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MGP Ingredients Reports Second Quarter 2025 Results

Solid second quarter results; Reaffirms 2025 sales and adjusted earnings outlook

MGP Ingredients, Inc. (Nasdaq: MGPI), a leading provider of branded and distilled spirits and food ingredient solutions, today reported results for the second quarter ended June 30, 2025.

"Our second quarter results came in largely as expected as we delivered solid execution and sequential improvement across all three business segments. Our decisive actions to improve visibility with our customers are working as second quarter brown goods volume and price declines were in line with our expectations. Our teams remain tightly focused on key initiatives and continue to execute on our strategic priorities, which I expect will position us well for the second half and give us the confidence to reaffirm our 2025 outlook,” said Brandon Gall, CFO.

He added, “I am pleased to welcome Julie as MGP’s new CEO. She brings a strong strategic lens, deep commercial expertise, and a proven ability to lead teams. I look forward to partnering with her and I am confident that under her leadership, MGP will be better positioned to sharpen execution, accelerate growth initiatives, and advance our long-term vision of becoming a premier, branded spirits company.”

"I am excited to take on the CEO role and look forward to building on the progress made by Brandon and the MGP team,” said Julie Francis, president and CEO. “Our goal continues to be delivering sustainable growth and unlocking meaningful, long-term value for all stakeholders. We will work together with clarity, integrity, and agility to strengthen our customer-centric, brands-led approach and execute with excellence across our platforms."

2025 second quarter financial highlights compared to 2024 second quarter:

  • Consolidated sales decreased 24% to $145.5 million.
  • Consolidated gross profit decreased 30% to $58.4 million. Gross margin decreased by 350 basis points to 40.1%.
  • Net income decreased 55% to $14.4 million. On an adjusted basis, net income decreased 45% to $20.9 million.
  • Basic earnings per common share (“EPS”) decreased to $0.67 per share from $1.43 per share. Adjusted basic EPS decreased 43% to $0.97 per share.
  • Adjusted EBITDA decreased 38% to $35.9 million.
  • Year-to-date capital expenditures declined 17% to $18.7 million compared to the year-ago period, while year-to-date operating cash flows increased $26.8 million to $56.4 million.
  • Net debt leverage ratio stands at approximately 1.8x as of June 30, 2025.

Consolidated Results

Second quarter 2025 consolidated sales decreased by 24% compared to the year-ago quarter, primarily due to expected declines in brown goods sales within our Distilling Solutions segment and value and mid price tiered brands within our Branded Spirits segment. Lower brown goods sales also impacted profitability, leading to a 30% decline in second quarter gross profit. Operating income decreased to $20.3 million due to lower gross profit and an $8.0 million increase in the fair value of the contingent consideration liability related to the improved performance of the Penelope brand. Adjusted operating income decreased to $28.7 million as reduced gross profit was partially offset by lower advertising and promotion expenses.

Second quarter advertising and promotion expenses decreased 41% to $6.9 million as we lapped elevated spend for certain advertising campaigns in the year-ago quarter and continued to realign our spend behind our most attractive growth opportunities. Branded Spirits advertising and promotion spend of $6.3 million was approximately 10% of Branded Spirits segment sales in the second quarter.

Branded Spirits

Branded Spirits segment sales decreased 5% to $60.5 million compared to the prior-year quarter. Our increased focus on our most attractive growth opportunities across the American whiskey and tequila categories continued to take hold, leading to 1% growth in our premium plus sales to $31.1 million. Within our premium plus portfolio, the Penelope brand continued its strong sales trajectory with another quarter of above-category sales growth. As expected, sales of our mid and value priced portfolios, combined, declined by nearly 15% due to lower volumes of certain tequila, liqueur, and cordial brands. Branded Spirits gross profit decreased by 5% to $32.0 million, while segment gross margins increased modestly to 52.8%.

Distilling Solutions

Distilling Solutions segment sales decreased by 46% to $50.0 million, compared to the prior-year quarter. Although Distilling Solutions segment sales and profitability continued to be pressured by reduced customer demand for brown goods primarily due to elevated industry-wide barrel inventories, our second quarter brown goods sales volume and pricing were largely in line with our expectations, reflecting the positive impact of our proactive engagement and visibility with our customers. Distilling Solutions gross profit of $18.8 million decreased by 56%, or 37.6% of segment sales.

Ingredient Solutions

Ingredient Solutions segment returned to positive growth in second quarter 2025 as sales increased by 5% to $35.0 million compared to the year-ago quarter. As expected, sales improved sequentially from first quarter 2025 for each of the segment product lines reflecting commercialization of new domestic customers as well as improved operational execution relative to the first quarter. Segment gross profit increased to $7.6 million, or 21.7% of segment sales.

2025 Financial Outlook

MGP provided consolidated guidance for fiscal 2025:

  • Sales are projected to be in the range of $520 million to $540 million.
  • Adjusted EBITDA is expected to be in the range of $105 million to $115 million.
  • Adjusted basic EPS is expected to be in the $2.45 to $2.75 range, with weighted average basic shares outstanding of approximately 21.4 million, and an effective tax rate of approximately 25%.
  • Full-year capital expenditures are now expected to be approximately $32.5 million relative to previous expectations of approximately $36 million.

