expenses associated with the Dyla acquisition; (vi) the change in our mandatory redemption liability for GHOST; (vii) acquisition, integration, and financing costs associated with the acquisition of JDE Peet's and subsequent spin of Global Coffee Co.; (viii) the impact of the step-up of acquired inventory associated with the JDE Peet's Acquisition; (ix) Legacy JDE Peet's transformation activities and corporate actions; (x) Legacy JDE Peet's ERP system implementation and upgrade expenses; (xi) Legacy JDE Peet's losses and costs associated with divestitures; (xii) non-cash changes in deferred tax liabilities related to goodwill and other intangible assets as a result of tax rate or apportionment changes; and (xii) the reassessment of the allocation of convertible preferred dividends for items affecting comparability.
The acquisition, integration, and financing costs associated with the acquisition of JDE Peet's and subsequent spin of Global Coffee Co. category includes (i) transaction costs; (ii) integration costs; (iii) costs to obtain proceeds to close the JDE Peet's Acquisition; (iv) costs to manage the FX risk associated with the purchase price, and (v) Day 1 post-combination share-based compensation expense associated with Legacy JDE Peet's share awards. In connection with the acquisition of JDE Peet's, we entered into financing arrangements and incurred deferred financing costs associated with these agreements. Further, we executed certain FX forward contracts to protect against negative foreign exchange movement against the Euro-denominated purchase price prior to the close of the JDE Peet's Acquisition.
For the preferred dividends, the Preferred Investors are entitled to participate in dividends declared or paid on the common shares on an as-converted basis. Beginning in the second quarter of 2026, net income attributable to common shareholders is computed under the two-class method in periods when the Preferred Investors' participation on an as-converted basis exceeds the preferred dividends related to the Convertible Preferred Stock. The reassessment of the allocation of convertible preferred dividends for items affecting comparability caption reflects any adjustment required if the adjusted net income attributable to KDP is used if the Preferred Investors' participation on an as-converted basis exceeds the preferred dividends related to the Convertible Preferred Stock.
For the first six months of 2025, the other certain items excluded for comparison purposes include (i) productivity expenses; (ii) restructuring expenses associated with the 2023 CEO Succession and Associated Realignment; (iii) costs related to significant non-routine legal matters, including the antitrust litigation; (iv) restructuring expenses associated with the Network Optimization program; (v) the impact of the step-up of acquired inventory associated with the GHOST and Dyla acquisitions; (vi) integration expenses associated with the GHOST and Dyla acquisitions; (vii) the change in our mandatory redemption liability for GHOST; and (viii) non-cash changes in deferred tax liabilities related to goodwill and other intangible assets as a result of tax rate or apportionment changes.
Constant currency adjusted: Defined as certain financial statement captions and metrics adjusted for certain items affecting comparability, calculated on a constant currency basis by converting our current period local currency financial results using the prior period foreign currency exchange rates.
For the second quarter and first six months of 2026 and 2025, the supplemental financial data set forth below includes reconciliations of adjusted and constant currency adjusted financial measures to the applicable financial measure presented in the unaudited condensed consolidated financial statements for the same period.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - CONSOLIDATED
(UNAUDITED)
(in millions, except %)
Gross profit
Gross
margin
Income from
operations
Operating
margin
Second Quarter of 2026
Reported
$ 3,066
41.9 %
$ 628
8.6 %
Items Affecting Comparability:
Productivity
—
10
Mark-to-market
7
39
Amortization of intangibles
—
124
Stock compensation
—
4
Non-routine legal matters
—
2
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
Restructuring - Network Optimization
3
7
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and
Spin of Global Coffee Co.
3
318
Integration of acquisitions, excluding JDE Peet's
—
2
Inventory step-up
314
314
Transaction costs, excluding JDE Peet's
—
—
Legacy JDE Peet's transformation activities and corporate actions
3
19
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
10
Legacy JDE Peet's losses and costs associated with divestitures
—
1
Adjusted
$ 3,396
46.5 %
$ 1,478
20.2 %
Impact of foreign currency
(0.1) %
— %
Constant currency adjusted
46.4 %
20.2 %
Second Quarter of 2025
Reported
$ 2,255
54.2 %
$ 898
21.6 %
Items Affecting Comparability:
Productivity
35
47
Mark-to-market
(4)
(6)
Amortization of intangibles
—
34
Stock compensation
—
4
Non-routine legal matters
—
5
Restructuring - 2023 CEO Succession and Associated Realignment
—
1
Restructuring - Network Optimization
—
10
Integration of acquisitions, excluding JDE Peet's
1
28
Inventory step-up
2
2
Transaction costs, excluding JDE Peet's
—
5
Adjusted
$ 2,289
55.0 %
$ 1,028
24.7 %
Refer to pages A-11 and A-12 for reconciliations of reported net sales to constant currency net sales and adjusted income from operations to constant currency adjusted income from operations.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - CONSOLIDATED
(UNAUDITED)
(in millions, except % and per share data)
Interest
expense,
net
Other
(income)
expense,
net
Income before
provision for
income taxes
Provision
for income
taxes
Effective
tax rate
Net income
attributable
to KDP
Net income
allocated to
Preferred
Investors
Diluted
earnings
per share
Second Quarter of 2026
Reported
$ 336
$ (13)
$ 305
$ 95
31.1 %
$ 142
$ (82)
$ 0.04
Items Affecting Comparability:
Productivity
—
—
10
7
3
—
Mark-to-market
(2)
—
41
—
41
0.03
Amortization of intangibles
—
—
124
28
96
0.07
Stock compensation
—
—
4
2
2
—
Amortization of fair value of debt adjustment
(24)
—
24
6
18
0.01
Amortization of deferred financing costs
(2)
—
2
1
1
—
Non-routine legal matters
—
—
2
—
2
—
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
—
2
(2)
—
Restructuring - Network Optimization
—
—
7
3
4
—
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and
Spin of Global Coffee Co.
