Middleby (NASDAQ: MIDD) lifts 2026 guidance after strong Q1 results
Filing Impact
Filing Sentiment
Form Type
8-K
Rhea-AI Filing Summary
The Middleby Corporation reported strong first‑quarter 2026 results from continuing operations, beating the high end of its guidance for revenue, adjusted EBITDA and adjusted EPS. Net sales rose to $839.9 million, up 15% year over year, with 11.9% organic growth.
Commercial Foodservice delivered 8.1% organic growth, while Food Processing grew 25% organically and maintained a $416 million backlog. Adjusted EBITDA increased to $180.6 million, and adjusted EPS climbed to $2.16 from $1.87.
The company raised its full‑year 2026 outlook, now targeting 4–6% organic growth in Commercial Foodservice and 4–7% in Food Processing. Despite an overall net loss of $50.1 million driven by a $135.4 million loss from discontinued operations, Middleby reduced net debt to $1.7 billion and repurchased 2.4 million shares in the quarter, part of over $520 million in buybacks year‑to‑date. The planned July 6, 2026 spin‑off of Food Processing remains on track.
Positive
- Beat and raise quarter: Q1 2026 net sales grew 15% to $839.9 million with 11.9% organic growth, adjusted EBITDA rose to $180.6 million, and adjusted EPS increased to $2.16, all above the high end of guidance, leading management to raise full‑year 2026 revenue and adjusted EPS outlook.
- Strong Food Processing momentum and spin: Food Processing delivered 25.0% organic net sales growth, a 1.09x book‑to‑bill and $416 million backlog over the trailing twelve months, supporting the planned July 6, 2026 separation into two pure‑play public companies.
- Balance sheet and capital returns: Net leverage stood at 2.3x with net debt reduced to $1.7 billion, while over $520 million of share repurchases in 2026, including 2.4 million shares (4.9% of equity) in Q1, reduced the share count by about 7% year‑to‑date.
Negative
- Large discontinued‑operations loss: Despite solid continuing operations, a $135.4 million loss from discontinued operations led to a Q1 2026 net loss of $50.1 million and diluted loss per share of $1.06, reflecting the financial impact of portfolio changes.
- Lower operating cash flow: Operating cash flows from continuing operations declined to $87.8 million in Q1 2026 from $137.3 million a year earlier, partly reflecting $9.9 million of strategic transaction costs related to the business portfolio transformation.
Insights
Core operations beat guidance and outlook is raised, but discontinued losses drove a net loss.
Middleby posted Q1 2026 net sales of $839.9 million, up 15.0%, with 11.9% organic growth. Adjusted EBITDA reached $180.6 million and adjusted EPS rose to $2.16, both above the high end of guidance, indicating strong execution in Commercial Foodservice and Food Processing.
Food Processing organic growth of 25.0% and a $416 million backlog support management’s decision to separate the segment in a planned July 6, 2026 spin. However, a $135.4 million loss from discontinued operations turned the quarter into a net loss of $50.1 million, reminding investors that portfolio reshaping carries short‑term accounting impacts.
Leverage appears manageable, with a net leverage ratio of 2.3x and net debt reduced to $1.7 billion. Management’s full‑year 2026 guidance for total company net sales of $3.36–3.44 billion and adjusted EPS of $9.54–9.70 sets a higher performance bar that future quarters will need to meet.