Conference Call and Webcast Information

MGP Ingredients will host a conference call today, July 31, 2025, at 10 a.m. ET to discuss these results and current business trends. Investors can dial 844-308-6398 or 412-717-9605 (international) to listen to the live call. A live webcast will be available at the “News and Events” section of the company’s Investor Relations website at ir.mgpingredients.com/news-events. A replay of the conference call will be available on the company’s website.

About MGP Ingredients, Inc.

MGP Ingredients Inc. (Nasdaq: MGPI) has been formulating excellence since 1941 by bringing product ideas to life across the alcoholic beverage and specialty ingredient industries through three segments: Branded Spirits, Distilling Solutions, and Ingredient Solutions. MGPI is one of the leading spirits distillers with an award-winning portfolio of premium brands including Penelope, Rebel, Remus, and Yellowstone bourbons and El Mayor tequila, under the Luxco umbrella. With distilleries in Indiana and Kentucky; a tequila distillery in Arandas, Mexico; and bottling operations in Missouri, Ohio, and Northern Ireland, the company creates distilled spirits for customers including many world-renowned spirits brands. In addition, the company’s high-quality specialty fiber, protein, and starch ingredients provide functional, nutritional, and sensory solutions for a wide range of food products. To learn more visit MGPIngredients.com.

Cautionary Note Regarding Forward-Looking Statements

This press release may contain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including without limitation statements about the ability of MGP Ingredients, Inc. (the “Company” or “MGP”) to be well-positioned, better-positioned, sharpen execution, accelerate growth initiatives, become a premier branded spirits company, deliver growth, unlock value, strengthen its approach, and execute with excellence; and the Company’s 2025 outlook, including its expectations for sales, adjusted EBITDA, adjusted basic EPS, shares outstanding, tax rate, and capital expenditures. Forward looking statements are usually identified by or are associated with words such as “intend,” “plan,” “believe,” “estimate,” “expect,” “anticipate,” “project,” “forecast,” “hopeful,” “should,” “may,” “will,” “could,” “encouraged,” “opportunities,” “potential,” and similar terminology. These forward-looking statements reflect management’s current beliefs and estimates of future economic circumstances, industry conditions, Company performance, Company financial results, and Company financial condition and are not guarantees of future performance.

All forward-looking statements are subject to risks and uncertainties that could cause actual results to differ materially. Factors that could cause actual results to differ materially from our expectations include without limitation any effects of changes in consumer preferences and purchases and our ability to anticipate or react to those changes; our ability to compete effectively and any effects of industry dynamics and market conditions; damage to our reputation or that of any of our key customers or their brands; failure to introduce successful new brands and products or have effective marketing or advertising; changes in public opinion about alcohol or our products; our reliance on our distributors to distribute our branded spirits; our reliance on fewer, more profitable customer relationships; interruptions in our operations or a catastrophic event at our facilities; decisions concerning the quantity of maturing stock of our aged distillate; any inability to successfully complete our capital projects or fund capital expenditures or any warehouse expansion issues; our reliance on a limited number of suppliers; work disruptions or stoppages; climate change and measures to address climate change; regulation and taxation and compliance with existing or future laws and regulations; tariffs, trade relations, and trade policies; excise taxes, incentives and customs duties; our ability to protect our intellectual property rights and defend against alleged intellectual property rights infringement claims; failure to secure and maintain listings in control states; labeling or warning requirements or limitations on the availability of our products; product recalls or other product liability claims; anti-corruption laws, trade sanctions, and restrictions; litigation or legal proceedings; limited rights of common stockholders and anti-takeover provisions in our governing documents; the impact of issuing shares of our common stock; higher costs or the unavailability and cost of raw materials, product ingredients, energy resources, or labor; failure of our information technology systems, networks, processes, associated sites, or service providers; acquisitions and potential future acquisitions; interest rate increases; reliance on key personnel; commercial, political, and financial risks; covenants and other provisions in our credit arrangements; pandemics or other health crises; ability to pay any dividends and make any share repurchases; and the effectiveness or execution of our strategic plan. For further information on these risks and uncertainties and other factors that could affect the Company’s business, see the “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” sections of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024 and its Quarterly Reports on Form 10-Q for the quarters ended March 31 and June 30, 2025, as well as the Company’s other SEC filings. The Company undertakes no obligation to update any forward-looking statements or information in this press release, except as required by law.