(3)
(5)
326
64
262
0.19
Change in mandatory redemption liability for GHOST
—
(22)
22
7
15
0.01
Integration of acquisitions, excluding JDE Peet's
—
—
2
1
1
—
Inventory step-up
—
—
314
83
231
0.17
Transaction costs, excluding JDE Peet's
—
—
—
6
(6)
—
Legacy JDE Peet's transformation activities and corporate actions
—
—
19
—
19
0.01
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
—
10
2
8
0.01
Legacy JDE Peet's losses and costs associated with divestitures
—
—
1
—
1
—
Change in deferred tax liabilities related to goodwill and intangible assets
—
—
—
(27)
27
0.02
Adjusted
$ 305
$ (40)
$ 1,213
$ 280
23.1 %
$ 865
$ (82)
$ 0.57
Impact of foreign currency
— %
Constant currency adjusted
23.1 %
Second Quarter of 2025
Reported
$ 180
$ —
$ 718
$ 171
23.8 %
$ 547
$ —
$ 0.40
Items Affecting Comparability:
Productivity
—
—
47
12
35
0.03
Mark-to-market
(2)
—
(4)
(3)
(1)
—
Amortization of intangibles
—
—
34
10
24
0.02
Stock compensation
—
—
4
2
2
—
Amortization of fair value of debt adjustment
(4)
—
4
1
3
—
Amortization of deferred financing costs
(1)
—
1
—
1
—
Non-routine legal matters
—
—
5
2
3
—
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
1
—
1
—
Restructuring - Network Optimization
—
10
3
7
0.01
Change in mandatory redemption liability for GHOST
—
(29)
29
8
21
0.02
Integration of acquisitions, excluding JDE Peet's
—
—
28
6
22
0.02
Inventory step-up
—
2
2
—
—
Transaction costs, excluding JDE Peet's
—
—
5
1
4
—
Change in deferred tax liabilities related to goodwill and
intangible assets
—
—
—
(4)
4
—
Adjusted
$ 173
$ (29)
$ 884
$ 211
23.9 %
$ 673
$ —
$ 0.49
Change - adjusted
76.3 %
28.5 %
16.3 %
Impact of foreign currency
0.6 %
(13.3) %
— %
Change - constant currency adjusted
76.9 %
15.2 %
16.3 %
Diluted earnings per common share may not foot due to rounding.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
INCOME FROM OPERATIONS - CONSOLIDATED AND SEGMENTS
(UNAUDITED)
(in millions, except %)
U.S. Refreshment
Beverages
U.S. Coffee
KDP
International
JDE Peet's
Unallocated
corporate costs
Total
Second Quarter of 2026
Reported - Income from Operations
$ 857
$ 149
$ 152
$ (62)
$ (468)
$ 628
Items Affecting Comparability:
Productivity
—
—
—
—
10
10
Mark-to-market
—
—
—
(27)
66
39
Amortization of intangibles
13
21
3
87
—
124
Stock compensation
—
—
—
—
4
4
Non-routine legal matters
—
—
—
—
2
2
Restructuring - Network Optimization
3
4
—
—
—
7
Acquisition, integration, and financing costs - Acquisition of JDE
Peet's and Spin of Global Coffee Co.
—
51
—
72
195
318
Integration of acquisitions, excluding JDE Peet's
1
—
—
—
1
2
Inventory step-up
—
—
—
314
—
314
Legacy JDE Peet's transformation activities and corporate actions
—
—
—
19
—
19
Legacy JDE Peet's ERP system implementation and upgrade
expenses
—
—
—
10
—
10
Legacy JDE Peet's losses and costs associated with divestitures
—
—
—
1
—
1
Adjusted - Income from Operations
$ 874
$ 225
$ 155
$ 414
$ (190)
$ 1,478
Second Quarter of 2025
Reported - Income from Operations
$ 746
$ 233
$ 143
$ —
$ (224)
$ 898
Items Affecting Comparability:
Productivity
—
35
—
—
12
47
Mark-to-market
—
—
—
—
(6)
(6)
Amortization of intangibles
9
23
2
—
—
34
Stock compensation
—
—
—
—
4
4
Non-routine legal matters
—
—
—
—
5
5
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
—
—
1
1
Restructuring - Network Optimization
1
8
—
—
1
10
Integration of acquisitions, excluding JDE Peet's
23
—
—
—
5
28
Inventory step-up
2
—
—
—
—
2
Adjusted - Income from Operations
$ 781
$ 299
$ 145
$ —
$ (197)
$ 1,028
Change - adjusted
11.9 %
(24.7) %
6.9 %
N/A
(3.6) %
43.8 %
Impact of foreign currency
— %
— %
(6.9) %
N/A
(0.5) %
(0.9) %
Change - constant currency adjusted
11.9 %
(24.7) %
— %
N/A
(4.1) %
42.9 %
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CHANGE IN NET SALES AND OPERATING MARGIN - CONSOLIDATED AND SEGMENTS
(UNAUDITED)
Reported
Impact of Foreign
Currency
Constant Currency
Second Quarter of 2026
Change in net sales
U.S. Refreshment Beverages
10.0 %
— %
10.0 %
U.S. Coffee
(3.2)
—
(3.2)
KDP International
19.6
(7.2)
12.4
JDE Peet's
N/A
N/A
N/A
Total change in net sales
75.6
(1.0)
74.6
Reported
Items Affecting
Comparability
Adjusted
Impact of Foreign
Currency
Constant
Currency
Adjusted
Second Quarter of 2026
Operating margin
U.S. Refreshment Beverages
29.3 %
0.6 %
29.9 %
— %
29.9 %
U.S. Coffee
16.2
8.3
24.5
—
24.5
KDP International
22.9
0.4
23.3
(0.1)
23.2
JDE Peet's
(2.2)
17.0
14.8
N/A
N/A
Total operating margin
8.6
11.6
20.2
—
20.2
Reported
Items Affecting
Comparability
Adjusted
Second Quarter of 2025
Operating margin
U.S. Refreshment Beverages
28.0 %
1.4 %
29.4 %
U.S. Coffee
24.6
6.9
31.5
KDP International
25.8
0.3
26.1
JDE Peet's
N/A
N/A
N/A
Total operating margin
21.6
3.1
24.7
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - CONSOLIDATED
(UNAUDITED)
(in millions, except %)
Gross profit
Gross
margin
Income from
operations
Operating
margin
First Six Months of 2026
Reported
$ 5,164
45.8 %
$ 1,384
12.3 %
Items Affecting Comparability:
Productivity
1
24
Mark-to-market
(16)
(53)
Amortization of intangibles
—
161
Stock compensation
—
9
Non-routine legal matters
—
6
Restructuring - 2023 CEO Succession and Associated Realignment
—
1
Restructuring - Network Optimization
7
30
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and
Spin of Global Coffee Co.
