Financial Data and Key Metrics Changes - For fiscal year 2025, the company reported a 9% increase in net sales, with 3% organic growth and a 3% increase in adjusted EBITDA [6][32] - In Q4, reported net sales were $369 million, a decline of 1.8% year-over-year, while organic net sales grew 3.5% [28][29] - Adjusted EBITDA for Q4 was $66.2 million, down 14.5% from the previous year, primarily due to inflationary pressures and the impact of the 53rd week [30][32] - The company recorded a non-cash impairment loss of $60.9 million related to the Atkins brand [31] Business Line Data and Key Metrics Changes - Quest generated nearly two-thirds of the company's net sales in Q4, with consumption growth of 11% and net sales growth of over 13% for the fiscal year [16][20] - Atkins experienced a consumption decline of 12% in Q4 and 10% for the full year, primarily due to distribution losses [20][21] - OWYN saw a consumption increase of 14% in Q4 and 34% for the full year, despite facing some product quality issues [22][24] Market Data and Key Metrics Changes - The nutritional snacking category grew by 13% in fiscal year 2025, reflecting a strong consumer trend towards high-protein, low-sugar, and low-carb products [7][16] - The company noted that over 70% of Americans are actively seeking more protein and fewer carbs in their diets [7] Company Strategy and Development Direction - The company's vision is to be a leader in high-protein, low-sugar, and low-carb food and beverage, capitalizing on a generational shift towards these products [6][7] - The integration of OWYN has been largely completed, and the company is focusing on expanding its product offerings and marketing efforts [8][24] - The company is investing in innovation and expanding capacity to support its fast-growing salty snacks business [8][9] Management's Comments on Operating Environment and Future Outlook - Management acknowledged challenges such as inflation and distribution losses for Atkins but expressed confidence in overcoming these issues [10][14] - The company expects net sales growth for fiscal year 2026 to be in the range of -2% to +2%, with a focus on Quest and OWYN offsetting declines in Atkins [39][40] - Management anticipates gross margins to decline by 100-150 basis points in fiscal year 2026, with a stronger second half expected [39][42] Other Important Information - The company repaid $150 million of its term loan debt in fiscal year 2025 and has a strong balance sheet with low net debt levels [35][36] - A $150 million increase to the stock repurchase program was approved by the board, reflecting confidence in the business [36] Q&A Session Summary Question: Impact of OWYN product quality issues on future sales - Management acknowledged the product quality issue related to pea protein but stated that it has been rectified and is confident in OWYN's growth trajectory moving forward [46][47][50] Question: Competition in the high-protein, low-sugar market - Management noted that competition is not new and emphasized the importance of agility and innovation to stay ahead in the market [55][59] Question: Top-line guidance and expected performance of Quest and OWYN - Management confirmed that Quest is expected to grow in the high single digits, while OWYN is projected to be in the double-digit range, with Atkins facing a decline [65][66]

Financial Data and Key Metrics Changes - For fiscal year 2025, the company reported a 9% increase in net sales, with 3% organic growth and a 3% increase in adjusted EBITDA [6][32] - In Q4, reported net sales were $369 million, a decline of 1.8% year-over-year, while organic net sales grew 3.5% [28][29] - Adjusted EBITDA for Q4 was $66.2 million, down 14.5% from the previous year, primarily due to inflationary pressures and the impact of a 53rd week in the prior year [30][32] Business Line Data and Key Metrics Changes - Quest generated nearly two-thirds of the company's net sales in Q4, with a year-over-year consumption growth of 11% and net sales growth of over 13% for the full year [16][20] - Atkins experienced a consumption decline of 12% in Q4 and 10% for the full year, largely due to distribution losses [20][21] - OWYN saw a consumption growth of 14% in Q4 and 34% for the full year, with household penetration increasing to 4.2% [22][24] Market Data and Key Metrics Changes - The nutritional snacking category grew by 13% in fiscal year 2025, reflecting a strong consumer trend towards high protein and low sugar products [7][16] - The company noted that over 70% of Americans are actively seeking more protein and fewer carbs in their diets, indicating a favorable market environment [7] Company Strategy and Development Direction - The company aims to be a leader in high protein, low sugar, and low carb food and beverage, capitalizing on a generational shift in consumer preferences [6][7] - Investments in innovation and marketing have increased, with a focus on expanding distribution and enhancing product offerings [8][9] - The company is proactively managing the Atkins brand to align shelf space with sales and support the growth of Quest and OWYN [13][21] Management's Comments on Operating Environment and Future Outlook - Management acknowledged challenges such as inflation and distribution losses for Atkins but expressed confidence in overcoming these hurdles [10][14] - The company expects net sales growth for fiscal year 2026 to be in the range of -2% to +2%, with a stronger second half anticipated [39][40] - Management emphasized the importance of innovation and marketing investments to drive growth and improve margins in the future [39][42] Other Important Information - The company repaid $150 million of its term loan debt in fiscal year 2025 and repurchased nearly 1.6 million shares [35][36] - A non-cash impairment loss of $60.9 million was recorded related to the Atkins brand, reflecting updated revenue projections [31] Q&A Session Summary Question: Impact of OWYN product quality issues on future sales - Management confirmed that the product quality issue related to pea protein has been addressed and expressed confidence in OWYN's growth trajectory moving forward [46][47][50] Question: Competition in the high protein, low sugar market - Management acknowledged the competitive landscape but emphasized the company's agility and robust supply chain as key advantages [55][59] Question: Top-line guidance and expected growth rates - Management indicated that Quest and OWYN are expected to grow in the high single digits and double digits respectively, while Atkins is projected to decline by about 20% [65][66]

Transaction Overview - The enterprise value of the transaction is $856 million, representing a multiple of 116x CY'17E EBITDA of $74 million[35] - The selling shareholders will receive $628 million in cash consideration and approximately 10 million rollover shares at $1000 per share at closing[35] - A common stock private placement will occur in the amount of 10 million shares at $1000 per share, totaling $100 million[35] Atkins Business & Financials - Atkins is estimated to have calendar year 2017E net sales of $411 million and EBITDA of $74 million[21] - The Atkins brand has approximately $600 million in retail sales[22] - Atkins U S snacking point-of-sale takeaway growth has had a compound annual growth rate of 16% from 2008 to 2016[27] - Atkins has attractive margins, with a gross margin of approximately 47% and an EBITDA margin of approximately 18%[25] Market Position & Growth Strategy - Atkins holds a leadership position in its section of the store, with approximately 40% share-of-shelf[25] - The company sees an opportunity to expand its target audience by 4x[25] - Atkins is the category leader in total nutritional snacking with 117% market share[45]