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Turning Point Brands Announces Fourth Quarter and Full Year 2025 Results

  • Q4 2025 Modern Oral Net Sales increased 266% to $41.3 million, accounting for 34% of total company net sales, up from 12% in Q4 2024.
  • Q4 2025 adjusted EBITDA increased 14% to $30.0 million.
  • FY 2026 guidance: Modern Oral Gross Revenue of $220-$240 million and Net Revenue of $180-$190 million.

Turning Point Brands, Inc. (“TPB” or “the Company”) (NYSE: TPB), a manufacturer, marketer and distributor of branded consumer products, including alternative smoking accessories and consumables with active ingredients, today announced financial results for the fourth quarter and full year ended December 31, 2025.

Q4 2025 vs. Q4 2024

  • Total Consolidated Net Sales increased 29.2% to $121.0 million
    • Stoker’s segment Net Sales increased 69.5%
    • Zig-Zag segment Net Sales decreased 12.8%
  • Gross Profit increased 29.1% to $67.7 million
  • Net Income increased 239.8% to $8.2 million
  • Adjusted EBITDA increased 14.4% to $30.0 million (see Schedule A for a reconciliation to net income)

Diluted EPS of $0.42 and Adjusted Diluted EPS of $0.95 compared to $0.13 and $0.98 respectively, in the same period one year ago (see Schedule B for a reconciliation to Diluted EPS)

FY 2025 vs. FY 2024

  • Total Consolidated Net Sales increased 28.4% to $463.1 million
    • Stoker’s segment Net Sales increased 69.1%
    • Zig-Zag segment Net Sales decreased 7.2%
  • Gross Profit increased 31.1% to $264.3 million
  • Net Income increased 46.1% to $58.2 million
  • Adjusted EBITDA increased 14.4% to $119.5 million (see Schedule A for a reconciliation to net income)
  • Diluted EPS of $3.11 and Adjusted Diluted EPS of $3.96 compared to $2.14 and $3.49, respectively, in the same period one year ago (see Schedule B for a reconciliation to Diluted EPS)

Graham Purdy, President and CEO, commented “We are excited by the growth of the modern oral category and the strong performance of our FRE and ALP brands. We are well positioned to achieve double-digit share of the category over time, while our legacy brands continue to generate durable cash flows that provide strong funding for investment in future growth.”

Stoker’s Products Segment (67% of total net sales in the quarter)

For the fourth quarter, Stoker’s segment net sales increased 69.5% from the prior year to $81.0 million, driven by triple-digit growth in Modern Oral sales and single-digit growth in legacy Stoker’s products.

For the quarter, Stoker’s segment gross profit increased 66.2% from the prior year to $45.8 million. Gross margin decreased 115 basis points from the prior year to 56.6% driven primarily by mix.

For the full year, Stoker’s segment net sales increased 69.1% to $284.6 million, driven by triple-digit growth in Modern Oral sales and high-single-digit growth in legacy Stoker’s products.

For the full year, Stoker’s segment gross profit increased 77.3% to $168.4 million. Gross margin increased 275 basis points to 59.2%

Zig-Zag Products Segment (33% of total net sales in the quarter)

Zig-Zag performance for the fourth quarter and the year was in-line with our expectations given the planned wind-down of the Clipper business and allocation of sales and marketing resources to white pouch.

For the fourth quarter, Zig-Zag segment net sales decreased 12.8% from the prior year to $40.0 million driven by declines in US sales partially offset by growth in Canadian sales.

For the quarter, Zig-Zag segment gross profit decreased 12.1% from the prior year to $21.8 million. Gross margin increased 40 basis points from the prior year to 54.6%.

For the full year, Zig-Zag segment net sales decreased 7.2% from the prior year to $178.5 million driven by low-double-digit declines in US sales, partially offset by low-double-digit growth in Canada sales.

For the full year, Zig-Zag segment gross profit decreased 10.0% from the prior year to $95.9 million. Gross margin declined 170 basis points from the prior year to 53.7%.

Performance Measures in the Fourth Quarter

Investment in the fourth quarter focused on sales and marketing efforts to support distribution and brand building. In the fourth quarter consolidated selling, general and administrative (“SG&A”) expenses increased 38.2% from the prior year and 7.2% sequentially to $47.7 million, inclusive of Modern Oral-related sales and marketing investments and increased outbound freight costs.

Fourth quarter SG&A included the following notable items:

  • $1.1 million of FDA PMTA-related expenses to support the compliance roadmap for Modern Oral growth, compared to $0.5 million in the prior year period; and
  • $0.4 million of transaction-related costs compared to $1.1 million in the prior year period.

As of December 31, 2025, ending cash was $222.8 million and net debt was $77.2 million. The Company ended the quarter with total liquidity of $290.1 million, comprised of $222.8 million in cash and $68.1 million of asset backed revolving credit facility capacity.

2026 Outlook

Management currently expects full year 2026 Modern Oral Gross Revenue of $220-$240 million and Net Revenue of $180-$190 million. We currently expect Q1 2026 adjusted EBITDA of $24-$27 million, inclusive of investment in Modern Oral sales, marketing, and trade promotions.

Earnings Conference Call

As previously disclosed, a conference call with the investment community to review TPB’s financial results has been scheduled for 9:00 a.m. Eastern on Monday, March 2, 2026. Investment community participants should dial in 10 minutes ahead of time using the toll-free number (800) 715-9871 (international participants should call (646) 307-1963) and follow the audio prompts after typing in the event ID: 6640134. A live listen-only webcast of the call will be available on the Events and Presentations section of the investor relations portion of the Company website (www.turningpointbrands.com). A replay of the webcast will be available on the site two hours following the call.