8-K Event Classification
2 items: 2.02, 9.01
2 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Net sales: $839.9 million
Organic net sales growth: 11.9%
Adjusted EBITDA: $180.6 million
+5 more
8 metrics
Net sales
$839.9 million
Q1 2026, up 15.0% versus Q1 2025
Organic net sales growth
11.9%
Q1 2026 total company organic growth
Adjusted EBITDA
$180.6 million
Q1 2026 from continuing operations
Adjusted EPS
$2.16
Q1 2026, up from $1.87 in Q1 2025
Loss from discontinued operations
$135.4 million
Q1 2026 after tax loss
Net (loss)/earnings
-$50.1 million
Q1 2026 versus $92.4 million profit in Q1 2025
Net debt
$1.7 billion
End of Q1 2026, down from $2.0 billion at fiscal 2025 year-end
Share repurchases 2026 YTD
Over $520 million
Through early 2026, reducing share count by ~7%
Key Terms
Adjusted EBITDA, organic net sales growth, discontinued operations, book-to-bill ratio, +2 more
6 terms
Adjusted EBITDA financial
"Adjusted EBITDA of $181 million as compared to $161 million in prior year"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
organic net sales growth financial
"Organic Net Sales Growth (1) (2) | 8.1 % ... 25.0 % ... 11.9 %"
Organic net sales growth measures how much a company’s core revenue rose from its existing operations, excluding effects from buying or selling businesses and from changes in currency values. Investors use it to see whether customers are actually buying more or paying higher prices — like checking growth from the same orchard year-to-year rather than counting fruit from newly added orchards — which helps assess true demand and underlying business health.
discontinued operations financial
"(Loss)/earnings from discontinued operations, net of tax | (135,357)"
Discontinued operations are parts of a company that it has decided to sell or shut down, and no longer plans to run in the future. This matters to investors because it helps them understand which parts of the business are ongoing and which are being phased out, providing a clearer picture of the company’s current performance and future prospects. Think of it like a store closing a department—it no longer contributes to sales or profits.
book-to-bill ratio financial
"Solid order growth of +39% and book-to-bill ratio of 1.09x for Food Processing"
The book-to-bill ratio compares the value of new orders a company receives to the value of products it ships out or bills for over a certain period. If the ratio is above 1, it means the company is getting more orders than it is completing, which can indicate growth. If it's below 1, it suggests demand is slowing down.
free cash flow financial
"Free cash flow | $ 79,873 | $ 110,821"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
net leverage financial
"Q1 ending net leverage at 2.3x"
Net leverage measures how many years it would take for a company to pay off its outstanding debt using its annual operating cash flow, after subtracting cash on hand from total debt. Think of it like a household’s mortgage balance minus savings divided by yearly income; a lower number means the company is in a safer position to handle debt, while a higher number signals greater financial risk and potential pressure on profits or growth.
Earnings Snapshot
Revenue (net sales): $839.9 million · Guidance included
Q1 2026
Revenue (net sales)
$839.9 million
+15.0% vs Q1 2025
Adjusted EBITDA
$180.6 million
Diluted EPS from continuing operations
$1.81
Adjusted EPS
$2.16
Guidance
For full year 2026, Middleby expects total company net sales of $3.36–3.44 billion, adjusted EBITDA of $758–790 million, and adjusted EPS of $9.54–9.70, with organic growth of 4–6% in Commercial Foodservice and 4–7% in Food Processing.
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
_____________________________
FORM 8-K
_____________________________
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 7, 2026
(Exact Name of Registrant as Specified in its Charter)
_____________________________
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| (Address of principal executive offices) | (Zip Code) | ||||||||||
| Registrant's telephone number, including area code: | ||||||||
(Former Name or Former Address, if Changed Since Last Report)
_____________________________
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
Securities registered pursuant to Section 12(b) of the Act:
| Title of Each Class | Trading Symbol(s) | Name of Each Exchange on Which Registered | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o
Item 2.02 | Results of Operations and Financial Condition. | ||||
On May 7, 2026, The Middleby Corporation (the “Company”) issued a press release announcing its financial results for the first quarter ended April 4, 2026. A copy of that press release is furnished as Exhibit 99.1 and incorporated herein by reference.
The information furnished pursuant to Item 2.02 of this Current Report on Form 8-K (including the exhibit hereto) shall not be considered “filed” under the Securities Exchange Act of 1934, as amended, nor shall it be incorporated by reference into future filings by the Company under the Securities Act of 1933, as amended, or under the Securities Exchange Act of 1934, as amended, unless the Company expressly sets forth in such future filing that such information is to be considered “filed” or incorporated by reference therein.
