Synergy CHC (SNYR) swings to Q1 2026 loss amid revenue drop, low cash
Rhea-AI Filing Summary
Synergy CHC Corp. reported weaker results for the quarter ended March 31, 2026. Revenue fell to $5.49 million from $8.17 million a year earlier as prior-year license revenue of $1.5 million did not repeat and online sales were hurt by out-of-stock issues in the Flat Tummy brand.
Despite over $650,000 in functional beverage revenue and an estimated beverage annual run rate above $4 million, profitability deteriorated. The company posted an operating loss of $0.57 million, a net loss of $2.57 million, and a basic and diluted loss per share of $0.23, versus net income of $0.88 million and earnings per share of $0.10 in the prior-year quarter.
Cash and cash equivalents declined to about $0.30 million as of March 31, 2026 from $2.6 million at December 31, 2025, and the company moved to a working capital deficit of $0.50 million. Total liabilities were $31.87 million against a stockholders’ deficit of $25.41 million. After quarter-end, Synergy raised approximately $2.7 million in gross proceeds through an at-the-market equity program to bolster liquidity.
Positive
- None.
Negative
- Material deterioration in earnings and cash: Q1 2026 revenue declined to $5.49 million from $8.17 million, net results swung from income of $0.88 million to a loss of $2.57 million, cash fell to about $0.30 million, and working capital moved into a $0.50 million deficit with a large stockholders’ deficit.
Insights
Revenue fell sharply and losses deepened despite beverage growth, while liquidity and leverage remain key concerns.
Synergy CHC Corp. generated Q1 2026 revenue of $5.49 million, down from $8.17 million as prior-year license revenue of $1.5 million did not recur and Flat Tummy online sales were constrained by out-of-stock items. Functional beverages were a bright spot with over $650,000 in revenue and an estimated run rate above $4 million.
Profitability weakened notably: operating results swung from income of $1.95 million to a loss of $0.57 million, while net results moved from income of $0.88 million to a loss of $2.57 million. EBITDA shifted from positive $1.98 million to a loss of $0.54 million, and Adjusted EBITDA moved to a loss of $0.35 million.
The balance sheet shows pressure, with cash and cash equivalents falling to about $0.30 million, a working capital deficit of $0.50 million, and total liabilities of $31.87 million alongside a stockholders’ deficit of $25.41 million. The subsequent $2.7 million raised via an at-the-market equity program adds liquidity but also signals reliance on external capital. Future filings will clarify how beverage growth interacts with debt service and cash generation.
8-K Event Classification
Key Figures
Key Terms
EBITDA financial
Adjusted EBITDA financial
working capital deficit financial
at-the-market (ATM) equity offering program financial
stockholders’ deficit financial
Earnings Snapshot
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of
earliest event reported):
(Exact name of registrant as specified in its charter)
| (State or Other Jurisdiction | (Commission File Number) | (IRS Employer | ||
| of Incorporation) | Identification No.) |
| (Address of principal executive offices) | (Zip Code) |
Registrant’s telephone
number, including area code: (
865 Spring Street, Westbrook, Maine 04092
(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 (see General Instruction A.2. below):
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |
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| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||
| The |
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. ☐
Item 2.02. Results of Operations and Financial Condition.
On May 14, 2026, Synergy CHC Corp. issued a press release announcing its financial and operating results for the quarter ended March 31, 2026. A copy of the press release is furnished herewith as Exhibit 99.1.
The information in Item 2.02 of this Current Report on Form 8-K and the press release furnished as Exhibit 99.1 hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.
Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
| Exhibit No. | Description | |
| 99.1 | Press Release, dated May 14, 2026 | |
| 104 | Cover Page Interactive Data File (embedded within the inline XBRL document) |
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Date: May 14, 2026 | ||
| SYNERGY CHC CORP. | ||
| By: | /s/ Jack Ross | |
| Name: | Jack Ross | |
| Title: | Chief Executive Officer | |
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Exhibit 99.1
Synergy CHC Corp. Reports First Quarter 2026 Financial Results
N. WINDHAM, Maine, May 14, 2026 – Synergy CHC Corp. (NASDAQ: SNYR) (“Synergy” or the “Company”), a consumer health and wellness company, is announcing its financial results for the three months ended March 31, 2026.