Non-GAAP Financial Measures

In addition to financial measures prepared in accordance with generally accepted accounting principles in the United States (GAAP), this press release includes certain non-GAAP financial measures including EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS and Adjusted Operating Income (Loss). A reconciliation of these non-GAAP financial measures accompanies this release.

About Turning Point Brands, Inc.

Turning Point Brands, Inc. (NYSE: TPB) is a manufacturer, marketer and distributor of branded consumer products including alternative smoking accessories and consumables with active ingredients through its iconic brand portfolio, including Zig-Zag®, Stoker’s®, FRE®, and ALP®. TPB’s products are available in more than 220,000 retail outlets in North America and on sites such as www.zigzag.com, www.frepouch.com, and www.alppouch.com. For the latest news and information about TPB and its brands, please visit www.turningpointbrands.com.

Forward-Looking Statements

This press release contains forward-looking statements within the meaning of the federal securities laws. Forward-looking statements may generally be identified by the use of words such as "anticipate," "believe," "expect," "intend," "plan" and "will" or, in each case, their negative, or other variations or comparable terminology. These forward-looking statements include all matters that are not historical facts. By their nature, forward-looking statements involve risks and uncertainties because they relate to events and depend on circumstances that may or may not occur in the future. As a result, these statements are not guarantees of future performance and actual events may differ materially from those expressed in or suggested by the forward-looking statements. Any forward-looking statement made by TPB in this press release, its reports filed with the Securities and Exchange Commission (the “SEC”) and other public statements made from time-to-time speak only as of the date made. New risks and uncertainties come up from time to time, and it is impossible for TPB to predict or identify all such events or how they may affect it. TPB has no obligation, and does not intend, to update any forward-looking statements after the date hereof, except as required by federal securities laws. Factors that could cause these differences include, but are not limited to, those included in the Company’s Annual Reports on Form 10-K, Quarterly Reports on Form 10-Q and other reports filed by the Company with the SEC. These statements constitute the Company’s cautionary statements under the Private Securities Litigation Reform Act of 1995.

This press release contains TPB’s preliminary determinations and current expectations, and such information is inherently uncertain. The preliminary estimates provided herein have been prepared by, and are the responsibility of, management and are subject to completion of TPB's customary quarter-end closing and review procedures and third-party review. As a result, TPB's reported information in its Annual Report on Form 10-K for the year ended December 31, 2025 may differ from this information, and any such differences may be material. In addition, the information furnished above does not include all of the information regarding TPB's financial condition and results of operations for the year ending December 31, 2025 that may be important to readers. As a result, readers are cautioned not to place undue reliance on the information furnished in this press release and should view this information in the context of TPB's full year 2025 results when such results are disclosed by TPB in its Annual Report on Form 10-K for the year ended December 31, 2025.

Financial Statements Follow on Subsequent Pages

Turning Point Brands, Inc.
Consolidated Statements of Income
(dollars in thousands except share data)
(unaudited)

For the year ended December 31,

2025

 

2024

Net sales

$

463,062

 

$

360,660

 

Cost of sales

 

198,748

 

 

159,095

 

Gross profit

 

264,314

 

 

201,565

 

Selling, general, and administrative expenses

 

168,987

 

 

122,407

 

Other operating income

 

-

 

 

(1,674

)

Operating income

 

95,327

 

 

80,832

 

Other income

 

(6,616

)

 

-

 

Interest expense, net

 

17,466

 

 

13,983

 

(Income) losses from equity method investment

 

(1,060

)

 

2,203

 

Investment loss

 

1,159

 

 

(310

)

Gain on extinguishment of debt

 

1,235

 

 

-

 

Income from continuing operations before income taxes

 

83,143

 

 

64,956

 

Income tax expense

 

14,991

 

 

16,929

 

Income from continuing operations

 

68,152

 

 

48,027

 

Loss from discontinued operations, net of tax

 

-

 

 

(7,517

)

Consolidated net income

 

68,152

 

 

40,510

 

Net income (loss) attributable to non-controlling interest

 

9,987

 

 

701

 

Net income attributable to Turning Point Brands, Inc.

$

58,165

 

$

39,809

 

 
Basic income (loss) per common share:
Continuing operations

$

3.18

 

$

2.67

 

Discontinued operations

 

-

 

 

(0.43

)

Basic earnings per share

$

3.18

 

$

2.24

 

Diluted income (loss) per common share:
Continuing operations

$

3.11

 

$

2.53

 

Discontinued operations

 

-

 

 

(0.39

)

Diluted earnings per share

$

3.11

 

$

2.14

 

Weighted average common shares outstanding:
Basic

 

18,314,047

 

 

17,734,239

 

Diluted

 

18,730,635

 

 

19,362,806

 

Turning Point Brands, Inc.
Consolidated Statements of Income
(dollars in thousands except share data)
(unaudited)

Three Months Ended December 31,

2025

 

2024

Net sales

$

121,013

 

$

93,667

 

Cost of sales

 

53,359

 

 

41,249

 

Gross profit

 

67,654

 

 

52,418

 

Selling, general, and administrative expenses

 

47,728

 

 

34,533

 

Other operating income

 

-

 

-

 

Operating income

 

19,926

 

 

17,885

 

Other income

 

(1,675

)

 

-

 

Interest expense, net

 

4,382

 

 

3,631

 

(Income) losses from equity method investment

 

3,487

 

 

-

 

Investment loss

 

(146

)

 

(224

)

Gain on extinguishment of debt

 

-

 

 

-

 

Income from continuing operations before income taxes

 

13,878

 

 

14,478

 

Income tax expense

 

2,235

 

 

4,118

 

Income from continuing operations

 

11,643

 

 

10,360

 

Loss from discontinued operations, net of tax

 

-

 

 

(7,309

)

Consolidated net income

 

11,643

 

 

3,051

 

Net income (loss) attributable to non-controlling interest

 

3,434

 

 

635

 

Net income attributable to Turning Point Brands, Inc.