Item 9.01 | Financial Statements and Exhibits. | ||||
(d) | Exhibits. | |||||||
Exhibit No. | Description | ||||
| Exhibit 99.1* | Press Release of Financial Results for the First Quarter 2026 | ||||
| Exhibit 104 | Cover Page Interactive Data File (formatted as Inline XBRL) | ||||
* Furnished herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
THE MIDDLEBY CORPORATION | ||||||||||||||||||||
Dated: | May 7, 2026 | By: | /s/ Brittany Cerwin | |||||||||||||||||
| Brittany Cerwin | ||||||||||||||||||||
Chief Financial Officer | ||||||||||||||||||||
1400 Toastmaster Drive, Elgin, Illinois 60120 (847) 741-3300 www.middleby.com
The Middleby Corporation Reports First Quarter Results
•Q1 2026 results exceeded high end of guidance range for revenue, Adj. EBITDA and Adj. EPS
•Organic sales growth of +8% in Commercial Foodservice and +25% in Food Processing
•Raises FY 2026 guidance; revenue growth of +4-6% in Commercial Foodservice and +4-7% in Food Processing
•Solid order growth of +39% and book-to-bill ratio of 1.09x for Food Processing over the trailing twelve months
•Food Processing Spin on track for July 6, 2026
•Repurchased 2.4 million shares (4.9% of equity) in Q1 2026 and 3.5 million shares (7.1% of equity) YTD 2026
FIRST QUARTER CONTINUING OPERATIONS HIGHLIGHTS
•Net Sales of $840 million increased 15% over prior year; 12% on organic basis
•Operating income of $133 million as compared to $130 million in prior year, includes $9.9 million for strategic transaction costs associated with the business portfolio transformation
•Adjusted EBITDA of $181 million as compared to $161 million in prior year
•Diluted GAAP EPS of $1.81 as compared to $1.56 in prior year
•Adjusted EPS of $2.16 as compared to $1.87 in prior year
•Q1 ending net leverage at 2.3x
Elgin, Ill, May 7, 2026 - The Middleby Corporation (NASDAQ: MIDD), a leading worldwide manufacturer of equipment for the commercial foodservice and food processing industries, today reported net earnings for the first quarter of 2026.
Tim FitzGerald, CEO of The Middleby Corporation said, “We delivered an extremely strong first quarter with outperformance at both segments relative to our expectations. Our Commercial Foodservice segment generated 8.1% organic growth, driven by continued double-digit growth with our dealer partners and better than expected performance with chains which returned to positive growth in the quarter. We’re particularly excited about the momentum in ice and beverage categories, where our strategic investments in recent years are allowing us to capitalize on emerging trends across the industry. Our Food Processing segment generated exceptional results with 25% organic growth, while backlog continued to grow, now standing at $416 million. In addition to our strong segment-level results, our aggressive capital allocation strategy continues, with over $520 million deployed in share repurchases so far in 2026, reducing our share count by approximately 7%, building on the 9% reduction achieved in 2025.”
FitzGerald concluded, “I am excited for what the next few months holds for Middleby. That starts today with sharing the excellent results we achieved across both segments and raising our guidance for the year. It continues next Tuesday during our Investor Day in New York as we lay out the vision for the exciting future ahead for both segments. Our portfolio transformation culminates with the planned July 6 separation into two pure-play standalone public companies, with a new and exciting chapter for both companies. Following this transaction, Middleby will operate as a focused Commercial Foodservice innovation leader with industry-leading 26% segment-level EBITDA margins, while Food Processing becomes an independent growth platform with segment-level margins over 20% and significant organic and acquisition expansion opportunities. We look forward to showcasing our long-term vision at our Investor Day next Tuesday as both companies unlock their full potential as independent leaders in their respective markets.”
2026 First Quarter Financial Results
All results presented are on a continuing operations basis.
•Net sales increased 15.0% in the first quarter over the comparative prior year period. Excluding the impacts of acquisitions and foreign exchange rates, sales increased 11.9% in the first quarter over the comparative prior year period.