“Our first quarter results reflect continued execution and the growing momentum of our functional beverage business,” said Jack Ross, CEO of Synergy CHC Corp. “During the quarter, we generated over $650,000 in functional beverage revenue, exceeding our total beverage revenue for all of 2025. This performance reflects the success of our expanding retail and distribution partnerships across the U.S., supported by healthy sell-through that is already driving increased reorder activity. Reflecting this momentum, our beverage division is operating at an estimated annual run rate exceeding $4 million. With this foundation in place and continued expansion of our distribution footprint underway, we believe we are well-positioned to capture the significant growth opportunities emerging within the functional beverage sector. With solid early-year momentum and a clear strategic path, we expect 2026 to be a year of sustainable growth and value creation for our shareholders.”
First Quarter 2026 Financial Summary vs. Same Year-Ago Period
| ● | Revenue of $5.49 million vs. $8.17 million. |
| ● | Gross margin of 72.3% vs. 75.4%. |
| ● | Income (loss) from operations of ($0.57) million vs. $1.95 million. |
| ● | Net income (loss) of ($2.57) million vs. $0.88 million. |
| ● | Earnings (loss) per share of ($0.23) vs. $0.10. |
| ● | EBITDA (loss), a non-GAAP financial measure, was ($0.54) million vs. $1.98 million. |
| ● | Adjusted EBITDA (loss), a non-GAAP financial measure, was ($0.35) million vs. $1.98 million. |
First Quarter 2026 Financial Results
Revenue in the first quarter of 2026 was $5.49 million compared to $8.17 million in the first quarter of 2025, due to license revenue of $1.5 million in 2025 that did not repeat in 2026 and out-of-stock dynamics for several key online items in our Flat Tummy brand, which impacted online sales. This was partially offset by strong performance in beverages, which delivered significantly higher revenue compared to the prior year period.
Gross margin in the first quarter of 2026 was 72.3% compared to 75.4% in the first quarter of 2025. Excluding license revenue from the first quarter of 2025, normalized gross margin for that period was 70.0%, a 2.3% improvement year-over-year.
Operating expenses in the first quarter of 2026 were $4.54 million compared to $4.22 million in the first quarter of 2025, reflecting higher overhead associated with the expansion of the beverage business.
Income (loss) from operations for the first quarter of 2026 was ($0.57) million compared to $1.95 million in the first quarter of 2025, which is largely due to the license revenue of $1.5 million in 2025 that did not repeat in 2026 and increased overhead costs.
Net income (loss) in the first quarter of 2026 was ($2.57) million compared to net income of $0.88 million in the first quarter of 2025.
Earnings (loss) per share in the first quarter of 2026 was ($0.23) compared to $0.10 in the first quarter of 2025.
EBITDA (loss) (a non-GAAP financial measure) in the first quarter of 2026 was ($0.54) million compared to $1.98 million in the first quarter of 2025.
Adjusted EBITDA (loss) (a non-GAAP financial measure) in the first quarter of 2026 was ($0.35) million compared to $1.98 million in the first quarter of 2025.
Balance Sheet and Cash Flow
As of March 31, 2026, Synergy had approximately $0.30 million in cash and cash equivalents, compared to $2.6 million in cash and cash equivalents as of December 31, 2025. Subsequent to quarter-end, Synergy raised approximately $2.7 million in gross proceeds through its at-the-market (ATM) equity offering program.
As of March 31, 2026, Synergy had a working capital deficit of $0.50 million, compared to a $1.78 million working capital surplus as of December 31, 2025.
As of March 31, 2026, Synergy had $3.4 million in inventory, compared to $3.7 million in inventory as of December 31, 2025.