$

8,209

 

$

2,416

 

 
Basic income (loss) per common share:
Continuing operations

$

0.43

 

$

0.55

 

Discontinued operations

 

-

 

 

(0.41

)

Basic earnings per share

$

0.43

 

$

0.14

 

Diluted income (loss) per common share:
Continuing operations

$

0.42

 

$

0.53

 

Discontinued operations

 

-

 

 

(0.40

)

Diluted earnings per share

$

0.42

 

$

0.13

 

Weighted average common shares outstanding:
Basic

 

19,089,275

 

 

17,708,460

 

Diluted

 

19,536,807

 

 

18,251,876

 

Turning Point Brands, Inc.
Consolidated Balance Sheets
(dollars in thousands except share data)
(unaudited)

December 31,

ASSETS

2025

 

2024

Current assets:
Cash

$

222,760

 

$

46,158

 

Accounts receivable, net of allowances of $206 in 2025 and $66 in 2024

 

25,726

 

 

9,624

 

Inventories, net

 

107,989

 

 

96,253

 

Current assets held for sale

 

-

 

 

11,470

 

Other current assets

 

60,675

 

 

34,700

 

Total current assets

 

417,150

 

 

198,205

 

Property, plant, and equipment, net

 

36,247

 

 

26,337

 

Deferred tax assets

 

-

 

 

995

 

Right of use assets

 

14,480

 

 

11,610

 

Deferred financing costs, net

 

1,180

 

 

1,823

 

Goodwill

 

136,097

 

 

135,932

 

Other intangible assets, net

 

64,042

 

 

65,254

 

Master Settlement Agreement (MSA) escrow deposits

 

29,887

 

 

28,676

 

Noncurrent assets held for sale

 

-

 

 

3,859

 

Other assets

 

64,667

 

 

20,662

Total assets

$

763,750

$

493,353

 

 
LIABILITIES AND STOCKHOLDERS’ EQUITY
Current liabilities:
Accounts payable

$

20,420

 

$

11,675

 

Accrued liabilities

 

53,760

 

 

31,096

 

Current portion of long-term debt

 

-

 

 

-

 

Current liabilities held for sale

 

-

 

 

2,049

 

Total current liabilities

 

74,180

 

 

44,820

 

Deferred income tax liability

 

8,289

 

 

-

 

Notes payable and long-term debt

 

293,625

 

 

248,604

 

Other long-term liabilities

 

4,965

 

 

-

 

Lease liabilities

 

10,708

 

 

9,549

 

Total liabilities

 

391,767

 

 

302,973

 

 
Commitments and contingencies
 
Stockholders’ equity:
Preferred stock; $0.01 par value; authorized shares 40,000,000; issued and outstanding shares -0-

 

-

 

 

-

 

Common stock, voting, $0.01 par value; authorized shares, 190,000,000; 20,589,527 issued shares, 19,132,384 outstanding shares at December 31, 2025, and 20,200,886 issued shares, 17,729,481 outstanding shares at December 31, 2024

 

216

 

 

202

 

Common stock, nonvoting, $0.01 par value; authorized shares, 10,000,000; issued and outstanding shares -0-

 

-

 

 

-

 

Additional paid-in capital

 

203,627

 

 

126,662

 

Cost of repurchased common stock (1,457,143 and 2,471,405 shares at December 31, 2025 and 2024)

 

(47,637

)

 

(83,144

)

Accumulated other comprehensive loss

 

(1,563

)

 

(2,903

)

Accumulated earnings

 

199,661

 

 

147,164

 

Non-controlling interest

 

17,679

 

 

2,399

 

Total stockholders’ equity

 

371,983

 

 

190,380

 

Total liabilities and stockholders’ equity

$

763,750

 

$

493,353

 

Turning Point Brands, Inc.
Consolidated Statements of Cash Flows
(dollars in thousands)
(unaudited)
For the year ended December 31,

2025

2024

Cash flows from operating activities:
Consolidated net income

$

68,152

 

$

40,510

 

Loss from discontinued operations, net of tax

 

-

 

 

7,517

 

Adjustments to reconcile net income to net cash provided by operating activities:
Loss on extinguishment of debt

 

1,235

 

 

-

 

Loss (gain) on sale of property, plant, and equipment

 

106

 

 

75

 

Losses from equity method investments

 

1,159

 

 

(310

)

Loss on investments

 

(484

)

 

3,032

 

Depreciation and other amortization expense

 

6,177

 

 

4,439

 

Amortization of other intangible assets

 

1,239

 

 

1,223

 

Amortization of deferred financing costs

 

1,714

 

 

2,430

 

Deferred income tax (benefit) expense

 

8,931

 

 

519

 

Stock compensation expense

 

6,974

 

 

7,243

 

Noncash lease income

 

(1,797

)

 

(622

)

Gain on MSA investments

 

-

 

 

(14

)

Changes in operating assets and liabilities:
Accounts receivable

 

(16,114

)

 

185

 

Inventories

 

(11,584

)

 

(4,770

)

Other current assets

 

(25,413

)

 

(1,421

)

Other assets

 

(4,835

)

 

(1,767

)

Accounts payable

 

8,603

 

 

3,689

 

Accrued liabilities and other

 