9
406
Integration of acquisitions, excluding JDE Peet's
—
4
Inventory step-up
314
314
Legacy JDE Peet's transformation activities and corporate actions
3
19
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
10
Legacy JDE Peet's losses and costs associated with divestitures
—
1
Adjusted
$ 5,482
48.6 %
$ 2,316
20.5 %
Impact of foreign currency
(0.1) %
— %
Constant currency adjusted
48.5 %
20.5 %
First Six Months of 2025
Reported
$ 4,240
54.4 %
$ 1,699
21.8 %
Items Affecting Comparability:
Productivity
60
79
Mark-to-market
(43)
(49)
Amortization of intangibles
—
68
Stock compensation
—
6
Non-routine legal matters
—
8
Restructuring - Network Optimization
1
12
Integration of acquisitions, excluding JDE Peet's
1
31
Inventory step-up
17
17
Transaction costs, excluding JDE Peet's
—
4
Adjusted
$ 4,276
54.8 %
$ 1,875
24.0 %
Refer to pages A-16 and A-18 for reconciliations of reported net sales to constant currency net sales and adjusted income from operations to constant currency adjusted income from operations.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - CONSOLIDATED
(in millions, except % and per share data)
Interest
expense,
net
Other
(income)
expense,
net
Income before
provision for
income taxes
Provision for
income taxes
Effective
tax rate
Net income
attributable
to KDP
Net income
allocated to
Preferred
Investors
Diluted
earnings
per share
First Six Months of 2026
Reported
$ 617
$ 105
$ 662
$ 182
27.5 %
$ 412
$ (82)
$ 0.24
Items Affecting Comparability:
Productivity
—
—
24
10
14
0.01
Mark-to-market
(3)
—
(50)
(3)
(47)
(0.03)
Amortization of intangibles
—
—
161
35
126
0.09
Stock compensation
—
—
9
3
6
—
Amortization of fair value of debt adjustment
(27)
—
27
7
20
0.02
Amortization of deferred financing costs
(2)
—
2
1
1
—
Non-routine legal matters
—
—
6
1
5
—
Restructuring - 2023 CEO Succession and Associated
Realignment
—
—
1
2
(1)
—
Restructuring - Network Optimization
—
—
30
7
23
0.02
Acquisition, integration, and financing costs - Acquisition of
JDE Peet's and Spin of Global Coffee Co.
(102)
(116)
624
101
523
0.38
Change in mandatory redemption liability for GHOST
—
(46)
46
12
34
0.02
Integration of acquisitions, excluding JDE Peet's
—
—
4
1
3
—
Inventory step-up
—
314
83
231
0.17
Transaction costs, excluding JDE Peet's
—
—
—
6
(6)
—
Legacy JDE Peet's transformation activities and
corporate actions
—
—
19
—
19
0.01
Legacy JDE Peet's ERP system implementation and
upgrade expenses
—
—
10
2
8
0.01
Legacy JDE Peet's losses and costs associated with
divestitures
—
—
1
—
1
—
Change in deferred tax liabilities related to goodwill and
intangible assets
—
—
—
(27)
27
0.02
Adjusted
$ 483
$ (57)
$ 1,890
$ 423
22.4 %
$ 1,399
$ (82)
$ 0.97
Impact of foreign currency
— %
Constant currency adjusted
22.4 %
First Six Months of 2025
Reported
$ 328
$ (7)
$ 1,378
$ 314
22.8 %
$ 1,064
$ —
$ 0.78
Items Affecting Comparability:
Productivity
—
—
79
18
61
0.05
Mark-to-market
21
(32)
(38)
(4)
(34)
(0.02)
Amortization of intangibles
—
—
68
16
52
0.04
Stock compensation
—
—
6
2
4
—
Amortization of fair value of debt adjustment
(8)
—
8
2
6
—
Amortization of deferred financing costs
(1)
—
1
—
1
—
Non-routine legal matters
—
—
8
2
6
—
Restructuring - Network Optimization
—
—
12
3
9
0.01
Change in mandatory redemption liability for GHOST
—
(40)
40
10
30
0.03
Integration of acquisitions, excluding JDE Peet's
—
—
31
7
24
0.02
Inventory step-up
—
—
17
4
13
0.01
Transaction costs, excluding JDE Peet's
—
—
4
1
3
—
Change in deferred tax liabilities related to goodwill and
intangible assets
—
—
—
(2)
2
—
Adjusted
$ 340
$ (79)
$ 1,614
$ 373
23.1 %
$ 1,241
$ —
$ 0.91
Change - adjusted
42.1 %
12.7 %
6.6 %
Impact of foreign currency
0.5 %
(7.6) %
(2.3) %
Change - Constant currency adjusted
42.6 %
5.1 %
4.3 %
Diluted earnings per common share may not foot due to rounding.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
INCOME FROM OPERATIONS - CONSOLIDATED AND SEGMENTS
(UNAUDITED)
(in millions, except %)
U.S.
Refreshment
Beverages
U.S. Coffee
KDP
International
JDE Peet's
Unallocated
corporate costs
Total
First Six Months of 2026
Reported - Income from Operations
$ 1,578
$ 309
$ 237
$ (62)
$ (678)
$ 1,384
Items Affecting Comparability:
Productivity
—
1
—
—
23
24
Mark-to-market
—
—
—
(27)
(26)
(53)
Amortization of intangibles
25
44
5
87
—
161
Stock compensation
—
—
—
—
9
9
Non-routine legal matters
—
—
—
—
6
6
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
—
—
1
1
Restructuring - Network Optimization
10
19
—
—
1
30
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and Spin of Global Coffee Co.
