BGS

• CEO Transition

  • Robert Mills appointed new CEO, bringing 8 years of board experience with B&G Foods and senior executive experience at Tractor Supply Company, including transformation, digital/AI, strategy, M&A, and P&L leadership.
  • Institutional knowledge reduces transition time, allowing Mills to quickly set priorities and accelerate execution improvements to build shareholder value.
  • Immediate 90-day focus includes engagement with internal and external stakeholders, strengthening core brand execution, improving productivity and cash generation, and advancing strategies for sustainable long-term growth. Mills will present his full vision on the Q3 26 earnings call.

• Portfolio Reshaping

  • Completed divestitures of low-margin, working capital-intensive businesses (Green Giant US Frozen, Le Sueur US shelf stable, Don Pepino) over the past 12 months, and acquired higher-margin, cash-generative College Inn and Kitchen Basics brands in February 2026.
  • Launched the Green Giant US frozen contract manufacturing business after the divestiture, which generated $23.9 million in Q2 26 net sales and is expected to deliver modest, consistent adjusted EBITDA and cash flow contributions. Management is actively seeking new customers to grow this business.
  • Green Giant Canada divestiture is pending regulatory approval, expected to close in Q3 26, and is currently classified as an asset held for sale with no impact to Q2 26 income statement results.

• Q2 26 Overall Financial Performance

  • Total net sales of $383 million, a 9.7% decrease year-over-year, primarily driven by divestitures (divested brands contributed $68 million to Q2 25 net sales) partially offset by $37 million in incremental net sales from acquisitions and the new contract manufacturing business.
  • Base business net sales decreased 2.9% year-over-year to $346.3 million, driven by a 4.3% volume decline partially offset by 1.4% net pricing/mix improvement and a small positive foreign currency impact. A timing shift of the July 4 holiday reduced Q2 net sales by $5-$7 million, while year-to-date base business net sales remains flat versus prior year, in line with plan.
  • Gross margin expanded 30 basis points to 20.8% (adjusted gross margin 21.8%, up 80 basis points) driven by higher-margin acquisitions, divestiture of low-margin assets, and US tariff refunds.
  • SG&A expenses decreased 14% year-over-year to $40.6 million, or 10.6% of net sales (a 50 basis point improvement), as cost reduction efforts offset $2.3 million in acquisition/divestiture-related non-recurring costs. Management continues to reduce overhead to eliminate stranded costs from recent divestitures.
  • Adjusted EBITDA increased to $60.4 million (15.8% of net sales) from $58 million (13.7% of net sales) year-over-year. Net loss narrowed to $4 million ($0.05 per diluted share) from $9.8 million ($0.12 per diluted share) year-over-year, while adjusted net income increased to $4.9 million ($0.06 per diluted share) from $2.9 million ($0.04 per diluted share) year-over-year.

• Management reaffirms all prior fiscal 26 guidance, with no upward or downward revisions:
  • Net sales guidance maintained at $1.735 billion to $1.775 billion
  • Adjusted EBITDA guidance maintained at $275 million to $290 billion, equal to 15.8% to 16.3% of net sales
  • Adjusted diluted earnings per share guidance maintained at $0.575 to $0.675
  • Full year 2026 interest expense expected to be $157.5 million to $162.5 million (cash interest of $150 million to $155 million); depreciation expected $40 million to $45 million; amortization expected $17 million to $19 million; cash taxes expected $5 million or less; effective tax rate expected 26% to 27%; CapEx expected to come in at the lower end of the $30 million to $35 million range
• Guidance includes impacts from all closed divestitures and acquisitions, but excludes any impact from the pending Green Giant Canada divestiture. Guidance also accounts for the 1 fewer week in fiscal 26 versus the 53-week fiscal 25, with the ~$18 million net sales benefit of the 53rd week set to be lapped in Q4 26.
• Management remains on track to hit long-term goals: 0% to 2% annual base business net sales growth, portfolio reshaping for higher margins and stronger cash flows, proactive debt reduction using divestiture proceeds and excess cash flow, and continued commitment to a sustainable dividend.