13,311

 

 

(1,000

)

Operating cash flows from continuing operations

 

57,374

 

 

60,958

 

Operating cash flows from discontinued operations

 

-

 

 

6,104

 

Net cash provided by operating activities

$

57,374

 

$

67,062

 

 
Cash flows from investing activities:
Capital expenditures

$

(13,529

)

$

(4,623

)

Purchases of investments

 

(13,755

)

 

(10,857

)

Proceeds from sale of investments

 

6,363

 

 

5,420

 

Purchase of options agreement

 

(8,000

)

 

-

 

Purchases of non-marketable equity investments

 

(2,783

)

 

(500

)

Proceeds on sale of property, plant and equipment

 

-

 

 

5

 

MSA escrow deposits, net

 

33

 

 

46

 

Investing cash flows from continuing operations

 

(31,671

)

 

(10,509

)

Investing cash flows from discontinued operations

 

-

 

 

-

 

Net cash used in investing activities

$

(31,671

)

$

(10,509

)

 
Cash flows from financing activities:
Convertible Senior Notes repurchased

$

-

 

$

(118,541

)

Payment of 2026 Senior Notes

 

(250,000

)

 

-

 

Proceeds from 2036 Notes

 

300,000

 

 

-

 

At the market offering proceeds

 

97,499

 

 

-

 

Interchange subscription agreement

 

11,000

 

 

-

 

Payment of dividends

 

(5,519

)

 

(4,905

)

Payments of financing costs

 

(7,285

)

 

(133

)

Exercise of options

 

7,561

 

 

2,807

 

Redemption of options

 

(33

)

 

(335

)

Redemption of restricted stock units

 

(2,324

)

 

(914

)

Issuance of restricted stock units

 

1

 

 

-

 

Redemption of performance based restricted stock units

 

(2,626

)

 

(1,212

)

Common stock repurchased

 

-

 

 

(5,051

)

Financing cash flows from continuing operations

 

148,274

 

 

(128,284

)

Financing cash flows from discontinued operations

 

-

 

 

-

 

Net cash used in financing activities

$

148,274

 

$

(128,284

)

 
Net (decrease) increase in cash

$

173,977

 

$

(71,731

)

Effect of foreign currency translation on cash

$

(205

)

$

(182

)

 
Cash, beginning of period:
Unrestricted

$

48,941

 

$

117,886

 

Restricted

 

1,961

 

 

4,929

 

Total cash at beginning of period

$

50,902

 

$

122,815

 

 
Cash, end of period:
Unrestricted

$

222,760

 

$

48,941

 

Restricted

 

1,914

 

 

1,961

 

Total cash at end of period

$

224,674

 

$

50,902

 

Non-GAAP Financial Measures

To supplement our financial information presented in accordance with generally accepted accounting principles in the United States, or U.S. GAAP, we use non-U.S. GAAP financial measures, including EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted Operating Income (Loss). We believe Adjusted EBITDA provides useful information to management and investors regarding certain financial and business trends relating to our financial condition and results of operations. Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted Operating Income (Loss) are used by management to compare our performance to that of prior periods for trend analyses and planning purposes and are presented to our board of directors. We believe that EBITDA, Adjusted EBITDA, Adjusted Net Income, Adjusted Diluted EPS, and Adjusted Operating Income (Loss) are appropriate measures of operating performance because they eliminate the impact of expenses that do not relate to business performance.

We define “EBITDA” as net income before interest expense, gain (loss) on extinguishment of debt, income tax expense, depreciation, amortization. We define “Adjusted EBITDA” as net income before interest expense, gain (loss) on extinguishment of debt, income tax expense, depreciation, amortization, other non-cash items and other items that we do not consider ordinary course in our evaluation of ongoing operating performance. We define “Adjusted Net Income” as net income excluding items that we do not consider ordinary course in our evaluation of ongoing operating performance. We define “Adjusted Diluted EPS” as diluted earnings per share excluding items that we do not consider ordinary course in our evaluation of ongoing operating performance. We define “Adjusted Operating Income (Loss)” as operating income (loss) excluding other non-cash items and other items that we do not consider ordinary course in our evaluation of ongoing operating performance.

Non-U.S. GAAP measures should not be considered a substitute for, or superior to, financial measures calculated in accordance with U.S. GAAP. EBITDA, Adjusted Net Income, Adjusted EBITDA, Adjusted Diluted EPS, and Adjusted Operating Income (Loss) exclude significant expenses that are required by U.S. GAAP to be recorded in our financial statements and is subject to inherent limitations. In addition, other companies in our industry may calculate this non-U.S. GAAP measure differently than we do or may not calculate it at all, limiting its usefulness as a comparative measure.

In accordance with SEC rules, we have provided, in the supplemental information attached, a reconciliation of the non-GAAP measures to the next directly comparable GAAP measures.