Cash used in operating activities for the three months ended March 31, 2026 was $2.0 million compared to cash used in operating activities of $0.82 million for the three months ended March 31, 2025.
Non-GAAP Financial Measure Reconciliation: EBITDA and Adjusted EBITDA
To assist financial statement users in an assessment of our historical performance, the Company discloses non-GAAP financial measures in press releases and on investor conference calls and related events, as the Company believes that the non-GAAP information enhances investors’ overall understanding of our financial performance, and should be read in addition to, rather than instead of, the financial statements prepared in accordance with GAAP.
Management believes EBITDA and Adjusted EBITDA provide useful information to investors by excluding certain items that may not be indicative of the Company’s core operating results and that can vary significantly between periods. EBITDA is defined as net income plus interest expense, income tax expense, depreciation and amortization. Adjusted EBITDA is calculated as EBITDA plus or minus foreign exchange gains or losses, one-time expenses and non-cash expenses. Since Adjusted EBITDA is a non-GAAP financial performance measure, the Company’s calculation of Adjusted EBITDA may not be comparable to other similarly titled measures of other companies; and should not be considered in isolation, as a substitute for, or superior to measures of financial performance prepared in accordance with GAAP.
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The following table reconciles net income to EBITDA and Adjusted EBITDA (in millions of US dollars):
| 3 Months ended March 31 | ||||||||
| 2026 | 2025 | |||||||
| Net (loss) income for the period | $ | (2.57 | ) | $ | 0.88 | |||
| Adjusted for: | ||||||||
| Interest expense, net | 2.01 | 1.08 | ||||||
| Amortization of intangible assets | 0.03 | 0.03 | ||||||
| Tax benefit | (0.01 | ) | (0.01 | ) | ||||
| EBITDA | $ | (0.54 | ) | $ | 1.98 | |||
| Foreign currency adjustment | (0.00 | ) | 0.00 | |||||
| Stock based compensation | 0.16 | - | ||||||
| Board expenses | 0.03 | - | ||||||
| Adjusted EBITDA | $ | (0.35 | ) | $ | 1.98 | |||
About Synergy CHC Corp.
Synergy CHC Corp. develops and markets consumer health and wellness products, led by its flagship brands FOCUSfactor® and Flat Tummy®. FOCUSfactor®, a clinically studied brain health supplement and functional beverage line with a 25-year legacy, enjoys established distribution in the U.S., Canada and Mexico, through major retailers including Costco, Walmart, Amazon, BJ’s, and Walgreens, among others. Flat Tummy® complements Synergy’s portfolio as a lifestyle brand focused on women’s wellness and weight management.
Forward Looking Statements
Certain statements contained in this press release constitute “forward-looking statements,” including statements regarding brand expansion and growth initiatives. These forward-looking statements represent Synergy’s expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, which are set forth in Synergy’s registration statement on Form S-1, as amended, many of which are outside of Synergy’s control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.
Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Synergy does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Synergy to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Synergy’s filings with the SEC. The risk factors and other factors noted in Synergy’s filings could cause its actual results to differ materially from those contained in any forward-looking statement.
Investor Relations
Gateway Group
Cody Slach, Greg Robles
949.574.3860
SNYR@gateway-grp.com
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Synergy CHC Corp.