•A reconciliation of organic net sales (a non-GAAP measure) by segment is as follows:
| ($ in millions) | Commercial Foodservice | Food Processing | Total Company | ||||||||||||||
| Net Sales | $ | 615.5 | $ | 224.4 | $ | 839.9 | |||||||||||
| Reported Net Sales Growth | 9.4 | % | 33.7 | % | 15.0 | % | |||||||||||
| Acquisitions | — | % | 4.5 | % | 1.0 | % | |||||||||||
| Foreign Exchange Rates | 1.3 | % | 4.2 | % | 2.0 | % | |||||||||||
Organic Net Sales Growth (1) (2) | 8.1 | % | 25.0 | % | 11.9 | % | |||||||||||
| (1) Organic net sales growth defined as total sales growth excluding impact of acquisitions and foreign exchange rates | |||||||||||||||||
| (2) Totals may be impacted by rounding | |||||||||||||||||
•Adjusted EBITDA (a non-GAAP measure) was $180.6 million in the first quarter compared to $161.5 million in the prior year.
•A reconciliation of organic adjusted EBITDA (a non-GAAP measure) by segment is as follows:
| ($ in millions) | Commercial Foodservice | Food Processing | Total Company (1) | ||||||||||||||
| Adjusted EBITDA | $ | 158.4 | $ | 41.4 | $ | 180.6 | |||||||||||
| Adjusted EBITDA % | 25.7 | % | 18.5 | % | 21.5 | % | |||||||||||
| Acquisitions | — | % | (0.8) | % | (0.2) | % | |||||||||||
| Foreign Exchange Rates | (0.1) | % | (0.1) | % | (0.1) | % | |||||||||||
Organic Adjusted EBITDA % (2) (3) | 25.8 | % | 19.5 | % | 21.8 | % | |||||||||||
(1) Includes corporate and other general company expenses, which impact Segment Adjusted EBITDA, and amounted to $19.2 million. | |||||||||||||||||
| (2) Organic Adjusted EBITDA defined as Adjusted EBITDA excluding impact of acquisitions and foreign exchange rates. | |||||||||||||||||
| (3) Totals may be impacted by rounding | |||||||||||||||||
•Operating cash flows during the first quarter amounted to $87.8 million compared to $137.3 million in the prior year. Operating cash flows also reflect $9.9 million for strategic transaction costs associated with the business portfolio transformation.
•The total leverage ratio per our credit agreements was 2.3x. The trailing twelve-month bank agreement pro-forma EBITDA was $781.2 million.
•Net debt, defined as debt less cash, at the end of the 2026 fiscal first quarter amounted to $1.7 billion as compared to $2.0 billion at the end of fiscal 2025. Our borrowing availability at the end of the first quarter was approximately $2.5 billion.
2026 Outlook
Management also provided the following expectations for the second quarter and full year 2026:
| 2nd Qtr, 2026 | Full Year 2026 | ||||||||||||||||||||||||||||||||||
| Commercial Foodservice | Food Processing | Total Company | Commercial Foodservice | Food Processing | Total Company | ||||||||||||||||||||||||||||||
| Net sales | $600-$620 M | $215-230 M | $815-850 M | $2.44-2.49 B | $915-945 M | $3.36-3.44 B | |||||||||||||||||||||||||||||
| Growth | 5% | 3% | 4% | 5% | 9% | 6% | |||||||||||||||||||||||||||||
| Organic Growth | 3-7% | -5% to +2% | 4-6% | 4-7% | |||||||||||||||||||||||||||||||
| Adjusted EBITDA | $154-164 M | $45-49 M | $180-192 M | $645-668 M | $186-208 M | $758-790 M | |||||||||||||||||||||||||||||
Adjusted Earnings Per Share (1) | $2.27-2.39 | $9.54-9.70 | |||||||||||||||||||||||||||||||||
| (1) FY 2026 Adjusted EPS expectation is the sum of the four quarters of Adjusted EPS, please reference earnings slides for further detail on guidance | |||||||||||||||||||||||||||||||||||
Conference Call
The company has scheduled a conference call to discuss the first quarter results at 10 a.m. Eastern/9 a.m. Central Time on May 7th. The conference call is accessible through the Investor Relations section of the company website at www.middleby.com. If website access is not available, attendees can join the conference by dialing (844) 676-5090, or (412) 634-6754 for international access. The conference call will be available for replay from the company’s website.