Schedule A
 
Turning Point Brands, Inc.
Reconciliation of GAAP Net Income to Adjusted EBITDA
(dollars in thousands)
(unaudited)

For the Year Ended

December 31,

2025

 

2024

Consolidated net income

$

58,165

 

$

39,809

 

Loss from discontinued operations, net of tax

 

-

 

 

7,517

 

Add:
Interest expense, net

 

17,767

 

 

13,983

 

Gain on extinguishment of debt

 

1,235

 

 

-

 

Income tax expense

 

15,456

 

 

16,929

 

Depreciation expense

 

3,298

 

 

3,329

 

Amortization expense

 

4,225

 

 

2,333

 

EBITDA

$

100,146

 

$

83,900

 

Components of Adjusted EBITDA
Corporate restructuring (a)

 

1,260

 

 

4,634

 

ERP/CRM (b)

 

211

 

 

993

 

Stock based compensation (c)

 

6,974

 

 

7,243

 

Transactional expenses and strategic initiatives(d)

 

2,004

 

 

2,107

 

Non-recurring freight (e)

 

837

 

 

-

 

Non-recurring legal (f)

 

941

 

 

-

 

FDA PMTA (g)

 

4,816

 

 

3,592

 

Mark-to-market loss on Canadian inter-company note (h)

 

(513

)

 

942

 

Non-cash asset impairment (i)

 

6,738

 

 

2,722

 

Gain on investment (j)

 

(1,392

)

 

-

 

ERC refund (k)

 

(5,451

)

 

-

 

Honorarium (l)

 

318

 

 

-

 

Manufacturing start-up costs (m)

 

642

 

 

-

 

Tariff adjustment (n)

 

1,991

 

 

-

 

FET refund (o)

 

-

 

 

(1,674

)

Adjusted EBITDA

$

119,522

 

$

104,459

 

 

(a)

Represents costs associated with corporate restructuring, including severance and early retirement.

(b)

Represents cost associated with scoping and mobilization of new ERP and CRM systems and cost of duplicative ERP licenses.

(c)

Represents non-cash stock options, restricted stock, PSRUs, etc.

(d)

Represents the fees incurred for transaction expenses.

(e)

Represents elevated non-recurring outbound freight costs due to ERP transition.

(f)

Represents legal expenses incurred in connection with litigation related to an insurance claim.

(g)

Represents costs associated with applications related to FDA premarket tobacco production application ("PMTA").The PMTA regime requires the Company to submit an application to the FDA to receive marketing authorization to continue to sell certain of its product lines with continued sales permitted during the pendency of the applications. The application is a onetime resource-intensive process for each covered product line; however, due to the nature of the implementation process for those product lines already in the market, applications can take multiple years to complete rather than the typical one-time submission. The Company currently has only two product lines currently subject to the PMTA process, having utilized other regulatory pathway options available for our other product lines. The Company does not expect to submit additional PMTA applications for any new product lines after the submission for the pending two are complete.

(h)

Represents a mark-to-market loss attributable to foreign exchange fluctuation.

(i)

Represents impairment of goodwill, intangible and investment assets.

(j)

Represents gain on investments.

(k)

Represents an employee retention credit refund received which is included in other (income) expense, net.

(l)

Represents an honorarium gift included in other (income) expense, net.

(m)

Represents non-recurring expenses incurred during the start-up of manufacturing lines.

(n)

Represents adjustment to costs of goods sold to reflect prevailing tariff rates.

(o)

Represents a federal excise tax refund included in other operating income.

Schedule A
 
Turning Point Brands, Inc.
Reconciliation of GAAP Net Income to Adjusted EBITDA
(dollars in thousands)
(unaudited)

Three Months Ended

December 31,

2025

 

2024

Consolidated net income

$

8,209

 

$

2,416

Loss from discontinued operations, net of tax

 

-

 

 

7,309

Add:
Interest expense, net

 

4,574

 

 

3,631

Gain on extinguishment of debt

 

-

 

 

-

Income tax expense

 

2,478

 

 

4,118

Depreciation expense

 

814

 

 

831

Amortization expense

 

1,222

 

 

736

EBITDA

$

17,297

 

$

19,041

Components of Adjusted EBITDA
Corporate restructuring (a)

 

1,027

 

 

2,904

ERP/CRM (b)

 

-

 

 

212

Stock based compensation (c)

 

1,798

 

 

1,523

Transactional expenses and strategic initiatives(d)

 

438

 

 

1,107

Non-recurring freight (e)

 

-

 

 

-

Non-recurring legal (f)

 

-

 

 

-

FDA PMTA (g)

 

1,092

 

 

512

Mark-to-market loss on Canadian inter-company note (h)

 

(153

)

 

942

Non-cash asset impairment (i)

 

5,830

 

 

-

Gain on investment (j)

 

-

 

 

-

ERC refund (k)

 

-

 

 

-

Honorarium (l)

 

63

 

 

-

Manufacturing start-up costs (m)

 

642

 

 

-

Tariff adjustment (n)

 

1,991

 

 

-

FET refund (o)

 

-

 

 

-

Adjusted EBITDA

$

30,025

 

$

26,241

 

(a)

Represents costs associated with corporate restructuring, including severance and early retirement.

(b)

Represents cost associated with scoping and mobilization of new ERP and CRM systems and cost of duplicative ERP licenses.

(c)

Represents non-cash stock options, restricted stock, PSRUs, etc.

(d)

Represents the fees incurred for transaction expenses.

(e)

Represents elevated non-recurring outbound freight costs due to ERP transition.

(f)

Represents legal expenses incurred in connection with litigation related to an insurance claim.

(g)

Represents costs associated with applications related to FDA premarket tobacco production application ("PMTA").The PMTA regime requires the Company to submit an application to the FDA to receive marketing authorization to continue to sell certain of its product lines with continued sales permitted during the pendency of the applications. The application is a onetime resource-intensive process for each covered product line; however, due to the nature of the implementation process for those product lines already in the market, applications can take multiple years to complete rather than the typical one-time submission. The Company currently has only two product lines currently subject to the PMTA process, having utilized other regulatory pathway options available for our other product lines. The Company does not expect to submit additional PMTA applications for any new product lines after the submission for the pending two are complete.

(h)

Represents a mark-to-market loss attributable to foreign exchange fluctuation.

(i)

Represents impairment of goodwill, intangible and investment assets.

(j)

Represents gain on investments.