—
51
—
72
283
406
Integration of acquisitions, excluding JDE Peet's
3
—
—
—
1
4
Inventory step-up
—
—
—
314
—
314
Transaction costs, excluding JDE Peet's
—
—
—
—
—
—
Legacy JDE Peet's transformation activities and corporate actions
—
—
—
19
—
19
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
—
—
10
—
10
Legacy JDE Peet's losses and costs associated with divestitures
—
—
—
1
—
1
Adjusted - Income from Operations
$ 1,616
$ 424
$ 242
$ 414
$ (380)
$ 2,316
First Six Months of 2025
Reported - Income from Operations
$ 1,400
$ 435
$ 233
$ —
$ (369)
$ 1,699
Items Affecting Comparability:
Productivity
—
60
—
—
19
79
Mark-to-market
—
—
—
—
(49)
(49)
Amortization of intangibles
16
47
5
—
—
68
Stock compensation
—
—
—
—
6
6
Non-routine legal matters
—
—
—
—
8
8
Restructuring - Network Optimization
1
10
—
—
1
12
Integration of acquisitions, excluding JDE Peet's
23
—
—
—
8
31
Inventory step-up
17
—
—
—
—
17
Transaction costs, excluding JDE Peet's
—
—
—
—
4
4
Adjusted - Income from Operations
$ 1,457
$ 552
$ 238
$ —
$ (372)
$ 1,875
Change - adjusted
10.9 %
(23.2) %
1.7 %
N/A
2.2 %
23.5 %
Impact of foreign currency
— %
— %
(7.6) %
N/A
(0.6) %
(0.8) %
Change - constant currency adjusted
10.9 %
(23.2) %
(5.9) %
N/A
1.6 %
22.7 %
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CHANGE IN NET SALES AND OPERATING MARGIN - CONSOLIDATED AND SEGMENTS
(UNAUDITED)
Reported
Impact of
Foreign Currency
Constant Currency
First Six Months of 2026
Change in net sales
U.S. Refreshment Beverages
10.9 %
— %
10.9 %
U.S. Coffee
(2.7)
—
(2.7)
KDP International
19.6
(8.9)
10.7
JDE Peet's
N/A
N/A
N/A
Total change in net sales
44.7
(1.1)
43.6
Reported
Items
Affecting
Comparability
Adjusted
Impact of
Foreign
Currency
Constant
Currency
Adjusted
First Six Months of 2026
Operating margin
U.S. Refreshment Beverages
28.6 %
0.7 %
29.3 %
— %
29.3 %
U.S. Coffee
17.4
6.5
23.9
—
23.9
KDP International
20.0
0.4
20.4
—
20.4
JDE Peet's
(2.2)
17.0
14.8
N/A
N/A
Total operating margin
12.3
8.2
20.5
—
20.5
Reported
Items Affecting
Comparability
Adjusted
First Six Months of 2025
Operating margin
U.S. Refreshment Beverages
28.1 %
1.1 %
29.2 %
U.S. Coffee
23.8
6.4
30.2
KDP International
23.5
0.5
24.0
JDE Peet's
N/A
N/A
N/A
Total operating margin
21.8
2.2
24.0
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
FREE CASH FLOW
(UNAUDITED)
Free cash flow is defined as net cash provided by operating activities adjusted for purchases of property, plant, and equipment, proceeds from sales of property, plant, and equipment, and certain items excluded for comparison to prior year periods. For the second quarter of 2026 and 2025, there were no certain items excluded for comparison to prior year periods.
First Six Months
(in millions)
2026
2025
Net cash provided by operating activities
$ 1,176
$ 640
Purchases of property, plant, and equipment
(297)
(226)
Proceeds from sales of property, plant, and equipment
19
13
Free Cash Flow
$ 898
$ 427
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA COMBINED
(UNAUDITED)
The Company reports its financial results in accordance with U.S. GAAP. In this section, management has included pro forma EBITDA, pro forma adjusted EBITDA, and pro forma management leverage ratio, each of which is a non-GAAP financial measure. Management believes that these pro forma non-GAAP financial measures provide useful information about the Company's pro forma operating results.
These pro forma non-GAAP financial measures are not an alternative to the unaudited pro forma statements of income prepared in accordance with U.S. GAAP and should be considered in addition to, and not as a substitute or superior to, such pro forma financial information. Using only the pro forma non-GAAP financial measures to analyze its performance would have material limitations because their calculation is based on our subjective determination regarding the nature and classification of events and circumstances that investors may find significant. For each of these pro forma non-GAAP financial measures, a reconciliation of the differences between the pro forma non-GAAP measure and the most directly comparable pro forma U.S. GAAP measure has been provided. As a result, the method used to calculate the Company's pro forma non-GAAP financial measures may differ from the methods used by other companies to calculate their non-GAAP measures.
Specifically, investors should consider the following with respect to our unaudited pro forma financial results:
Adjusted: Defined as certain financial statement captions and metrics adjusted for certain items affecting comparability.
Items affecting comparability: Defined as certain items that are excluded for comparison to prior year periods, adjusted for the tax impact as applicable. Tax impact is determined based upon an approximate rate for each item. For each period, management adjusts for (i) the unrealized mark-to-market impact of derivative instruments not designated as hedges in accordance with U.S. GAAP that do not have an offsetting risk reflected within the financial results; (ii) the amortization associated with definite-lived intangible assets; (iii) the amortization of the deferred financing costs associated with the DPS Merger and JDE Peet's Acquisition; (iv) the amortization of the fair value adjustment of the senior unsecured notes obtained as a result of the DPS Merger and JDE Peet's Acquisition; (v) stock compensation expense and the associated windfall tax benefit attributable to the matching awards made to employees who made an initial investment in KDP or JDE Peet's prior to the Acquisition; (vi) transaction costs for significant business combinations (completed or abandoned), excluding costs related to the JDE Peet's Acquisition; (vii) non-cash changes in deferred tax liabilities related to goodwill and intangible assets as a result of tax rate or apportionment changes; and (viii) other certain items that are excluded for comparison purposes to prior year periods.
For the trailing twelve months ended June 30, 2026, the other certain items excluded for comparison purposes include (i) productivity expenses; (ii) costs related to significant non-routine legal matters, including the antitrust litigation; (iii) restructuring expenses associated with the Network Optimization program; (iv) restructuring adjustments associated with the 2023 CEO Succession and Associated Realignment; (v) impairment of intangible assets; (vi) legacy JDE Peet's transformation activities and corporate actions; (vii) legacy JDE Peet's ERP system implementation and upgrade expenses; (viii) activity related to JDE Peet's total return equity swaps, which were not representative of the Company's go-forward activities; (ix) the impact of the step-up of acquired inventory associated with the acquisitions of JDE Peet's and Dyla; (x) integration expenses associated with the GHOST and Dyla acquisitions; (xi) the change in our mandatory redemption liability for GHOST; (xii) acquisition, integration, and financing costs associated with the anticipated acquisition of JDE Peet's and subsequent spin of Global Coffee Co; (xiii) legacy JDE Peet's impacts from prior acquisitions; and (xiv) legacy JDE Peet's losses and costs associated with divestitures.
Pro Forma Adjusted EBITDA. Pro Forma Adjusted EBITDA is defined as Pro Forma EBITDA, as adjusted for items affecting comparability as described above. Pro Forma EBITDA is defined as Net income as adjusted for interest expense, net; provision for income taxes; depreciation expense; amortization of intangibles; and other amortization. Management believes that Pro Forma Adjusted EBITDA is useful for investors in evaluating the Company's operating results and understanding the Company's operating trends by adjusting certain items that can vary significantly depending on specific underlying transactions or events, thereby affecting comparability.