Non-GAAP Financial Measures

In addition to reporting financial information in accordance with U.S. GAAP, the Company provides certain non-GAAP financial measures that are not in accordance with, or alternatives for, GAAP. In addition to the comparable GAAP measures, the Company has disclosed adjusted operating income, adjusted income before income taxes, adjusted net income, adjusted MGP earnings, adjusted EBITDA, net debt, net debt leverage ratio, and adjusted basic and diluted EPS, as well as guidance for adjusted EBITDA and adjusted basic EPS. The presentation of these non-GAAP financial measures should be reviewed in conjunction with operating income, income before income taxes, net income, net income used in earnings per common share calculation, debt, and basic and diluted EPS computed in accordance with U.S. GAAP and should not be considered a substitute for the GAAP measure. We believe that the non-GAAP measures provide useful information to investors regarding the Company's performance and overall results of operations. In addition, management uses these non-GAAP measures in conjunction with GAAP measures when evaluating the Company’s operating results compared to prior periods on a consistent basis, assessing financial trends, and for forecasting purposes. Non-GAAP financial measures may not provide information that is directly comparable to other companies, even if similar terms are used to identify such measures. The attached schedules provide a full reconciliation of historical non-GAAP financial measures to the most directly comparable U.S. GAAP financial measure. Full year 2025 guidance measures of adjusted EBITDA and adjusted basic EPS are provided on a non-GAAP basis without a reconciliation to the most directly comparable GAAP measures because the Company is unable to predict with a reasonable degree of certainty certain items contained in the GAAP measures without unreasonable efforts. Such items include without limitation, acquisition related expenses, restructuring and related expenses, and other items not reflective of the Company's ongoing operations.

 

MGP INGREDIENTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in thousands, except share and per share amounts)

 

 

 

Quarter Ended June 30,

 

Year to Date Ended June 30,

 

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Sales

 

$

145,494

 

 

$

190,805

 

 

$

267,147

 

 

$

361,368

 

Cost of sales

 

 

87,107

 

 

 

107,573

 

 

 

165,430

 

 

 

215,341

 

Gross profit

 

 

58,387

 

 

 

83,232

 

 

 

101,717

 

 

 

146,027

 

 

 

 

 

 

 

 

 

 

Advertising and promotion expenses

 

 

6,913

 

 

 

11,665

 

 

 

15,085

 

 

 

20,348

 

Selling, general, and administrative expenses

 

 

23,156

 

 

 

22,759

 

 

 

44,361

 

 

 

43,738

 

Impairment of long-lived assets and other

 

 

 

 

 

21

 

 

 

 

 

 

137

 

Change in fair value of contingent consideration

 

 

8,000

 

 

 

5,400

 

 

 

22,700

 

 

 

9,500

 

Operating income

 

 

20,318

 

 

 

43,387

 

 

 

19,571

 

 

 

72,304

 

 

 

 

 

 

 

 

 

 

Interest expense, net

 

 

(1,897

)

 

 

(2,205

)

 

 

(3,751

)

 

 

(4,224

)

Other income, net

 

 

314

 

 

 

943

 

 

 

529

 

 

 

891

 

Income before income taxes

 

 

18,735

 

 

 

42,125

 

 

 

16,349

 

 

 

68,971

 

 

 

 

 

 

 

 

 

 

Income tax expense

 

 

4,308

 

 

 

10,108

 

 

 

4,979

 

 

 

16,370

 

Net income

 

 

14,427

 

 

 

32,017

 

 

 

11,370

 

 

 

52,601

 

 

 

 

 

 

 

 

 

 

Net loss (income) attributable to noncontrolling interest

 

 

(1

)

 

 

68

 

 

 

32

 

 

 

119

 

Net income attributable to MGP Ingredients, Inc.

 

 

14,426

 

 

 

32,085

 

 

 

11,402

 

 

 

52,720

 

 

 

 

 

 

 

 

 

 

Income attributable to participating securities

 

 

(159

)

 

 

(347

)

 

 

(127

)

 

 

(572

)

Net income used in earnings per common share calculation

 

$

14,267

 

 

$

31,738

 

 

$

11,275

 

 

$

52,148

 

 

 

 

 

 

 

 

 

 

Weighted average common shares

 

 

 

 

 

 

 

 

Basic

 

 

21,360,984

 

 

 

22,119,227

 

 

 

21,351,809

 

 

 

22,130,752

 

Diluted

 

 

21,360,984

 

 

 

22,119,227

 

 

 

21,351,809

 

 

 

22,130,752

 

 

 

 

 

 

 

 

 

 

Earnings per common share

 

 

 

 

 

 

 

 

Basic

 

$

0.67

 

 

$

1.43

 

 

$

0.53

 

 

$

2.36

 

Diluted

 

$

0.67

 

 

$

1.43

 

 

$

0.53

 

 

$

2.36

 

 

MGP INGREDIENTS, INC.

CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Dollars in thousands)

 

 

June 30, 2025

 

December 31, 2024

ASSETS

 

 

 

Current Assets:

 

 

 

Cash and cash equivalents

$

17,320

 

 

$

25,273

 

Receivables, net

 

117,190

 

 

 

148,488

 

Inventory

 

379,702

 

 

 

364,944

 

Prepaid expenses

 

5,711

 

 

 

3,983

 

Refundable income taxes

 

320

 

 

 

3,448

 

Total current assets

 

520,243

 

 

 

546,136

 

 

 

 

 

Property, plant, and equipment

 

581,901

 

 

 

562,714

 

Less accumulated depreciation and amortization

 

(256,150

)

 

 

(246,042

)

Property, plant, and equipment, net

 

325,751

 

 

 

316,672

 

Operating lease right-of-use assets, net

 

15,270

 

 

 

15,540

 

Investment in joint venture

 

7,519

 

 

 

7,024

 

Intangible assets, net

 

266,824

 

 

 

268,451

 

Goodwill

 