(k)

Represents an employee retention credit refund received which is included in other (income) expense, net.

(l)

Represents an honorarium gift included in other (income) expense, net.

(m)

Represents non-recurring expenses incurred during the start-up of manufacturing lines.

(n)

Represents adjustment to costs of goods sold to reflect prevailing tariff rates.

(o)

Represents a federal excise tax refund included in other operating income.

Schedule B
 
Turning Point Brands
Reconciliation of GAAP Net Income to Adjusted Net Income and Diluted EPS to Adjusted Diluted EPS
(dollars in thousands except share data)
(unaudited)
For the Year Ended For the Year Ended
December 31, 2025 December 31, 2024
Income from continuing operations before income taxes Income tax expense (r) Loss from discontinued operations, net of tax (s) Net loss attributable to non-controlling interest Adjusted Net Income Adjusted Diluted EPS Income from continuing operations before income taxes Income tax expense (r) Loss from discontinued operations, net of tax (s) Net loss attributable to non-controlling interest Net Income Diluted EPS
GAAP Net Income and Diluted EPS

$

83,143

 

$

14,991

 

$

-

$

9,987

$

58,165

 

$

3.11

 

$

64,956

 

$

16,929

 

$

7,517

 

$

701

$

39,809

 

$

2.14

 

 
Corporate restructuring (a)

 

1,260

 

 

227

 

 

-

 

-

 

1,033

 

 

0.06

 

 

4,634

 

 

1,208

 

 

-

 

 

-

 

3,426

 

 

0.18

 

ERP/CRM (b)

 

211

 

 

38

 

 

-

 

-

 

173

 

 

0.01

 

 

993

 

 

259

 

 

-

 

 

-

 

734

 

 

0.04

 

Stock based compensation (c)

 

6,974

 

 

1,257

 

 

-

 

-

 

5,717

 

 

0.31

 

 

7,243

 

 

1,888

 

 

-

 

 

-

 

5,355

 

 

0.28

 

Transactional expenses and strategic initiatives(d)

 

2,004

 

 

361

 

 

-

 

-

 

1,643

 

 

0.09

 

 

2,107

 

 

549

 

 

-

 

 

-

 

1,558

 

 

0.08

 

Non-recurring freight (e)

 

837

 

 

151

 

 

-

 

-

 

686

 

 

0.04

 

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

Non-recurring legal (f)

 

941

 

 

170

 

 

-

 

-

 

771

 

 

0.04

 

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

FDA PMTA (g)

 

4,816

 

 

868

 

 

-

 

-

 

3,948

 

 

0.21

 

 

3,592

 

 

936

 

 

-

 

 

-

 

2,656

 

 

0.14

 

Mark-to-market loss on Canadian inter-company note (h)

 

(513

)

 

(92

)

 

-

 

-

 

(421

)

 

(0.02

)

 

942

 

 

246

 

 

-

 

 

-

 

696

 

 

0.04

 

Non-cash asset impairment (i)

 

6,738

 

 

1,215

 

 

-

 

-

 

5,523

 

 

0.29

 

 

2,722

 

 

709

 

 

-

 

 

-

 

2,013

 

 

0.10

 

Gain on investment (j)

 

(1,392

)

 

(251

)

 

-

 

-

 

(1,141

)

 

(0.06

)

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

ERC refund (k)

 

(5,451

)

 

(983

)

 

-

 

-

 

(4,468

)

 

(0.24

)

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

Honorarium (l)

 

318

 

 

57

 

 

-

 

-

 

261

 

 

0.01

 

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

Manufacturing start-up costs (m)

 

642

 

 

116

 

 

-

 

-

 

526

 

 

0.03

 

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

Tariff adjustment (n)

 

1,991

 

 

359

 

 

-

 

-

 

1,632

 

 

0.09

 

 

-

 

 

-

 

 

-

 

 

-

 

-

 

 

-

 

FET refund (o)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

(1,674

)

 

(436

)

 

-

 

 

-

 

(1,238

)

 

(0.06

)

Tax benefit (p)

 

-

 

 

(123

)

 

-

 

-

 

123

 

 

0.01

 

 

-

 

 

(901

)

 

-

 

 

-

 

901

 

 

0.05

 

Loss on discontinued operations (q)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

 

-

 

 

(9,970

)

 

-

 

9,970

 

 

0.51

 

Adjusted Net Income and Adjusted Diluted EPS

$

102,519

 

$

18,362

 

$

-

$

9,987

$

74,170

 

$

3.96

 

$

85,515

 

$

21,386

 

$

(2,453

)

$

701

$

65,881

 

$

3.49

 

 
Totals may not foot due to rounding

(a)

Represents costs associated with corporate restructuring, including severance and early retirement.

(b)

Represents cost associated with scoping and mobilization of new ERP and CRM systems and cost of duplicative ERP licenses.

(c)

Represents non-cash stock options, restricted stock, PSRUs, etc.

(d)

Represents the fees incurred for transaction expenses.

(e)

Represents elevated non-recurring outbound freight costs due to ERP transition.

(f)

Represents legal expenses incurred in connection with litigation related to an insurance claim.

(g)

Represents costs associated with applications related to FDA premarket tobacco production application ("PMTA").The PMTA regime requires the Company to submit an application to the FDA to receive marketing authorization to continue to sell certain of its product lines with continued sales permitted during the pendency of the applications. The application is a onetime resource-intensive process for each covered product line; however, due to the nature of the implementation process for those product lines already in the market, applications can take multiple years to complete rather than the typical one-time submission. The Company currently has only two product lines currently subject to the PMTA process, having utilized other regulatory pathway options available for our other product lines. The Company does not expect to submit additional PMTA applications for any new product lines after the submission for the pending two are complete.