Condensed Consolidated Balance Sheets
| March 31, 2026 | December 31, 2025 | |||||||
| (unaudited) | ||||||||
| Assets | ||||||||
| Current Assets | ||||||||
| Cash and cash equivalents | $ | 292,115 | $ | 2,622,313 | ||||
| Restricted cash | 100,000 | 100,000 | ||||||
| Accounts receivable, net | 1,268,022 | 3,203,505 | ||||||
| Prepaid expenses (including related party amount of $652,270 and $110,803, respectively) | 1,303,173 | 351,049 | ||||||
| Inventory, net | 3,381,614 | 3,737,509 | ||||||
| Total Current Assets | 6,344,924 | 10,014,376 | ||||||
| Intangible assets, net | 116,667 | 150,000 | ||||||
| Total Assets | $ | 6,461,591 | $ | 10,164,376 | ||||
| Liabilities and Stockholders’ Deficit | ||||||||
| Current Liabilities: | ||||||||
| Accounts payable and accrued liabilities (including payable to shareholder of $193,641 and $197,512, respectively) | $ | 4,031,994 | $ | 6,388,219 | ||||
| Income taxes payable | 85,811 | 88,108 | ||||||
| Contract liabilities | - | 1,526 | ||||||
| Short term loans payable, net of debt discount, related party | - | 100,000 | ||||||
| Current portion of notes payable, net of debt discount | 2,730,981 | 1,658,215 | ||||||
| Total Current Liabilities | 6,848,786 | 8,236,068 | ||||||
| Long-term Liabilities: | ||||||||
| Notes payable, net of debt discount | 25,018,055 | 25,056,446 | ||||||
| Total long-term liabilities | 25,018,055 | 25,056,446 | ||||||
| Total Liabilities | 31,866,841 | 33,292,514 | ||||||
| Commitments and contingencies | ||||||||
| Stockholders’ Deficit: | ||||||||
| Common stock, $0.00001 par value; 300,000,000 shares authorized; 11,483,926 shares issued; 11,303,853 outstanding | 114 | 114 | ||||||
| Additional paid in capital | 33,710,857 | 33,594,550 | ||||||
| Common stock to be issued | 153,400 | - | ||||||
| Accumulated other comprehensive loss | (132,201 | ) | (154,281 | ) | ||||
| Accumulated deficit | (59,009,920 | ) | (56,441,021 | ) | ||||
| Less: Treasury stock (180,073 shares) at cost | (127,500 | ) | (127,500 | ) | ||||
| Total stockholders’ deficit | (25,405,250 | ) | (23,128,138 | ) | ||||
| Total Liabilities and Stockholders’ Deficit | $ | 6,461,591 | $ | 10,164,376 | ||||
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Synergy CHC Corp.
Unaudited Condensed Consolidated Statements of Operations and Comprehensive (Loss) Income
| For the three months ended | For the three months ended | |||||||
| March 31, 2026 | March 31, 2025 | |||||||
| Revenue | ||||||||
| Product Sales | $ | 5,492,705 | $ | 6,670,534 | ||||
| License Revenue | - | 1,500,000 | ||||||
| Total Revenue | 5,492,705 | 8,170,534 | ||||||
| Cost of Sales | 1,521,910 | 2,006,513 | ||||||
| Gross Profit | 3,970,795 | 6,164,021 | ||||||
| Operating expenses | ||||||||
| Selling and marketing | 2,455,732 | 2,876,271 | ||||||
| General and administrative | 2,048,850 | 1,306,714 | ||||||
| Depreciation and amortization | 33,333 | 33,333 | ||||||
| Total operating expenses | 4,537,915 | 4,216,318 | ||||||
| (Loss) Income from operations | (567,120 | ) | 1,947,703 | |||||
| Other (income) expenses | ||||||||
| Interest income | (340 | ) | (13,882 | ) | ||||
| Interest expense | 2,012,121 | 1,095,369 | ||||||
| Remeasurement loss on translation of foreign subsidiary | 3,718 | 1,412 | ||||||
| Total other expenses | 2,015,499 | 1,082,899 | ||||||
| Net (loss) income before income taxes | (2,582,619 | ) | 864,804 | |||||
| Income tax benefit | 13,720 | 11,460 | ||||||
| Net (loss) income after tax | $ | (2,568,899 | ) | $ | 876,264 | |||
| Net (loss) income per share – basic | $ | (0.23 | ) | $ | 0.10 | |||
| Net (loss) income per share – diluted | $ | (0.23 | ) | $ | 0.10 | |||
| Weighted average common shares outstanding | ||||||||
| Basic | 11,303,853 | 8,560,636 | ||||||
| Diluted | 11,303,853 | 8,577,620 | ||||||
| Comprehensive (loss) income: | ||||||||
| Net (loss) income | $ | (2,568,899 | ) | $ | 876,264 | |||
| Foreign currency translation adjustment | 22,080 | (1,935 | ) | |||||
| Comprehensive (loss) income | $ | (2,546,819 | ) | $ | 874,329 | |||
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Synergy CHC Corp.