247,789

 

 

 

247,789

 

Other assets

 

2,664

 

 

 

4,173

 

TOTAL ASSETS

$

1,386,060

 

 

$

1,405,785

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

Current Liabilities:

 

 

 

Current maturities of long-term debt

$

6,400

 

 

$

6,400

 

Accounts payable

 

41,932

 

 

 

66,336

 

Contingent consideration - current

 

108,000

 

 

 

 

Federal and state excise taxes payable

 

3,855

 

 

 

5,358

 

Accrued expenses and other

 

18,424

 

 

 

14,356

 

Total current liabilities

 

178,611

 

 

 

92,450

 

 

 

 

 

Long-term debt, less current maturities

 

94,663

 

 

 

121,277

 

Convertible senior notes

 

196,023

 

 

 

195,864

 

Long-term operating lease liabilities

 

11,814

 

 

 

11,940

 

Contingent consideration

 

 

 

 

85,300

 

Other noncurrent liabilities

 

2,291

 

 

 

2,981

 

Deferred income taxes

 

62,529

 

 

 

63,430

 

Total liabilities

 

545,931

 

 

 

573,242

 

Total equity

 

840,129

 

 

 

832,543

 

TOTAL LIABILITIES AND TOTAL EQUITY

$

1,386,060

 

 

$

1,405,785

 

 

MGP INGREDIENTS, INC.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(Dollars in thousands)

 

 

 

Year to Date Ended June 30,

 

 

 

2025

 

 

 

2024

 

Cash Flows from Operating Activities

 

 

 

 

Net income

 

$

11,370

 

 

$

52,601

 

Adjustments to reconcile net income to net cash provided by operating activities:

 

 

 

 

Depreciation and amortization

 

 

11,638

 

 

 

10,618

 

Share-based compensation

 

 

2,030

 

 

 

1,981

 

Equity method investment gain

 

 

(494

)

 

 

(614

)

Deferred income taxes, including change in valuation allowance

 

 

(901

)

 

 

(10

)

Change in fair value of contingent consideration

 

 

22,700

 

 

 

9,500

 

Other, net

 

 

446

 

 

 

270

 

Changes in operating assets and liabilities:

 

 

 

 

Receivables, net

 

 

31,103

 

 

 

(14,766

)

Inventory

 

 

(15,224

)

 

 

(11,754

)

Prepaid expenses

 

 

(1,752

)

 

 

(1,217

)

Income taxes payable (refundable)

 

 

3,128

 

 

 

(1,818

)

Accounts payable

 

 

(10,687

)

 

 

(6,345

)

Accrued expenses and other

 

 

4,663

 

 

 

(10,738

)

Federal and state excise taxes payable

 

 

(1,504

)

 

 

2,241

 

Other, net

 

 

(159

)

 

 

(367

)

Net cash provided by operating activities

 

 

56,357

 

 

 

29,582

 

 

 

 

 

 

Cash Flows from Investing Activities

 

 

 

 

Additions to property, plant, and equipment

 

 

(32,156

)

 

 

(33,397

)

Other, net

 

 

(11

)

 

 

(260

)

Net cash used in investing activities

 

 

(32,167

)

 

 

(33,657

)

 

 

 

 

 

Cash Flows from Financing Activities

 

 

 

 

Payment of dividends and dividend equivalents

 

 

(5,156

)

 

 

(5,344

)

Repurchase of Common Stock

 

 

(1,035

)

 

 

(9,735

)

Loan fees paid related to borrowings

 

 

(2,712

)

 

 

 

Proceeds from long-term debt

 

 

28,000

 

 

 

50,000

 

Principal payments on long-term debt

 

 

(52,200

)

 

 

(28,200

)

Net cash provided by (used in) financing activities

 

 

(33,103

)

 

 

6,721

 

 

 

 

 

 

Effect of exchange rate changes on cash and cash equivalents

 

 

960

 

 

 

(23

)

Increase (decrease) in cash and cash equivalents

 

 

(7,953

)

 

 

2,623

 

Cash and cash equivalents, beginning of period

 

 

25,273

 

 

 

18,388

 

Cash and cash equivalents, end of period

 

$

17,320

 

 

$

21,011

 

 

MGP INGREDIENTS, INC.

RECONCILIATION OF SELECTED GAAP MEASURES TO ADJUSTED NON-GAAP MEASURES (UNAUDITED)

(in thousands, except per share amounts)

 

 

Quarter Ended June 30, 2025

 

Operating

Income

 

Income before

Income Taxes

 

Net Income

 

MGP Earnings(a)

 

Basic and

Diluted EPS

Reported GAAP Results

$

20,318

 

$

18,735

 

$

14,427

 

$

14,267

 

$

0.67

Adjusted to remove:

 

 

 

 

 

 

 

 

 

Fair value of contingent consideration(b)

 

8,000

 

 

8,000

 

 

6,160

 

 

6,097

 

 

0.29

Executive transition costs (c)

 

376

 

 

376

 

 

290

 

 

287

 

 

0.01

Adjusted Non-GAAP results

$

28,694

 

$

27,111

 

$

20,877

 

$

20,651

 

$

0.97

 

Quarter Ended June 30, 2024

 