(h)

Represents a mark-to-market loss attributable to foreign exchange fluctuation.

(i)

Represents impairment of goodwill, intangible and investment assets.

(j)

Represents gain on investments.

(k)

Represents an employee retention credit refund received which is included in other (income) expense, net.

(l)

Represents an honorarium gift included in other (income) expense, net.

(m)

Represents non-recurring expenses incurred during the start-up of manufacturing lines.

(n)

Represents adjustment to costs of goods sold to reflect prevailing tariff rates.

(o)

Represents a federal excise tax refund included in other operating income.

(p)

Represents adjustment from annual tax rate to annual tax rate of 18% in 2025 and 25% in 2024.

(q)

Represents loss on discontinued operations.

(r)

Income tax expense calculated using the effective tax rate for the year of 18.0% in 2025 and 26.1% in 2024.

(s)

Tax allocation for discontinued operations excluded from adjusted net income.

Schedule B
 
Turning Point Brands
Reconciliation of GAAP Net Income to Adjusted Net Income and Diluted EPS to Adjusted Diluted EPS
(dollars in thousands except share data)
(unaudited)
Three Months Ended Three Months Ended
December 31, 2025 December 31, 2024
Income from continuing operations before income taxes Income tax expense (r) Loss from discontinued operations, net of tax (s) Net loss attributable to non-controlling interest Adjusted Net Income Adjusted Diluted EPS Income from continuing operations before income taxes Income tax expense (r) Loss from discontinued operations, net of tax (s) Net loss attributable to non-controlling interest Net Income Diluted EPS
GAAP Net Income and Diluted EPS

$

13,878

 

$

2,235

 

$

-

$

3,434

$

8,209

 

$

0.42

 

$

14,478

$

4,118

 

$

7,309

 

$

635

$

2,416

$

0.13

 
Corporate restructuring (a)

 

1,027

 

 

165

 

 

-

 

-

 

862

 

 

0.04

 

 

2,904

 

826

 

 

-

 

 

-

 

2,078

 

0.11

ERP/CRM (b)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

212

 

60

 

 

-

 

 

-

 

152

 

0.01

Stock based compensation (c)

 

1,798

 

 

290

 

 

-

 

-

 

1,508

 

 

0.08

 

 

1,523

 

433

 

 

-

 

 

-

 

1,090

 

0.06

Transactional expenses and strategic initiatives(d)

 

438

 

 

71

 

 

-

 

-

 

367

 

 

0.02

 

 

1,107

 

315

 

 

-

 

 

-

 

792

 

0.04

Non-recurring freight (e)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

Non-recurring legal (f)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

FDA PMTA (g)

 

1,092

 

 

176

 

 

-

 

-

 

916

 

 

0.05

 

 

512

 

146

 

 

-

 

 

-

 

366

 

0.02

Mark-to-market loss on Canadian inter-company note (h)

 

(153

)

 

(25

)

 

-

 

-

 

(128

)

 

(0.01

)

 

942

 

268

 

 

-

 

 

-

 

674

 

0.04

Non-cash asset impairment (i)

 

5,830

 

 

939

 

 

-

 

-

 

4,891

 

 

0.25

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

Gain on investment (j)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

ERC refund (k)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

Honorarium (l)

 

63

 

 

10

 

 

-

 

-

 

53

 

 

0.00

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

Manufacturing start-up costs (m)

 

642

 

 

103

 

 

-

 

-

 

539

 

 

0.03

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

Tariff adjustment (n)

 

1,991

 

 

321

 

 

-

 

-

 

1,670

 

 

0.09

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

FET refund (o)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

-

 

 

-

 

 

-

 

-

 

-

Tax benefit (p)

 

-

 

 

420

 

 

-

 

-

 

(420

)

 

(0.02

)

 

-

 

(725

)

 

-

 

 

-

 

725

 

0.04

Loss on discontinued operations (q)

 

-

 

 

-

 

 

-

 

-

 

-

 

 

-

 

 

-

 

-

 

 

(9,694

)

 

-

 

9,694

 

0.53

Adjusted Net Income and Adjusted Diluted EPS

$

26,606

 

$

4,705

 

$

-

$

3,434

$

18,467

 

$

0.95

 

$

21,678

$

5,441

 

$

(2,385

)

$

635

$

17,987

$

0.98

 
Totals may not foot due to rounding

(a)

Represents costs associated with corporate restructuring, including severance and early retirement.

(b)

Represents cost associated with scoping and mobilization of new ERP and CRM systems and cost of duplicative ERP licenses.

(c)

Represents non-cash stock options, restricted stock, PSRUs, etc.

(d)

Represents the fees incurred for transaction expenses.

(e)

Represents elevated non-recurring outbound freight costs due to ERP transition.

(f)

Represents legal expenses incurred in connection with litigation related to an insurance claim.

(g)

Represents costs associated with applications related to FDA premarket tobacco production application ("PMTA").The PMTA regime requires the Company to submit an application to the FDA to receive marketing authorization to continue to sell certain of its product lines with continued sales permitted during the pendency of the applications. The application is a onetime resource-intensive process for each covered product line; however, due to the nature of the implementation process for those product lines already in the market, applications can take multiple years to complete rather than the typical one-time submission. The Company currently has only two product lines currently subject to the PMTA process, having utilized other regulatory pathway options available for our other product lines. The Company does not expect to submit additional PMTA applications for any new product lines after the submission for the pending two are complete.

(h)

Represents a mark-to-market loss attributable to foreign exchange fluctuation.