Pro Forma Management Leverage Ratio. Pro Forma Management leverage ratio is defined as the Company's total unaudited pro forma principal amounts of Long-term obligations less cash and cash equivalents, divided by Pro Forma Adjusted EBITDA. Management believes that the Pro Forma Management leverage ratio is useful for investors in evaluating the Company's liquidity and assessing the Company's ability to meet its financial obligations.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
PRO FORMA ADJUSTED EBITDA AND MANAGEMENT LEVERAGE RATIO
(UNAUDITED)
(in millions, except for ratio)
Last Twelve
Months
PRO FORMA ADJUSTED EBITDA RECONCILIATION - LAST TWELVE MONTHS
Pro forma net income
$ 1,726
Pro forma interest expense, net
1,458
Pro forma provision for income taxes
285
Pro forma depreciation expense
720
Pro forma other amortization
179
Pro forma amortization of intangibles
491
Pro forma EBITDA
4,859
Items affecting comparability:
Productivity
$ 110
Mark-to-market
(126)
Stock compensation
27
Non-routine legal matters
19
Restructuring - 2023 CEO Succession and Associated Realignment
2
Restructuring - Network Optimization
71
Impairment of intangible assets
80
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and Spin of Global Coffee Co.
789
Change in mandatory redemption liability for GHOST
220
Integration of acquisitions, excluding JDE Peet's
13
Inventory step-up
314
Transaction costs, excluding JDE Peet's
10
Legacy JDE Peet's transformation activities and corporate actions
205
Legacy JDE Peet's ERP system implementation and upgrade expenses
34
Legacy JDE Peet's total return equity swaps
(175)
Legacy JDE Peet's prior acquisition impacts
151
Legacy JDE Peet's losses and costs associated with divestitures
8
Pro forma Adjusted EBITDA
$ 6,611
June 30,
2026
Principal amounts of:
Commercial paper notes
$ 1,978
Senior unsecured notes
25,222
Delayed draw term loan
3,185
Total principal amounts
30,385
Less: Cash and cash equivalents
1,517
Total principal amounts less cash and cash equivalents
$ 28,868
June 30, 2026 Pro forma Management Leverage Ratio
4.4
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
PRO FORMA ADJUSTED EBITDA - LAST TWELVE MONTHS
(UNAUDITED)
(in millions)
Third
Quarter of
2025
Fourth
Quarter of
2025
First
Quarter of
2026
Second
Quarter of
2026
Last
Twelve
Months
Pro forma net income
$ 882
$ 355
$ 279
$ 210
$ 1,726
Pro forma interest expense, net
323
383
416
336
1,458
Pro forma provision for income taxes
216
48
(74)
95
285
Pro forma depreciation expense
170
175
167
208
720
Pro forma other amortization
54
43
34
48
179
Pro forma amortization of intangibles
120
123
124
124
491
Pro forma EBITDA
$ 1,765
$ 1,127
$ 946
$ 1,021
$ 4,859
Items affecting comparability:
Productivity
$ 31
$ 56
$ 13
$ 10
$ 110
Mark-to-market
(82)
26
(109)
39
(126)
Stock compensation
6
8
9
4
27
Non-routine legal matters
9
4
4
2
19
Restructuring - 2023 CEO Succession and Associated Realignment
—
1
1
—
2
Restructuring - Network Optimization
26
15
23
7
71
Impairment of intangible assets
1
79
—
—
80
Acquisition, integration, and financing costs - Acquisition
of JDE Peet's and Spin of Global Coffee Co.
58
188
220
323
789
Change in mandatory redemption liability for GHOST
20
154
24
22
220
Integration of acquisitions, excluding JDE Peet's
4
5
2
2
13
Inventory step-up
—
—
—
314
314
Transaction costs, excluding JDE Peet's
2
8
—
—
10
Legacy JDE Peet's transformation activities and corporate actions
17
112
57
19
205
Legacy JDE Peet's ERP system implementation and upgrade expenses
6
8
10
10
34
Legacy JDE Peet's total return equity swaps
(160)
(15)
—
—
(175)
Legacy JDE Peet's prior acquisition impacts
—
—
151
—
151
Legacy JDE Peet's losses and costs associated with divestitures
—
2
5
1
8
Pro forma Adjusted EBITDA
$ 1,703
$ 1,778
$ 1,356
$ 1,774
$ 6,611
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CONDENSED COMBINED STATEMENT OF INCOME - PRO FORMA
(UNAUDITED)
KDP Historical
(As Reported)
Historical JDE Peet's
as Converted
Transaction Accounting
Adjustments
Note
Pro Forma
Combined
Third Quarter of 2025
Net sales
$ 4,306
$ 2,600
$ (2)
(a)
$ 6,904
Cost of sales
1,966
1,674
(23)
(b)
3,617
Gross profit
2,340
926
21
3,287
Selling, general, and administrative expenses
1,344
657
61
(c)
2,062
Impairment of intangible assets
—
1
—
1
Other operating expense (income), net
1
(13)
—
(12)
Income from operations
995
281
(40)
1,236
Interest expense, net
188
21
114
(d), (e)
323
Other income, net
(45)
(140)
—
(185)
Income before provision for income taxes
852
400
(154)
1,098
Provision for income taxes
190
61
(35)
(f), (g), (h)
216
Net income
$ 662
$ 339
$ (119)
$ 882
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
HISTORICAL JDE PEET'S STATEMENT OF INCOME
(UNAUDITED)
KDP (As Reported) Presentation
Historical JDE Peet's Presentation
Historical JDE Peet's (Euro)
Reclassifications (Euro)
Historical
Reclassified
JDE Peet's (Euro)
Accounting
Policy and
Conversion
Adjustments
(Euro)
Note
Historical
Reclassified and
Converted Total
(Euro)
Historical JDE Peet's (USD)
Third Quarter of 2025
Net sales
2,227
(2)
iv, vii
2,225
2,600
Revenue
2,227
—
Cost of sales
1,462
(29)
iv, v, vi
1,433
1,674
Cost of sales
1,462
—
Gross profit
Gross profit
765
—
765
27
792
926
Selling, general, and administrative expenses
530
32
ii, iv, v, vii
562
657
Selling, general, and administrative expenses
531
(1)
Impairment of intangible assets
1
—
vii
1
1
Selling, general, and administrative expenses
—
1
Other operating income, net
—
(11)
v, vii, viii
(11)
(13)
Selling, general, and administrative expenses
—
—
Income from operations
Operating profit
234
—
234
6
240
281
Interest expense, net
(85)
103
iii, iv, v, vi, vii, viii
18
21
Finance income
(25)
4
Finance expense
(71)
7
Other income, net
(11)
(109)
i, iii, iv, vii
(120)
(140)
Finance expense
—
(11)
Income before provision for income taxes
Profit before income taxes
330
—
330
12
342
400
Provision for income taxes
47
5
i, ii, iii, iv, v, vi, viii
52
61
Income tax expense
47
—
Net income
Profit for the period
283
—
283
7
290
339
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA
(UNAUDITED)
(in millions, except %)
Gross profit
Gross
margin
Income from
operations
Operating
margin
Third Quarter of 2025
Pro forma
$ 3,287
47.6 %
$ 1,236
17.9 %
Items Affecting Comparability:
Productivity
35
47
Mark-to-market
(69)
(82)
Amortization of intangibles
—
26
Stock compensation
—
6
Non-routine legal matters
—
9
Restructuring - Network Optimization
1
26
Impairment of intangible assets
—
1
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and Spin of Global Coffee Co.