1. Spices and Flavor Solutions: Q2 26 net sales of $96.6 million, a 0.1% increase from $96.5 million in Q2 25. Segment adjusted EBITDA increased by $7 million (29%) year-over-year, driven by higher net pricing, favorable product mix, improved spice cost environment, and US government tariff refunds. It contributed approximately 25.2% of total Q2 26 net sales.
2. Meals: Q2 26 net sales of $111 million, a 6.2% increase from $104 million in Q2 25. The acquisition of College Inn and Kitchen Basics added $13.2 million in net sales for the quarter. Segment adjusted EBITDA increased by approximately $100 thousand year-over-year, as acquisition gains offset declines in legacy brands. It contributed approximately 29.0% of total Q2 26 net sales.
3. Specialty: Q2 26 net sales of $128.9 million, a 4.4% decrease from $135 million in Q2 25. The decrease is partially attributable to the divestiture of Don Pepino, which generated $1.8 million in Q2 25 net sales. Segment adjusted EBITDA decreased by $8.9 million year-over-year, due to the Don Pepino divestiture, unfavorable raw material cost comparisons, increased manufacturing expenses, and investments in oil pricing (offset partially by higher volumes for the oil business). It contributed approximately 33.6% of total Q2 26 net sales.
4. Frozen and Vegetables: Results are not comparable year-over-year due to divestitures. Green Giant Canada (still held for sale) generated $23.4 million in Q2 26 net sales, a 2.4% increase from $22.9 million in Q2 25. The new Green Giant US frozen contract manufacturing business generated $23.9 million in net sales in its first full quarter of operation. Combined, these contributed approximately 12.3% of total Q2 26 net sales.

• Macroeconomic and geopolitical uncertainty: Current guidance does not account for potential impacts from escalating conflicts in the Middle East, Eastern Europe, or Latin America, or unexpected changes to inflation, tariff policies, or input costs.
• Input cost inflation: Vegetable oil (for the Crisco brand) and spices remain key sources of incremental inflation pressure, which could pressure margins if not offset by pricing or cost savings.
• Elevated domestic freight costs (excluding fuel) are putting modest pressure on back-half margins, requiring offsetting cost savings to meet guidance.
• Core retail branded channel performance remains weak relative to non-measured channels, requiring improved execution to hit long-term growth targets.
• Higher interest expenses from recent debt refinancing increased interest costs by $2.7 million in Q2 26, with full year interest expenses expected to remain elevated at ~$158-$163 billion.

Q: Can you explain the shift of Tones and Weber from branded to partner brands, and what is the strategy behind this change? / A: This shift is a continuation of trends that started after B&G acquired the ACH business in 2016-2017. In some retail locations, B&G is losing branded distribution for Tones, and the space is replaced by B&G-supplied private label products of similar volume and SKU count. B&G retains ownership of the Tones and Weber brands and remains focused on improving their overall performance.

Q: Early results from the acquired College Inn and Kitchen Basics brands are below sell-side forecasts; what are your initial learnings from these acquisitions? / A: Overall performance of both brands is slightly ahead of B&G's internal conservative forecasts. College Inn, a second-tier regional brand in the Northeast, has seen mild consumption softness, which management expected. Prior ownership mispriced the brand in the lead-up to bankruptcy, and B&G is currently correcting pricing to position it for stable cash flow ahead of the holiday season. Kitchen Basics has outperformed expectations, has attractive margins and clear growth opportunities; the true performance test will come during the peak winter soup season in Q3-Q4 26.

Q: B&G has completed most of its recent portfolio reshaping; are there further portfolio changes expected in the near term? / A: B&G will always evaluate opportunistic portfolio adjustments, but after completing the Green Giant strategic review, there should not be a high expectation for additional large divestitures in the near term. Management will continue to pursue additional small to mid-sized acquisitions like College Inn and Kitchen Basics, which add incremental sales and profitability to the business. B&G is actively evaluating both acquisitions and divestitures at the right price, with the goal of continuous portfolio improvement.

Q: Is the new Green Giant US frozen contract manufacturing profitable at its current scale, and how challenging will it be to add new customers? / A: The business is running at ~$25 million per quarter, annualizing to just under $100 million, though full-year 26 revenue will be lower as it only launched in Q2. It is already modestly profitable, contributing positively to EBITDA without being a transformative change for the business. While growing the business requires active sales effort, B&G has already secured small new customer wins and believes the facility is well-positioned to add new volume over time.