(i)

Represents impairment of goodwill, intangible and investment assets.

(j)

Represents gain on investments.

(k)

Represents an employee retention credit refund received which is included in other (income) expense, net.

(l)

Represents an honorarium gift included in other (income) expense, net.

(m)

Represents non-recurring expenses incurred during the start-up of manufacturing lines.

(n)

Represents adjustment to costs of goods sold to reflect prevailing tariff rates.

(o)

Represents a federal excise tax refund included in other operating income.

(p)

Represents adjustment from annual tax rate to annual tax rate of 18% in 2025 and 25% in 2024.

(q)

Represents loss on discontinued operations.

(r)

Income tax expense calculated using the effective tax rate for the year of 18.0% in 2025 and 26.1% in 2024.

(s)

Tax allocation for discontinued operations excluded from adjusted net income.

Schedule C
 
Turning Point Brands, Inc.
Reconciliation of GAAP Operating Income to Adjusted Operating Income
(dollars in thousands)
(unaudited)
Consolidated Zig-Zag Stoker's
For the Year Ended For the Year Ended For the Year Ended For the Year Ended For the Year Ended For the Year Ended
December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024 December 31, 2025 December 31, 2024
 
Net sales

$

463,062

 

$

360,660

 

$

178,478

 

$

192,394

 

$

284,584

$

168,266

 
Gross profit

$

264,314

 

$

201,565

 

$

95,901

 

$

106,585

 

$

168,413

$

94,980

 
Operating income (loss)

$

95,327

 

$

80,832

 

$

58,941

 

$

66,697

 

$

109,105

$

68,272

Adjustments:
Corporate restructuring

 

1,260

 

 

4,634

 

 

-

 

 

-

 

 

-

 

-

ERP/CRM

 

211

 

 

993

 

 

-

 

 

-

 

 

-

 

-

Transactional expenses and strategic initiatives

 

2,004

 

 

2,107

 

 

-

 

 

-

 

 

-

 

-

Non-recurring freight

 

837

 

 

-

 

 

-

 

 

-

 

 

-

 

-

Non-recurring legal

 

941

 

 

-

 

 

-

 

 

-

 

 

-

 

-

FDA PMTA

 

4,816

 

 

3,592

 

 

-

 

 

-

 

 

-

 

-

Mark-to-market loss on Canadian inter-company note

 

(513

)

 

942

 

 

(513

)

 

942

 

 

-

 

-

Gain on investment

 

(1,392

)

 

-

 

 

-

 

 

-

 

 

-

 

-

ERC refund

 

(5,451

)

 

-

 

 

-

 

 

-

 

 

-

 

-

Honorarium

 

318

 

 

-

 

 

-

 

 

-

 

 

-

 

-

Manufacturing start-up costs

 

642

 

 

-

 

 

-

 

 

-

 

 

642

 

-

Tariff adjustment

 

1,991

 

 

-

 

 

-

 

 

-

 

 

-

 

-

FET refund

 

-

 

 

(1,674

)

 

-

 

 

(1,674

)

 

-

 

-

Adjusted operating income

$

100,991

 

$

91,426

 

$

58,428

 

$

65,965

 

$

109,747

$

68,272

Schedule C        
         
Turning Point Brands, Inc.
Reconciliation of GAAP Operating Income to Adjusted Operating Income
(dollars in thousands)
(unaudited)
Consolidated   Zig-Zag   Stoker's
Three Months Ended   Three Months Ended   Three Months Ended Three Months Ended   Three Months Ended   Three Months Ended
December 31, 2025   December 31, 2024   December 31, 2025 December 31, 2024   December 31, 2025   December 31, 2024
         
Net sales

$

121,013

 

 

$

93,667

 

$

40,038

 

 

$

45,891

 

$

80,975

 

$

47,776

         
Gross profit

$

67,654

 

 

$

52,418

 

$

21,846

 

 

$

24,848

 

$

45,808

 

$

27,570

         
Operating income (loss)

$

19,801

 

 

$

17,885

 

$

12,260

 

 

$

13,059

 

$

25,851

 

$

17,852

Adjustments:        
Corporate restructuring

 

1,027

 

 

 

2,904

 

 

-

 

 

 

-

 

 

-

 

 

-

ERP/CRM

 

-

 

 

 

212

 

 

-

 

 

 

-

 

 

-

 

 

-

Transactional expenses and strategic initiatives

 

438

 

 

 

1,107

 

 

-

 

 

 

-

 

 

-

 

 

-

Non-recurring freight

 

-

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

Non-recurring legal

 

-

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

FDA PMTA

 

1,092

 

 

 

512

 

 

-

 

 

 

-

 

 

-

 

 

-

Mark-to-market loss on Canadian inter-company note

 

(153

)

 

 

942

 

 

(153

 

)

 

942

 

 

-

 

 

-

Gain on investment

 

-

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

ERC refund

 

-

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

Honorarium

 

63

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

Manufacturing start-up costs

 

642

 

 

 

-

 

 

-

 

 

 

-

 

 

642

 

 

-

Tariff adjustment

 

1,991

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

FET refund

 

-

 

 

 

-

 

 

-

 

 

 

-

 

 

-

 

 

-

Adjusted operating income (loss)

$

24,901

 

 

$

23,562

 

$

12,107

 

 

$

14,001

 

$

26,493

 

$

17,852

 

We are excited by the growth of the modern oral category and the strong performance of our FRE and ALP brands. We are well positioned to achieve double-digit share of the category over time, while our legacy brands continue to generate durable cash flows.

Contacts

Investor Contacts
Turning Point Brands, Inc.
ir@tpbi.com

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