Cautionary Statement Regarding Forward-Looking Statements
Statements in this press release or otherwise attributable to the company regarding the company's business which are not historical facts are forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995, including statements regarding our expectations with respect to our future performance and the outcome of our strategic review. The company cautions investors that such statements are estimates of future performance and are highly dependent upon a variety of important factors that could cause actual results to differ materially from such statements. Such factors include variability in financing costs; quarterly variations in operating results; dependence on key customers; international exposure; foreign exchange and political risks affecting international sales; changing market conditions; the impact of competitive products and pricing; the timely development and market acceptance of the company's products; the availability and cost of raw materials; and other risks detailed herein and from time-to-time in the company's SEC filings. Any forward-looking statement speaks only as of the date hereof, and the company does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by law.
The Middleby Corporation is a global leader in the foodservice industry. The company develops and manufactures a broad line of solutions used in commercial foodservice and food processing. Middleby showcases its advanced solutions in the Middleby Innovation Kitchens for commercial foodservice and industrial baking and protein Innovation Centers for food processing solutions.
Investor relations inquiries:
Rebecca Ellin
SVP of Investor Strategy and Corporate Development
rellin@middleby.com
Media inquiries:
Darcy Bretz
VP of Corporate Communications
dbretz@middleby.com
Kate Schneiderman
Managing Director, ICR
middleby@icrinc.com
THE MIDDLEBY CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF EARNINGS
(Amounts in 000’s, Except Per Share Information)
(Unaudited)
| Three Months Ended | |||||||||||
| 1st Qtr, 2026 | 1st Qtr, 2025 | ||||||||||
| Net sales | $ | 839,908 | $ | 730,623 | |||||||
| Cost of sales | 516,718 | 438,045 | |||||||||
| Gross profit | 323,190 | 292,578 | |||||||||
| Selling, general and administrative expenses | 188,297 | 161,809 | |||||||||
| Restructuring expenses | 1,539 | 1,248 | |||||||||
| Income from operations | 133,354 | 129,521 | |||||||||
| Interest expense and deferred financing amortization, net | 25,480 | 18,821 | |||||||||
| Net periodic pension benefit | (2,429) | (1,516) | |||||||||
| Other (income)/expense, net | (2,621) | 960 | |||||||||
| Earnings from continuing operations before income taxes | 112,924 | 111,256 | |||||||||
| Provision for income taxes | 27,640 | 26,193 | |||||||||
| Net earnings from continuing operations | 85,284 | 85,063 | |||||||||
| (Loss)/earnings from discontinued operations, net of tax | (135,357) | 7,289 | |||||||||
| Net (loss)/earnings | $ | (50,073) | $ | 92,352 | |||||||
| Net (loss)/earnings per share: | |||||||||||
| Basic from continuing operations | $ | 1.81 | $ | 1.59 | |||||||
| Basic from discontinued operations | (2.87) | 0.14 | |||||||||
| Basic (loss)/earnings per share | $ | (1.06) | $ | 1.72 | |||||||
| Diluted from continuing operations | $ | 1.81 | $ | 1.56 | |||||||
| Diluted from discontinued operations | (2.87) | 0.13 | |||||||||
| Diluted (loss)/earnings per share | $ | (1.06) | $ | 1.69 | |||||||
| Weighted average number of shares | |||||||||||
| Basic | 47,232 | 53,594 | |||||||||
| Diluted | 47,243 | 54,621 | |||||||||
THE MIDDLEBY CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
(Amounts in 000’s)
(Unaudited)
| Apr 4, 2026 | Jan 3, 2026 | ||||||||||
| ASSETS | |||||||||||
| Cash and cash equivalents | $ | 177,065 | $ | 222,239 | |||||||
| Accounts receivable, net | 608,028 | 573,039 | |||||||||
| Inventories, net | 728,388 | 692,589 | |||||||||
| Prepaid expenses and other | 97,786 | 111,176 | |||||||||