Operating

Income

 

Income before

Income Taxes

 

Net Income

 

MGP Earnings(a)

 

Basic and

Diluted EPS

Reported GAAP Results

$

43,387

 

$

42,125

 

$

32,017

 

$

31,738

 

$

1.43

Adjusted to remove:

 

 

 

 

 

 

 

 

 

Impairment of long-lived assets and other (f)

 

21

 

 

21

 

 

16

 

 

16

 

 

Fair value of contingent consideration(b)

 

5,400

 

 

5,400

 

 

4,104

 

 

4,104

 

 

0.19

Business acquisition costs (g)

 

15

 

 

15

 

 

11

 

 

11

 

 

Executive transition costs (c)

 

843

 

 

843

 

 

641

 

 

641

 

 

0.03

Unusual items costs (h)

 

1,639

 

 

1,639

 

 

1,246

 

 

1,246

 

 

0.06

Adjusted Non-GAAP results

$

51,305

 

$

50,043

 

$

38,035

 

$

37,756

 

$

1.71

 

Year to Date Ended June 30, 2025

 

 

Operating

Income

 

Income before

Income Taxes

 

Net Income

 

MGP Earnings(a)

 

Basic and

Diluted EPS

Reported GAAP Results

 

$

19,571

 

$

16,349

 

$

11,370

 

$

11,275

 

$

0.53

Adjusted to remove:

 

 

 

 

 

 

 

 

 

 

Fair value of contingent consideration(b)

 

 

22,700

 

 

22,700

 

 

15,777

 

 

15,614

 

 

0.73

Executive transition costs (c)

 

 

682

 

 

682

 

 

474

 

 

469

 

 

0.02

Professional service fees (d)

 

 

382

 

 

382

 

 

265

 

 

263

 

 

0.01

Restructuring and other costs (e)

 

 

613

 

 

613

 

 

426

 

 

422

 

 

0.02

Adjusted Non-GAAP results

 

$

43,948

 

$

40,726

 

$

28,312

 

$

28,043

 

$

1.31

 

Year to Date Ended June 30, 2024

 

Operating Income

 

Income before Income Taxes

 

Net Income

 

MGP Earnings(a)

 

Basic and Diluted EPS

Reported GAAP Results

$

72,304

 

$

68,971

 

$

52,601

 

$

52,148

 

$

2.36

Adjusted to remove:

 

 

 

 

 

 

 

 

 

Impairment of long-lived assets and other (f)

 

137

 

 

137

 

 

105

 

 

105

 

 

Fair value of contingent consideration(b)

 

9,500

 

 

9,500

 

 

7,249

 

 

7,249

 

 

0.33

Business acquisition costs (g)

 

86

 

 

86

 

 

66

 

 

66

 

 

Executive transition costs (c)

 

1,218

 

 

1,218

 

 

929

 

 

929

 

 

0.04

Unusual items costs (h)

 

1,639

 

 

1,639

 

 

1,251

 

 

1,251

 

 

0.06

Adjusted Non-GAAP results

$

84,884

 

$

81,551

 

$

62,201

 

$

61,748

 

$

2.79

 

MGP INGREDIENTS, INC.

DESCRIPTION OF NON-GAAP ITEMS

 

(a)

MGP Earnings is defined as "Net income used in Earnings Per Common Share calculation," which accounts for the impacts of the net loss attributable to noncontrolling interest and income attributable to participating securities.

(b)

Fair value of contingent consideration relates to the quarterly adjustment of the contingent consideration liability related to the acquisition of Penelope Bourbon LLC. It is included in the Condensed Consolidated Statement of Income as a component of operating income and relates to the Branded Spirits segment.

(c)

The executive transition costs are included in the Condensed Consolidated Statement of Income within the selling, general, and administrative line item. The adjustment includes costs related to the transition of certain executive and board of director positions.

(d)

The professional services fees are included in the Condensed Consolidated Statement of Income within the selling, general, and administrative line item. The adjustment includes costs related to professional services in conjunction with the goodwill impairment valuation.

(e)

The restructuring and other costs are included in the Condensed Consolidated Statement of Income within the selling, general, and administrative line item. The adjustment includes special one-time severance costs related to the reduction in force that occurred during the period.

(f)

The impairment of long-lived assets and other relates to impairments of assets as well as miscellaneous expenses in connection with the closure of the Atchison distillery. Impairment of long-lived assets and other are included in the Condensed Consolidated Statement of Income as a component of operating income and relates to the Distilling Solutions segment.

(g)

Business acquisition costs are included in the Condensed Consolidated Statement of Income within the selling, general, and administrative line item and include transaction and integration costs associated with the acquisition of Penelope Bourbon LLC.

(h)

The unusual items costs are included in the Condensed Consolidated of Income within the selling, general, and administrative line item. The adjustment includes professional and legal costs associated with special projects.

MGP INGREDIENTS, INC.