—
68
Integration of acquisitions, excluding JDE Peet's
—
4
Transaction costs, excluding JDE Peet's
—
2
Legacy JDE Peet's transformation activities and corporate actions
—
17
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
6
Pro forma Adjusted
$ 3,254
47.1 %
$ 1,366
19.8 %
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA
(UNAUDITED)
(in millions, except % and per share data)
Interest
expense,
net
Other income,
net
Income before
provision for
income taxes
Provision for
income taxes
Effective
tax rate
Net
income
Third Quarter of 2025
Pro forma
$ 323
$ (185)
$ 1,098
$ 216
19.7 %
$ 882
Items Affecting Comparability:
Productivity
—
—
47
14
33
Mark-to-market
(7)
—
(75)
(14)
(61)
Amortization of intangibles
—
—
26
8
18
Stock compensation
—
—
6
3
3
Amortization of fair value of debt adjustment
(3)
—
3
1
2
Non-routine legal matters
—
—
9
2
7
Restructuring - Network Optimization
—
—
26
7
19
Impairment of intangible assets
—
—
1
—
1
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and
Spin of Global Coffee Co.
(5)
28
45
14
31
Change in mandatory redemption liability for GHOST
—
(20)
20
5
15
Integration of acquisitions, excluding JDE Peet's
—
—
4
(3)
7
Inventory step-up
—
—
—
(3)
3
Transaction costs, excluding JDE Peet's
—
—
2
(6)
8
Legacy JDE Peet's transformation activities and corporate actions
—
—
17
4
13
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
—
6
1
5
Legacy JDE Peet's total return equity swaps
—
160
(160)
—
(160)
Pro forma Adjusted
$ 308
$ (17)
$ 1,075
$ 249
23.2 %
$ 826
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CONDENSED COMBINED STATEMENT OF INCOME - PRO FORMA
(UNAUDITED)
KDP Historical
(As Reported)
Historical JDE Peet's
as Converted
Transaction Accounting
Adjustments
Note
Pro Forma
Combined
Fourth Quarter of 2025
Net sales
$ 4,499
$ 3,081
$ (46)
(a)
$ 7,534
Cost of sales
2,080
2,109
(23)
(b)
4,166
Gross profit
2,419
972
(23)
3,368
Selling, general, and administrative expenses
1,459
734
106
(c)
2,299
Impairment of intangible assets
78
1
—
79
Other operating expense, net
1
29
—
30
Income from operations
881
208
(129)
960
Interest expense, net
238
31
114
(d), (e)
383
Other expense (income), net
186
(12)
—
174
Income before provision for income taxes
457
189
(243)
403
Provision for income taxes
104
15
(71)
(f), (g), (h)
48
Net income
$ 353
$ 174
$ (172)
$ 355
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
HISTORICAL JDE PEET'S STATEMENT OF INCOME
(UNAUDITED)
KDP (As Reported)
Presentation
Historical JDE Peet's
Presentation
Historical JDE
Peet's (Euro)
Reclassifications
(Euro)
Historical
Reclassified
JDE Peet's
(Euro)
Accounting
Policy and
Conversion
Adjustments
(Euro)
Note
Historical
Reclassified and
Converted Total
(Euro)
Historical JDE
Peet's (USD)
Fourth Quarter of 2025
Net sales
2,649
(2)
iv, vii
2,647
3,081
Revenue
2,649
—
Cost of sales
1,854
(42)
iv, v, vi
1,812
2,109
Cost of sales
1,854
—
Gross profit
Gross profit
795
—
795
40
835
972
Selling, general, and administrative expenses
637
(6)
ii, iv, v, vii
631
734
Selling, general, and administrative expenses
674
(37)
Impairment of intangible assets
1
—
1
1
Selling, general, and administrative expenses
—
1
Other operating expense (income), net
33
(8)
v, vii, viii
25
29
Selling, general, and administrative expenses
—
33
Income from operations
Operating profit
121
3
124
54
178
208
Interest expense, net
57
(30)
iii, iv, v, vi,
vii, viii
27
31
Finance income
(323)
6
Finance expense
318
56
Other (income) expense, net
(54)
44
i, iii, iv, vii
(10)
(12)
Selling, general, and administrative expenses
—
2
Finance expense
—
(56)
Share of net profit (loss) of associates
5
(5)
Income before provision for income taxes
Profit before income taxes
121
—
121
40
161
189
Provision for income taxes
24
(11)
i, ii, iii, iv, v,
vi, viii
13
15
Income tax expense
24
—
Net income attributable to KDP
Profit for the period
97
—
97
51
148
174
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA
(UNAUDITED)
(in millions, except %)
Gross profit
Gross
margin
Income from
operations
Operating
margin
Fourth Quarter of 2025
Pro forma
$ 3,368
44.7 %
$ 960
12.7 %
Items Affecting Comparability:
Productivity
41
55
Mark-to-market
14
26
Amortization of intangibles
—
15
Stock compensation
—
8
Non-routine legal matters
—
4
Restructuring - 2023 CEO Succession and Associated Realignment
—
1
Restructuring - Network Optimization
2
24
Impairment of intangible assets
—
79
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and Spin of Global Coffee Co.