| Prepaid taxes | 25,707 | 41,159 | |||||||||
| Current assets held for sale - discontinued operations | 10,865 | 1,102,441 | |||||||||
| Total current assets | 1,647,839 | 2,742,643 | |||||||||
| Property, plant and equipment, net | 424,961 | 431,622 | |||||||||
| Goodwill | 1,794,037 | 1,799,649 | |||||||||
| Other intangibles, net | 1,044,998 | 1,061,192 | |||||||||
| Long-term deferred tax assets | 7,390 | 8,209 | |||||||||
| Pension benefits assets | 107,799 | 106,444 | |||||||||
| Equity method investment | 155,293 | — | |||||||||
| Note receivable | 84,186 | — | |||||||||
| Other assets | 155,484 | 165,407 | |||||||||
| Total assets | $ | 5,421,987 | $ | 6,315,166 | |||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||||
| Current maturities of long-term debt | $ | 44,154 | $ | 44,420 | |||||||
| Accounts payable | 215,386 | 206,666 | |||||||||
| Accrued expenses | 571,051 | 574,810 | |||||||||
| Current liabilities held for sale - discontinued operations | 8,199 | 242,335 | |||||||||
| Total current liabilities | 838,790 | 1,068,231 | |||||||||
| Long-term debt | 1,829,866 | 2,128,582 | |||||||||
| Long-term deferred tax liability | 195,323 | 156,723 | |||||||||
| Accrued pension benefits | 7,467 | 7,629 | |||||||||
| Other non-current liabilities | 175,610 | 177,772 | |||||||||
| Stockholders' equity | 2,374,931 | 2,776,229 | |||||||||
| Total liabilities and stockholders' equity | $ | 5,421,987 | $ | 6,315,166 | |||||||
THE MIDDLEBY CORPORATION
NON-GAAP SEGMENT INFORMATION
(Amounts in 000’s, Except Percentages)
(Unaudited)
| Commercial Foodservice | Food Processing | Total Company (1) | |||||||||||||||
| Three Months Ended April 4, 2026 | |||||||||||||||||
| Net sales | $ | 615,536 | $ | 224,372 | $ | 839,908 | |||||||||||
| Segment income from continuing operations | $ | 139,666 | $ | 34,365 | $ | 133,354 | |||||||||||
| Income from continuing operations % of net sales | 22.7 | % | 15.3 | % | 15.9 | % | |||||||||||
| Depreciation | 7,244 | 3,705 | 11,500 | ||||||||||||||
| Amortization | 10,623 | 2,721 | 13,344 | ||||||||||||||
| Restructuring expenses | 689 | (57) | 1,539 | ||||||||||||||
| Acquisition related adjustments | 178 | 689 | 867 | ||||||||||||||
| Strategic transaction costs | — | — | 9,945 | ||||||||||||||
| Stock compensation | — | — | 10,074 | ||||||||||||||
Segment adjusted EBITDA from continuing operations (2) | $ | 158,400 | $ | 41,423 | $ | 180,623 | |||||||||||
| Adjusted EBITDA from continuing operations % of net sales | 25.7 | % | 18.5 | % | 21.5 | % | |||||||||||
| Three Months Ended March 29, 2025 | |||||||||||||||||
| Net sales | $ | 562,717 | $ | 167,906 | $ | 730,623 | |||||||||||
| Segment income from continuing operations | $ | 132,097 | $ | 23,510 | $ | 129,521 | |||||||||||
| Income from continuing operations % of net sales | 23.5 | % | 14.0 | % | 17.7 | % | |||||||||||
| Depreciation | 6,630 | 2,891 | 10,346 | ||||||||||||||
| Amortization | 11,294 | 2,914 | 14,208 | ||||||||||||||
| Restructuring expenses | 1,137 | 111 | 1,248 | ||||||||||||||
| Acquisition related adjustments | 272 | 638 | 401 | ||||||||||||||
| Strategic transaction costs | — | — | 3,473 | ||||||||||||||
| Stock compensation | — | — | 2,288 | ||||||||||||||
| Segment adjusted EBITDA from continuing operations | $ | 151,430 | $ | 30,064 | $ | 161,485 | |||||||||||
| Adjusted EBITDA from continuing operations % of net sales | 26.9 | % | 17.9 | % | 22.1 | % | |||||||||||
(1) Includes corporate and other general company expenses, which impact Segment Adjusted EBITDA, and amounted to $19.2 million and $20.0 million for the three months ended April 4, 2026 and March 29, 2025, respectively. | |||||||||||||||||
(2) Foreign exchange rates favorably impacted Segment Adjusted EBITDA by approximately $2.4 million for the three months ended April 4, 2026. | |||||||||||||||||
THE MIDDLEBY CORPORATION
NON-GAAP INFORMATION
(Amounts in 000’s, Except Percentages)
(Unaudited)
| Three Months Ended | |||||||||||||||||||||||