RECONCILIATION OF NET INCOME TO ADJUSTED EBITDA (UNAUDITED)

(in thousands)

 

 

Quarter Ended June 30,

 

Year to Date Ended June 30,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Net Income

$

14,427

 

 

$

32,017

 

 

$

11,370

 

 

$

52,601

 

Interest expense

 

1,897

 

 

 

2,205

 

 

 

3,751

 

 

 

4,224

 

Income tax expense

 

4,308

 

 

 

10,108

 

 

 

4,979

 

 

 

16,370

 

Depreciation and amortization

 

5,830

 

 

 

5,329

 

 

 

11,638

 

 

 

10,618

 

Share based compensation

 

1,288

 

 

 

865

 

 

 

2,030

 

 

 

1,981

 

Equity method investment gain

 

(237

)

 

 

(910

)

 

 

(494

)

 

 

(614

)

Fair value of contingent consideration

 

8,000

 

 

 

5,400

 

 

 

22,700

 

 

 

9,500

 

Executive transition costs

 

376

 

 

 

843

 

 

 

682

 

 

 

1,218

 

Professional service fees

 

 

 

 

 

 

 

382

 

 

 

 

Restructuring and other costs

 

 

 

 

 

 

 

613

 

 

 

 

Impairment of long-lived assets and other

 

 

 

 

21

 

 

 

 

 

 

137

 

Business acquisition costs

 

 

 

 

15

 

 

 

 

 

 

86

 

Unusual items costs

 

 

 

 

1,639

 

 

 

 

 

 

1,639

 

Adjusted EBITDA

$

35,889

 

 

$

57,532

 

 

$

57,651

 

 

$

97,760

 

The non-GAAP adjusted EBITDA measure is defined as earnings before interest expense, income tax expense, depreciation and amortization, share based compensation, equity method investment gain, fair value of contingent consideration, executive transition costs, professional service fees, impairment of long-lived assets and other, business acquisition costs, restructuring and other costs, and unusual items costs.

See "Reconciliation of selected GAAP measure to adjusted non-GAAP measures" and "Description of Non-GAAP items" for further details on selected non-GAAP items.

 

MGP INGREDIENTS, INC.

NET DEBT LEVERAGE RATIO (UNAUDITED)

(in thousands)

 

 

Quarter Ended

September 30,

2024

 

Quarter Ended

December 31,

2024

 

Quarter Ended

March 31,

2025

 

Quarter Ended

June 30,

2025

 

TTM(a)

June 30, 2025

Net income (loss)

$

23,862

 

 

$

(41,998

)

 

$

(3,057

)

 

$

14,427

 

 

$

(6,766

)

Interest expense

 

2,174

 

 

 

2,041

 

 

 

1,854

 

 

 

1,897

 

 

 

7,966

 

Income tax expense

 

7,554

 

 

 

10,053

 

 

 

671

 

 

 

4,308

 

 

 

22,586

 

Depreciation and amortization

 

5,680

 

 

 

5,691

 

 

 

5,808

 

 

 

5,830

 

 

 

23,009

 

Share based compensation

 

767

 

 

 

440

 

 

 

742

 

 

 

1,288

 

 

 

3,237

 

Equity method investment gain

 

(832

)

 

 

(381

)

 

 

(257

)

 

 

(237

)

 

 

(1,707

)

Fair value of contingent consideration

 

6,400

 

 

 

200

 

 

 

14,700

 

 

 

8,000

 

 

 

29,300

 

Goodwill impairment

 

 

 

 

73,755

 

 

 

 

 

 

 

 

 

73,755

 

Professional service fees

 

 

 

 

 

 

 

382

 

 

 

 

 

 

382

 

Business acquisition costs

 

15

 

 

 

15

 

 

 

 

 

 

 

 

 

30

 

Executive transition costs

 

 

 

 

2,857

 

 

 

306

 

 

 

376

 

 

 

3,539

 

Restructuring and other costs

 

 

 

 

 

 

 

613

 

 

 

 

 

 

613

 

Unusual items costs

 

34

 

 

 

408

 

 

 

 

 

 

 

 

 

442

 

Adjusted EBITDA

$

45,654

 

 

$

53,081

 

 

$

21,762

 

 

$

35,889

 

 

$

156,386

 

 

 

 

 

 

 

 

 

 

 

Total debt

 

 

 

 

 

 

 

 

$

297,086

 

Cash and cash equivalents

 

 

 

 

 

 

 

 

 

17,320

 

Net debt

 

 

 

 

 

 

 

 

$

279,766

 

 

 

 

 

 

 

 

 

 

 

Net debt leverage ratio(b)

 

 

 

 

 

 

 

 

 

1.8

 

(a)

TTM is defined as trailing twelve months.

(b)

Net debt leverage ratio is defined as net debt divided by adjusted EBITDA.

See "Reconciliation of selected GAAP measure to adjusted non-GAAP measures" and "Description of Non-GAAP items" for further details on selected non-GAAP items.

 

MGP INGREDIENTS, INC.