—
45
Integration of acquisitions, excluding JDE Peet's
—
5
Transaction costs, excluding JDE Peet's
—
8
Legacy JDE Peet's transformation activities and corporate actions
—
112
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
8
Pro forma Adjusted
$ 3,425
45.5 %
$ 1,350
17.9 %
GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA
(UNAUDITED)
(in millions, except % and per share data)
Interest
expense,
net
Other
expense
(income), net
Income before
provision for
income taxes
Provision for
income taxes
Effective
tax rate
Net
income
Fourth Quarter of 2025
Pro forma
$ 383
$ 174
$ 403
$ 48
11.9 %
$ 355
Items Affecting Comparability:
Productivity
—
—
55
12
43
Mark-to-market
(44)
—
70
9
61
Amortization of intangibles
—
—
15
2
13
Stock compensation
—
—
8
1
7
Amortization of fair value of debt adjustment
(4)
—
4
1
3
Non-routine legal matters
—
—
4
1
3
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
1
—
1
Restructuring - Network Optimization
—
—
24
5
19
Impairment of intangible assets
—
—
79
19
60
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and
Spin of Global Coffee Co.
(18)
(51)
114
12
102
Change in mandatory redemption liability for GHOST
—
(154)
154
37
117
Integration of acquisitions, excluding JDE Peet's
—
—
5
5
—
Inventory step-up
—
—
—
1
(1)
Transaction costs, excluding JDE Peet's
—
—
8
23
(15)
Legacy JDE Peet's transformation activities and corporate actions
—
—
112
31
81
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
—
8
2
6
Legacy JDE Peet's total return equity swaps
—
15
(15)
—
(15)
Legacy JDE Peet's losses and costs associated with divestitures
—
(2)
2
1
1
Pro forma Adjusted
$ 317
$ (18)
$ 1,051
$ 210
20.0 %
$ 841
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CONDENSED COMBINED STATEMENT OF INCOME - PRO FORMA
(UNAUDITED)
KDP Historical
(As Reported)
Historical JDE Peet's
as Converted
Transaction Accounting
Adjustments
Note
Pro Forma
Combined
First Quarter of 2026
Net sales
$ 3,976
$ 2,864
$ (21)
(a)
$ 6,819
Cost of sales
1,878
2,011
(24)
(b)
3,865
Gross profit
2,098
853
3
2,954
Selling, general, and administrative expenses
1,342
816
69
(c)
2,227
Income from operations
756
37
(66)
727
Interest expense, net
281
32
103
(d), (e)
416
Other expense (income), net
118
(12)
—
106
Income before provision for income taxes
357
17
(169)
205
Provision for income taxes
87
(115)
(46)
(f), (g), (h)
(74)
Net income
$ 270
$ 132
$ (123)
$ 279
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
HISTORICAL JDE PEET'S STATEMENT OF INCOME
(UNAUDITED)
KDP (As Reported)
Presentation
Historical JDE Peet's
Presentation
Historical JDE
Peet's (Euro)
Reclassifications
(Euro)
Historical
Reclassified
JDE Peet's
(Euro)
Accounting
Policy and
Conversion
Adjustments
(Euro)
Note
Historical
Reclassified and
Converted Total
(Euro)
Historical JDE
Peet's (USD)
First Quarter of 2026
Net sales
2,447
(2)
vi
2,445
2,864
Revenue
2,447
—
Cost of sales
1,749
(32)
vi
1,717
2,011
Cost of sales
1,749
—
Gross profit
Gross profit
698
—
698
34
732
857
Selling, general, and administrative expenses
711
(14)
ii, v, vii
697
816
Selling, general, and administrative expenses
720
(9)
Other operating expense (income), net
9
(9)
vii, viii
—
—
Selling, general, and administrative expenses
—
9
Income from operations
Operating profit
(22)
—
(22)
57
35
40
Interest expense, net
20
7
iii, v, vi, vii, viii
27
32
Finance income
(27)
5
Finance expense
37
5
Other (income) expense, net
(10)
—
i, iii, vii
(10)
(12)
Finance income
—
(5)
Finance expense
—
(5)
Income before provision for income taxes
Profit before income taxes
(12)
—
(32)
47
15
17
Provision for income taxes
(96)
(2)
i, ii, iii, vi, viii
(98)
(115)
Income tax expense
(96)
—
—
Net income
Profit for the period
(12)
—
64
49
113
132
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA
(UNAUDITED)
(in millions, except %)
Gross profit
Gross
margin
Income from
operations
Operating
margin
First Quarter of 2026
Pro forma Consolidated
$ 2,954
43.3 %
$ 727
10.7 %
Items Affecting Comparability:
Productivity
1
14
Mark-to-market
(40)
(109)
Amortization of intangibles
—
14
Stock compensation
—
9
Non-routine legal matters
—
4
Restructuring - 2023 CEO Succession and Associated Realignment
—
1
Restructuring - Network Optimization
4
23
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and Spin of Global Coffee Co.
6
89
Integration of acquisitions, excluding JDE Peet's
—
2
Legacy JDE Peet's transformation activities and corporate actions
—
57
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
10
Legacy JDE Peet's prior acquisition impacts
—
151
Pro forma Adjusted
$ 2,925
42.9 %
$ 992
14.5 %
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
CERTAIN LINE ITEMS - PRO FORMA
(UNAUDITED)
(in millions, except % and per share data)
Interest
expense, net
Other
expense
(income), net
Income before
provision for
income taxes
Provision for
income taxes
Effective
tax rate
Net
income
First Quarter of 2026
Pro forma Consolidated
$ 416
$ 106
$ 205
$ (74)
(36.1) %
$ 279
Items Affecting Comparability:
Productivity
—
—
14
3
11
Mark-to-market
(1)
—
(108)
(7)
(101)
Amortization of intangibles
—
—
14
2
12
Stock compensation
—
—
9
6
3
Amortization of fair value of debt adjustment
(3)
—
3
1
2
Non-routine legal matters
—
—
4
1
3
Restructuring - 2023 CEO Succession and Associated Realignment
—
—
1
—
1
Restructuring - Network Optimization
—
—
23
4
19
Acquisition, integration, and financing costs - Acquisition of JDE Peet's and
Spin of Global Coffee Co.