| 1st Qtr, 2026 | 1st Qtr, 2025 | ||||||||||||||||||||||
| $ | Diluted per share | $ | Diluted per share | ||||||||||||||||||||
| Net earnings from continuing operations | $ | 85,284 | $ | 1.81 | $ | 85,063 | $ | 1.56 | |||||||||||||||
Amortization (1) | 13,969 | 0.30 | 16,005 | 0.29 | |||||||||||||||||||
| Restructuring expenses | 1,539 | 0.03 | 1,248 | 0.02 | |||||||||||||||||||
| Acquisition related adjustments | 867 | 0.02 | 401 | 0.01 | |||||||||||||||||||
| Net periodic pension benefit | (2,429) | (0.05) | (1,516) | (0.03) | |||||||||||||||||||
| Strategic transaction costs | 9,945 | 0.21 | 3,473 | 0.06 | |||||||||||||||||||
| Minority investment adjustments | (1,806) | (0.04) | — | — | |||||||||||||||||||
| Income tax effect of pre-tax adjustments | (5,411) | (0.12) | (4,608) | (0.08) | |||||||||||||||||||
Adjustment for shares excluded due to anti-dilution effect on GAAP net earnings (2) | — | — | — | 0.04 | |||||||||||||||||||
| Adjusted net earnings from continuing operations | $ | 101,958 | $ | 2.16 | $ | 100,066 | $ | 1.87 | |||||||||||||||
| Diluted weighted average number of shares | 47,243 | 54,621 | |||||||||||||||||||||
Adjustment for shares excluded due to anti-dilution effect on GAAP net earnings (2) | — | (1,028) | |||||||||||||||||||||
| Adjusted diluted weighted average number of shares | 47,243 | 53,593 | |||||||||||||||||||||
(1) Includes amortization of deferred financing costs and convertible notes issuance costs. | |||||||||||||||||||||||
(2) Adjusted diluted weighted average number of shares was calculated based on excluding the dilutive effect of shares to be issued upon conversion of the notes to satisfy the amount in excess of the principal since the company's capped call offsets the dilutive impact of the shares underlying the convertible notes. The calculation of adjusted diluted earnings per share excludes the principal portion of the convertible notes as this will always be settled in cash. Given the settlement of the convertible notes in the third quarter of 2025 the weighted average number of shares will no longer require an adjustment in 2026. | |||||||||||||||||||||||
| Three Months Ended | |||||||||||
| 1st Qtr, 2026 | 1st Qtr, 2025 | ||||||||||
Net Cash Flows Provided By (Used In): | |||||||||||
Operating activities (1) | $ | 87,812 | $ | 137,284 | |||||||
Investing activities (2) | 556,527 | (27,568) | |||||||||
| Financing activities | (684,665) | (57,091) | |||||||||
| Free Cash Flow | |||||||||||
Cash flow from operating activities (1) | $ | 87,812 | $ | 137,284 | |||||||
Less: Capital expenditures (3) | (7,939) | (26,463) | |||||||||
| Free cash flow | $ | 79,873 | $ | 110,821 | |||||||
(1) Includes strategic transaction costs associated with the business portfolio review of $9.9 million for the three months ended April 4, 2026. | |||||||||||
(2) Includes proceeds from sale of 51% interest in Residential Kitchen Equipment Group, net of cash transferred, of $564.6 million for the three months ended April 4, 2026. | |||||||||||
(3) Includes purchase of previously leased food processing manufacturing facility for the three months ended March 29, 2025. | |||||||||||
USE OF NON-GAAP FINANCIAL MEASURES
The company supplements its consolidated financial statements presented on a GAAP basis with this non-GAAP financial information to provide investors with greater insight, increase transparency and allow for a more comprehensive understanding of the information used by management in its financial and operational decision-making. The non-GAAP financial measures disclosed by the company should not be considered a substitute for, or superior to, financial measures prepared in accordance with GAAP, and the financial results prepared in accordance with GAAP and reconciliations from these results should be carefully evaluated. In addition, the non-GAAP financial measures included in this press release do not have standard meanings and may vary from similarly titled non-GAAP financial measures used by other companies.