OPERATING SEGMENT RESULTS (UNAUDITED)

 

(Dollars in thousands)

BRANDED SPIRITS

 

 

Quarter Ended June 30,

 

Quarter versus Quarter Change

Increase/(Decrease)

 

 

 

2025

 

 

 

2024

 

 

$ Change

 

% Change

 

Premium plus

$

31,099

 

 

$

30,707

 

 

$

392

 

 

1

%

 

Mid

 

15,493

 

 

 

17,061

 

 

 

(1,568

)

 

(9

)

 

Value

 

8,936

 

 

 

11,655

 

 

 

(2,719

)

 

(23

)

 

Other

 

4,992

 

 

 

4,618

 

 

 

374

 

 

8

 

 

Total Branded Spirits Sales

$

60,520

 

 

$

64,041

 

 

$

(3,521

)

 

(5

)%

 

 

 

 

 

 

 

 

 

 

Gross profit

$

31,984

 

 

$

33,633

 

 

$

(1,649

)

 

(5

)%

 

Gross margin %

 

52.8

%

 

 

52.5

%

 

 

 

0.3

 

pp(a)

 

 

 

 

 

 

 

 

 

Operating income

$

8,737

 

 

$

7,235

 

 

$

1,502

 

 

21

%

 

Depreciation and amortization

$

2,145

 

 

$

1,852

 

 

$

293

 

 

16

%

 

 

DISTILLING SOLUTIONS

 

 

Quarter Ended June 30,

 

Quarter versus Quarter Change

Increase/(Decrease)

 

 

 

2025

 

 

 

2024

 

 

$ Change

 

% Change

 

Brown goods

$

35,057

 

 

$

75,443

 

 

$

(40,386

)

 

(54

)%

 

Warehouse services

 

8,001

 

 

 

8,392

 

 

 

(391

)

 

(5

)

 

White goods and other co-products

 

6,942

 

 

 

9,553

 

 

 

(2,611

)

 

(27

)

 

Total Distilling Solutions Sales

$

50,000

 

 

$

93,388

 

 

$

(43,388

)

 

(46

)%

 

 

 

 

 

 

 

 

 

 

Gross profit

$

18,812

 

 

$

42,473

 

 

$

(23,661

)

 

(56

)%

 

Gross margin %

 

37.6

%

 

 

45.5

%

 

 

 

(7.9

)

pp(a)

 

 

 

 

 

 

 

 

 

Operating income

$

17,741

 

 

$

41,528

 

 

$

(23,787

)

 

(57

)%

 

Depreciation and amortization

$

2,025

 

 

$

1,968

 

 

$

57

 

 

3

%

 

 

INGREDIENT SOLUTIONS SALES

 

 

Quarter Ended June 30,

 

Quarter versus Quarter Change

Increase / (Decrease)

 

 

 

2025

 

 

 

2024

 

 

$ Change

 

% Change

 

Specialty wheat starches

$

18,474

 

 

$

19,203

 

 

$

(729

)

 

(4

)%

 

Specialty wheat proteins

 

12,612

 

 

 

11,200

 

 

 

1,412

 

 

13

 

 

Commodity wheat starches

 

3,061

 

 

 

2,973

 

 

 

88

 

 

3

 

 

Commodity wheat proteins

 

827

 

 

 

 

 

 

827

 

 

n/a

 

 

Total Ingredient Solutions

$

34,974

 

 

$

33,376

 

 

$

1,598

 

 

5

%

 

 

 

 

 

 

 

 

 

 

Gross profit

$

7,591

 

 

$

7,126

 

 

$

465

 

 

7

%

 

Gross margin %

 

21.7

%

 

 

21.4

%

 

 

 

0.3

 

pp(a)

 

 

 

 

 

 

 

 

 

Operating income

$

6,290

 

 

$

5,784

 

 

$

506

 

 

9

%

 

Depreciation and amortization

$

1,307

 

 

$

1,170

 

 

$

137

 

 

12

%

 

(a)

Percentage points (“pp”).

MGP INGREDIENTS, INC.

OPERATING SEGMENT RESULTS (UNAUDITED)

 

(Dollars in thousands)

BRANDED SPIRITS SALES

 

 

Year to Date Ended June 30,

 

Year to Date versus Year to Date

Sales Change Increase/(Decrease)

 

 

 

2025

 

 

 

2024

 

 

$ Change

 

% Change

 

Premium plus

$

53,417

 

 

$

51,613

 

 

$

1,804

 

 

4

%

 

Mid

 

28,520

 

 

 

31,822

 

 

 

(3,302

)

 

(10

)

 

Value

 

16,277

 

 

 

21,664

 

 

 

(5,387

)

 

(25

)

 

Other

 

10,533

 

 

 

9,088

 

 

 

1,445

 

 

16

 

 

Total Branded Spirits

$

108,747

 

 

$

114,187

 

 

$

(5,440

)

 

(5

)%

 

 

 

 

 

 

 

 

 

 

Gross profit

$

54,182

 

 

$

56,165

 

 

$

(1,983

)

 

(4

)%

 

Gross margin %

 

49.8

%

 

 

49.2

%

 

 

 

0.6

 

pp(a)

 

 

 

 

 

 

 

 

 

Operating income

$

(409

)

 

$

8,143

 

 

$

(8,552

)

 

(105

)%

 

Depreciation and amortization

$

4,285

 

 

$

3,675

 

 

$

610

 

 

17

%

 

 

DISTILLING SOLUTIONS SALES

 

 

Year to Date Ended June 30,

 

Year to Date versus Year to Date

Sales Change Increase/(Decrease)

 

 

 