Unaudited Condensed Consolidated Statements of Cash Flows
| For the three months ended | For the three months ended | |||||||
| March 31, 2026 | March 31, 2025 | |||||||
| Cash Flows from Operating Activities | ||||||||
| Net (loss) income | $ | (2,568,899 | ) | $ | 876,264 | |||
| Adjustments to reconcile net (loss) income to net cash used in operating activities: | ||||||||
| Amortization of debt discount and debt issuance cost | 951,942 | 406,841 | ||||||
| Depreciation and amortization | 33,333 | 33,333 | ||||||
| Stock based compensation | 116,307 | - | ||||||
| Foreign currency transaction loss (gain) | 2,684 | (3,137 | ) | |||||
| Remeasurement loss (gain) on translation of foreign subsidiary | 3,718 | (1,412 | ) | |||||
| Changes in operating assets and liabilities: | ||||||||
| Accounts receivable | 1,935,483 | 940,519 | ||||||
| Other receivables | - | 144,637 | ||||||
| Loan receivable, related party | - | (833 | ) | |||||
| Inventory | 355,895 | (629,935 | ) | |||||
| Prepaid expenses | (410,657 | ) | (114,787 | ) | ||||
| Prepaid expense, related party | (541,467 | ) | (195,913 | ) | ||||
| Income taxes payable | (2,297 | ) | (165,413 | ) | ||||
| Contract liabilities | (1,526 | ) | (24,216 | ) | ||||
| Accounts payable and accrued liabilities | (1,915,323 | ) | (2,218,041 | ) | ||||
| Accounts payable, related party | (3,871 | ) | 129,312 | |||||
| Net cash used in operating activities | (2,044,678 | ) | (822,781 | ) | ||||
| Cash Flows from Investing Activities | - | - | ||||||
| Cash Flows from Financing Activities | ||||||||
| Advances from related party | - | 135,000 | ||||||
| Repayment of notes payable, related party | (100,000 | ) | - | |||||
| Proceeds from notes payable | 2,660,000 | 1,496,250 | ||||||
| Payment of loan financing fees | (55,000 | ) | - | |||||
| Repayment of notes payable | (2,812,600 | ) | (1,316,572 | ) | ||||
| Net cash (used in) provided by financing activities | (307,600 | ) | 314,678 | |||||
| Effect of exchange rate on cash, cash equivalents and restricted cash | 22,080 | (1,935 | ) | |||||
| Net decrease in cash, cash equivalents and restricted cash | (2,330,198 | ) | (510,038 | ) | ||||
| Cash and restricted cash, beginning of year | 2,722,313 | 787,920 | ||||||
| Cash and restricted cash, end of period | $ | 392,115 | $ | 277,882 | ||||
| Supplemental Disclosure of Cash Flow Information: | ||||||||
| Cash paid during the period for: | ||||||||
| Interest | $ | 392,846 | $ | 573,529 | ||||
| Income taxes | $ | - | $ | - | ||||
| Supplemental Disclosure of Noncash Investing and Financing Activities: | ||||||||
| Issuance of common stock for accounts receivable advance financing | $ | - | $ | 117,648 | ||||
| Loan financing fees, accrued | $ | 110,000 | $ | - | ||||
| Capitalized interest on senior debt | $ | 400,033 | $ | - | ||||
| Common stock to be issued for accounts receivable advance financing | $ | 153,400 | $ | - | ||||
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