The company believes that organic net sales growth, adjusted EBITDA, organic adjusted EBITDA, segment adjusted EBITDA, net debt, net leverage, adjusted net earnings and adjusted diluted per share measures are useful as supplements to its GAAP results of operations to evaluate certain aspects of its operations and financial performance, and its management team primarily focuses on non-GAAP items in evaluating performance for business planning purposes. The company also believes that these measures assist it with comparing its performance between various reporting periods on a consistent basis, as these measures remove from operating results the impact of items that, in its opinion, do not reflect its core operating performance including, for example, intangibles amortization expense, impairment charges, restructuring expenses, and other charges which management considers to be outside core operating results.
The company believes that free cash flow is an important measure of operating performance because it provides management and investors with a measure of cash generated from operations that is available for mandatory payment obligations and investment opportunities, such as funding acquisitions, repaying debt and repurchasing our common stock.
The company believes that its presentation of these non-GAAP financial measures is useful because it provides investors and securities analysts with the same information that Middleby uses internally for purposes of assessing its core operating performance.
FAQ
How did Middleby (MIDD) perform in Q1 2026 compared to last year?
Middleby’s Q1 2026 net sales were $839.9 million, up 15.0% from $730.6 million in Q1 2025. Organic net sales grew 11.9%. Adjusted EBITDA increased to $180.6 million from $161.5 million, and adjusted EPS rose to $2.16 from $1.87, showing stronger continuing operations.
Why did Middleby report a net loss in Q1 2026 despite strong operations?
Middleby’s continuing operations generated net earnings of $85.3 million in Q1 2026, but a $135.4 million loss from discontinued operations led to an overall net loss of $50.1 million. Diluted earnings from continuing operations were $1.81 per share, while total diluted loss per share was $1.06.
What are Middleby’s 2026 guidance targets for revenue and adjusted EPS?
For full‑year 2026, Middleby expects total company net sales of $3.36–3.44 billion, with 4–6% growth in Commercial Foodservice and 4–7% in Food Processing. The company guides to adjusted EBITDA of $758–790 million and adjusted earnings per share between $9.54 and $9.70.
How fast are Middleby’s Commercial Foodservice and Food Processing segments growing?
In Q1 2026, Commercial Foodservice posted 8.1% organic net sales growth on $615.5 million of sales, while Food Processing delivered 25.0% organic growth on $224.4 million of sales. Management highlighted strong dealer and chain demand in Commercial Foodservice and robust orders and backlog in Food Processing.
What is Middleby’s plan for the Food Processing business spin‑off?
Middleby plans to separate its Food Processing business into an independent public company on July 6, 2026. After the separation, Middleby will focus on Commercial Foodservice with segment‑level EBITDA margins around 26%, while Food Processing is expected to operate with margins over 20% and pursue organic and acquisition growth.
How much debt and leverage does Middleby have after Q1 2026?
At the end of Q1 2026, Middleby’s net debt was about $1.7 billion, down from $2.0 billion at the end of fiscal 2025. The total leverage ratio under its credit agreements was 2.3x, with trailing twelve‑month bank agreement pro‑forma EBITDA of $781.2 million and roughly $2.5 billion of borrowing availability.
What capital allocation actions did Middleby take in early 2026?
Middleby deployed over $520 million on share repurchases so far in 2026, including 2.4 million shares repurchased in Q1, reducing its share count by about 7% year‑to‑date. The company also recorded $564.6 million of proceeds from selling a 51% interest in its Residential Kitchen Equipment Group.