2025

 

 

 

2024

 

 

$ Change

 

% Change

 

Brown goods

$

68,713

 

 

$

141,774

 

 

$

(73,061

)

 

(52

)%

 

Warehouse services

 

16,078

 

 

 

16,348

 

 

 

(270

)

 

(2

)

 

White goods and other co-products

 

12,152

 

 

 

20,118

 

 

 

(7,966

)

 

(40

)

 

Total Distilling Solutions

$

96,943

 

 

$

178,240

 

 

$

(81,297

)

 

(46

)%

 

 

 

 

 

 

 

 

 

 

Gross profit

$

37,492

 

 

$

76,556

 

 

$

(39,064

)

 

(51

)%

 

Gross margin %

 

38.7

%

 

 

43.0

%

 

 

 

(4.3

)

pp(a)

 

 

 

 

 

 

 

 

 

Operating income

$

35,623

 

 

$

74,597

 

 

$

(38,974

)

 

(52

)%

 

Depreciation and amortization

$

4,080

 

 

$

3,925

 

 

$

155

 

 

4

%

 

 

INGREDIENT SOLUTIONS SALES

 

 

Year to Date Ended June 30,

 

Year to Date versus Year to Date

Sales Change Increase/(Decrease)

 

 

 

2025

 

 

 

2024

 

 

$ Change

 

% Change

 

Specialty wheat starches

$

34,327

 

 

$

41,474

 

 

$

(7,147

)

 

(17

)%

 

Specialty wheat proteins

 

19,960

 

 

 

21,195

 

 

 

(1,235

)

 

(6

)

 

Commodity wheat starches

 

5,780

 

 

 

6,235

 

 

 

(455

)

 

(7

)

 

Commodity wheat proteins

 

1,390

 

 

 

37

 

 

 

1,353

 

 

3,657

 

 

Total Ingredient Solutions

$

61,457

 

 

$

68,941

 

 

$

(7,484

)

 

(11

)%

 

 

 

 

 

 

 

 

 

 

Gross profit

$

10,043

 

 

$

13,306

 

 

$

(3,263

)

 

(25

)%

 

Gross margin %

 

16.3

%

 

 

19.3

%

 

 

 

(3.0

)

pp(a)

 

 

 

 

 

 

 

 

 

Operating income

$

7,298

 

 

$

10,504

 

 

$

(3,206

)

 

(31

)%

 

Depreciation and amortization

$

2,578

 

 

$

2,339

 

 

$

239

 

 

10

%

 

(a)

Percentage points (“pp”).

MGP INGREDIENTS, INC.

DILUTIVE SHARES OUTSTANDING CALCULATION (UNAUDITED)

 

 

Quarter Ended June 30,

 

Year to Date Ended June 30,

 

 

2025

 

 

 

2024

 

 

 

2025

 

 

 

2024

 

Principal amount of the bonds

$

201,250,000

 

 

$

201,250,000

 

 

$

201,250,000

 

 

$

201,250,000

 

Par value

$

1,000

 

 

$

1,000

 

 

$

1,000

 

 

$

1,000

 

Number of bonds outstanding (a)

 

201,250

 

 

 

201,250

 

 

 

201,250

 

 

 

201,250

 

 

 

 

 

 

 

 

 

Initial conversion rate

 

10.3911

 

 

 

10.3911

 

 

 

10.3911

 

 

 

10.3911

 

Conversion price

$

96.23620

 

 

$

96.23620

 

 

$

96.23620

 

 

$

96.23620

 

 

 

 

 

 

 

 

 

Average share price (b)

$

29.73403

 

 

$

78.03794

 

 

$

31.56250

 

 

$

82.27766

 

Impact of conversion (c)

$

 

 

$

 

 

$

 

 

$

 

 

 

 

 

 

 

 

 

Cash paid for principal

 

(201,250,000

)

 

 

(201,250,000

)

 

 

(201,250,000

)

 

 

(201,250,000

)

Conversion premium

$

 

 

$

 

 

$

 

 

$

 

 

 

 

 

 

 

 

 

Average share price

$

29.73403

 

 

$

78.03794

 

 

$

31.56250

 

 

$

82.27766

 

Conversion premium in shares (d) (e)

 

 

 

 

 

 

 

 

 

 

(a)

Number of bonds outstanding is calculated by taking the principal amount of the bonds divided by the par value.

(b)

Average share price is calculated by taking the average of the daily closing share price for the period. If the average share price is less than the conversion price of $96.23620 per share, the impact to EPS is anti-dilutive and therefore the shares were excluded from the diluted EPS calculation.

(c)

Impact of conversion is calculated by taking the number of bonds outstanding multiplied by the initial conversion rate multiplied by the average share price. If the average share price is less than the conversion price then the impact of conversion is zero.

(d)

The impacts of the Convertible Senior Notes are included in the diluted weighted average common shares outstanding if the impact is dilutive. The Convertible Senior Notes would only have a dilutive impact if the average market price per share during the quarter exceed the conversion price of $96.23620 per share.

(e)

Conversion premium in shares is calculated by taking the conversion premium divided by the average share price. If the average share price is less than the conversion price, then the conversion premium in shares is zero.

 

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