(99)
(111)
299
39
260
Change in mandatory redemption liability for GHOST
—
(24)
24
5
19
Integration of acquisitions, excluding JDE Peet's
—
—
2
—
2
Legacy JDE Peet's transformation activities and corporate actions
—
—
57
11
46
Legacy JDE Peet's ERP system implementation and upgrade expenses
—
—
10
2
8
Legacy JDE Peet's prior acquisition impacts
—
—
151
155
(4)
Legacy JDE Peet's losses and costs associated with divestitures
—
(5)
5
1
4
Pro forma Adjusted
$ 313
$ (34)
$ 713
$ 149
20.9 %
$ 564
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
TRANSACTION ACCOUNTING ADJUSTMENTS - PRO FORMA
(UNAUDITED)
The following adjustments have been made to prepare the unaudited pro forma financial information to give the effect to the following:
Application of the acquisition method of accounting under the provisions of the Financial Accounting Standards Board ("FASB") Accounting Standards Codification 805, Business Combinations ("ASC 805"), where assets and liabilities of JDE Peet's will be recorded by KDP at their respective fair values at the date of completion of the JDE Peet's Acquisition; Adjustments to reflect the following debt and equity transactions used to raise proceeds for the JDE Peet's Acquisition; Delayed Draw Term Loan of $3.6 billion. Senior Unsecured Notes of approximately $6 billion. JV Investment of $4 billion. Issuance of Convertible Preferred Stock of $4.5 billion. Adjustments to reflect transactions costs in connection with the JDE Peet's Acquisition; and Adjustments to reflect the related tax effects for the preliminary pro forma adjustments. Acquisition Adjustments:
(a)
Elimination of Net sales between KDP and JDE Peet's as part of the JDE Peet's Acquisition. The transactions are assumed to be at-market.
(b)
Reflects the adjustments to Cost of sales related to (i) preliminary fair value step-up adjustment to inventory, which is reflected in Cost of sales during the year as the related inventory is expected to be sold within twelve months following the closing of the JDE Peet's Acquisition, (ii) the removal of JDE Peet's historical amortization and depreciation expense recorded within Cost of sales during the period, (iii) the addition of depreciation expense recorded within Cost of sales from acquired Property, plant, and equipment and (iv) elimination of Cost of sales between KDP and JDE Peet's that are eliminated as part of the JDE Peet's Acquisition (the transactions are assumed to be at-market).
(c)
Reflects the adjustments to Selling, general, and administrative expenses ("SG&A"), (i) including the removal of JDE Peet's portion of historical amortization and depreciation expense recorded in SG&A, (ii) the addition of amortization expense related to definite-lived brands, customer and distributor relationships, and acquired technology recorded within SG&A, (iii) the addition of depreciation expense related to Property, plant, and equipment, (iv) recognition of expenses for estimated transaction costs and (v) recognition of post combination stock-based compensation expense. KDP is still in the process of evaluating the fair value of the definite-lived intangible assets. Any resulting change in the fair value would have a direct impact on amortization expense. The amortization of definite-lived intangible assets is calculated on a straight-line basis. The amortization is based on the periods over which the economic benefits of the intangible assets are expected to be realized, which are subject to adjustment as additional information becomes available.
(d)
Reflects the adjustment to Interest expense, net related to the preliminary fair value adjustment to JDE Peet's historical debt.
(e)
Reflects the Interest expense and amortization of issuance costs related to the Debt Financing Transactions in connection with the JDE Peet's Acquisition:
(f)
To record the income tax impact of the pro forma transaction accounting adjustments, excluding non-deductible transaction costs and non-deductible stock compensation, utilizing the blended statutory income tax rates, based on regional pre-tax data provided, of approximately 25% for the three months ended March 31, 2026, December 31, 2025 and September 30, 2025. Deductibility of estimated transaction costs was analyzed under US income tax law. Transaction costs deemed facilitative are non-deductible for US federal income tax purposes. Stock compensation is non-deductible under Netherlands local tax law and therefore, no tax benefit has been recorded as a pro forma income tax adjustment. Because the tax rates used for the unaudited pro forma condensed combined financial information are estimated, the blended rate will likely vary from the actual effective rate in periods subsequent to completion of the JDE Peet's Acquisition. This determination is preliminary and subject to change based upon the final determination of the fair value of the acquired assets and assumed liabilities.
(g)
Represents the estimated tax impact of income allocated from a taxable entity to a non-taxable entity related to non-controlling interest within the Pod Manufacturing JV, which is not subject to federal income tax.
(h)
Represents certain nonrecurring tax expenses related to implementing the Pod Manufacturing JV investment structure, including withholding taxes and the recognition of a valuation allowance on specific deferred tax assets.
KEURIG DR PEPPER INC.
RECONCILIATION OF GAAP TO NON-GAAP INFORMATION
ACCOUNTING POLICY AND CONVERSION ADJUSTMENTS - PRO FORMA
(UNAUDITED)
The historical financial statements of JDE Peet's have been converted from IFRS to U.S. GAAP. As IFRS differs in certain respects from U.S. GAAP, the following adjustments have been made to align JDE Peet's historical accounting policies under IFRS to KDP's accounting policies under U.S. GAAP for purposes of this pro forma presentation:
(i)
Record the difference in pension accounting treatment from IFRS Accounting Standards to U.S. GAAP, and corresponding deferred tax adjustment.
(ii)
Reflect the tax effects of adjustments made to conform with U.S. GAAP, including items related to intra-entity transfers of inventory, recognition of deferred taxes on non-qualifying assets, the reversal of backward tracing, outside basis differences, and uncertain tax positions.
(iii)
Reflect the impact of business combination foreign exchange and fair value interest rate hedges not eligible for hedge accounting under U.S. GAAP, reclassifying amounts from other comprehensive income to the statement of income.
(iv)
Reflect difference in hyperinflationary accounting from IFRS Accounting Standards to U.S. GAAP for operations in Turkey. Under U.S. GAAP, the financial statements of a foreign operation in a highly inflationary economy are remeasured as if the parent's reporting currency were its functional currency.
(v)
Reclassify the operating lease amortization expense and finance charges to operating lease cost. Under U.S. GAAP, lessees distinguish between finance leases and operating leases for reporting purposes. For operating leases, the right-of-use asset and corresponding lease liability are recognized on the balance sheet, and the related lease expense is presented on a straight-line basis.
(vi)
Record the impact of accounting for leases embedded in revenue arrangements under U.S. GAAP. U.S. GAAP uses a rule-based classification model to categorize lessor leases as either operating, direct financing, or sales-type leases. The adjustment reclassifies certain leases from operating leases under IFRS Accounting Standards to sales-type leases under U.S. GAAP.
(vii)
Reflect the reclassifications of historical JDE Peet's financial statement line items to conform to the expected financial statement line items of the combined company following the JDE Peet's Acquisition.
(viii)
Reflect the reclassification of certain trade payables as structured payables in order to conform to KDP's accounting policy along with the corresponding reclassification of related expenses in the statement of income.